AMENDED AND RESTATED INDEMNIFICATION AGREEMENTIndemnification Agreement • August 5th, 2011 • Hertz Global Holdings Inc • Services-auto rental & leasing (no drivers) • New York
This AMENDED AND RESTATED INDEMNIFICATION AGREEMENT, dated as of November 23, 2009 (this “Agreement”), is entered into by and among Hertz Global Holdings, Inc., a Delaware corporation (formely named CCMG Holdings, Inc.) (the “Company”), The Hertz Corporation, (“Hertz” and, together with the Company, the “Company Entities”), Clayton, Dubilier & Rice Fund VII, L.P., a Cayman Islands exempted limited partnership (the “Fund”), CDR CCMG Co-investor L.P., a Cayman Islands exempted limited partnership (the “Other Investor”), Clayton, Dubilier & Rice, Inc., a Delaware corporation (“CD&R Inc.”), Clayton, Dubilier & Rice, LLC, a limited liability company organized under the laws of Delaware (“Manager”) and the successor to the investment management business of CD&R Inc., and Clayton, Dubilier & Rice Holdings, L.P., a Cayman Islands exempted limited partnership (“CD&R LP”). Capitalized terms used herein without definition have the meanings set forth in Section 1 of this Agreement.
HERTZ VEHICLE FINANCING LLC, as Issuer and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. (formerly known as The Bank of New York Trust Company, N.A.), as Trustee and Securities IntermediaryIndenture • August 5th, 2011 • Hertz Global Holdings Inc • Services-auto rental & leasing (no drivers) • New York
SERIES 2011-1 SUPPLEMENT dated as of June 16, 2011 (“Series Supplement”) between HERTZ VEHICLE FINANCING LLC, a special purpose limited liability company established under the laws of Delaware (“HVF”), and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. (formerly known as The Bank of New York Trust Company, N.A.), a national banking association, as trustee (together with its successors in trust thereunder as provided in the Base Indenture referred to below, the “Trustee”), and as securities intermediary (in such capacity, the “Securities Intermediary”), to the Third Amended and Restated Base Indenture, dated as of September 18, 2009, between HVF and the Trustee (as amended pursuant to Supplemental Indenture No. 1 thereto dated as of December 21, 2010 and as further amended, modified or supplemented from time to time, exclusive of Series Supplements, the “Base Indenture”).
