0001193125-08-042121 Sample Contracts

AMENDMENT NO. 2 TO THE BASE INDENTURE
Avis Budget Group, Inc. • February 29th, 2008 • Services-auto rental & leasing (no drivers) • New York

This AMENDMENT NO. 2 TO THE BASE INDENTURE, dated as of February 15, 2008 (this “Amendment”) is between Centre Point Funding, LLC (f/k/a Budget Truck Funding, LLC), as issuer (“BTF”) and The Bank of New York Trust Company, N.A., in its capacity as trustee (the “Trustee”).

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AMENDMENT NO. 2 TO SERIES 2006-1 SUPPLEMENT
Avis Budget Group, Inc. • February 29th, 2008 • Services-auto rental & leasing (no drivers) • New York

This AMENDMENT NO. 2 TO SERIES 2006-1 SUPPLEMENT, dated as of February 15, 2008 (this “Amendment”) is between Centre Point Funding, LLC (f/k/a Budget Truck Funding, LLC) (“BTF”), Deutsche Bank Securities, Inc., (“DBSI”), Riverside Funding LLC (“Riverside Funding”), Deutsche Bank AG, New York Branch (“DBAG”), Sheffield Receivables Corporation (“Sheffield”), Barclays Bank PLC (“Barclays”) and The Bank of New York Trust Company, N.A., in its capacity as Trustee.

AMENDING AGREEMENT NO. 5
Amending Agreement • February 29th, 2008 • Avis Budget Group, Inc. • Services-auto rental & leasing (no drivers) • Ontario

WHEREAS the Avis General Partner, the Budget General Partner, the STARS Limited Partner and the Bay Street Limited Partner have entered into a fourth amended and restated limited partnership agreement made as of the 20th day of April, 2005, as amended by amending agreements between the parties dated October 11, 2005, July 7, 2006, December 11, 2006 and November 21, 2007 (collectively, the “Limited Partnership Agreement”);

TRADEMARK LICENSE AGREEMENT
Trademark License Agreement • February 29th, 2008 • Avis Budget Group, Inc. • Services-auto rental & leasing (no drivers) • New York

This Agreement is made and entered into on the 22nd day of October 1986 between Wizard Co., Inc., a corporation of the State of Delaware, with its principal place of business at 900 Old Country Road, Garden City, Long Island, New York 11530 (hereafter referred to as “Licensor”), and Avis Europe plc, an English company, registered number 1995619, with its principal place of business at Avis House, Park Road, Bracknell, Berkshire, RG12 2EW, United Kingdom (hereafter referred to as “Licensee”).

AVIS RENT A CAR SYSTEM, INC. SYSTEM LICENCE AGREEMENT
System Licence Agreement • February 29th, 2008 • Avis Budget Group, Inc. • Services-auto rental & leasing (no drivers) • New York

THIS AGREEMENT, made this 22nd day of October 1986 between Avis Rent A Car System, Inc., a Delaware corporation, with principal offices at 900 Old Country Road, Garden City, Long Island, New York, hereinafter called “Licensor”, and Avis Europe plc an English company, of Avis House, Station Road, Bracknell, Berks, hereinafter called “Licensee”.

AMENDING AGREEMENT NO. 4
Amending Agreement • February 29th, 2008 • Avis Budget Group, Inc. • Services-auto rental & leasing (no drivers) • Ontario

WHEREAS the Avis General Partner, the Budget General Partner, the STARS Limited Partner and the Bay Street Limited Partner have entered into a fourth amended and restated limited partnership agreement made as of the 20th day of April, 2005, as amended by amending agreements between the parties dated October 11, 2005, July 7, 2006 and December 11, 2006 (collectively, the “Limited Partnership Agreement”);

AMENDMENT NO. 1 TO MASTER MOTOR VEHICLE OPERATING LEASE AGREEMENT dated as of February 15, 2008 between CENTRE POINT FUNDING, LLC, as Lessor, BUDGET TRUCK RENTAL, LLC, as Administrator as Lessee and AVIS BUDGET CAR RENTAL, LLC, as Guarantor
Lease Agreement • February 29th, 2008 • Avis Budget Group, Inc. • Services-auto rental & leasing (no drivers) • New York

This AMENDMENT NO. 1 TO MASTER MOTOR VEHICLE OPERATING LEASE AGREEMENT, dated February 15, 2008 (this “Amendment”) is between CENTRE POINT FUNDING, LLC (f/k/a Budget Truck Funding, LLC) (“BTF”), a Delaware limited liability company, as lessor (the “Lessor”), BUDGET TRUCK RENTAL, LLC, a Delaware limited liability company (“BTR”), as lessee (the “Lessee”) and as administrator (the “Administrator”), and AVIS BUDGET CAR RENTAL, LLC, a Delaware limited liability company (“ABCR”), as guarantor (the “Guarantor”).

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