250,000,000 4.250% Senior Notes due 2018 Exchange and Registration Rights AgreementHertz Global Holdings Inc • May 2nd, 2013 • Services-auto rental & leasing (no drivers) • New York
The Hertz Corporation, a Delaware corporation (the “Company”), proposes to issue and sell upon the terms set forth in the Purchase Agreement (as defined herein) to the several the initial purchasers named in Schedule I to the Purchase Agreement (the “Initial Purchasers”), an aggregate of $250.0 million principal amount of the Company’s 4.250% Senior Notes due 2018 (the “Notes”), to be issued as a separate series of notes pursuant to the Indenture, dated as of October 16, 2012 (as amended, supplemented, waived or otherwise modified, including as supplemented by the Fifth Supplemental Indenture, dated as of March 28, 2013 (the “Supplemental Indenture”), collectively, the “Indenture”), among the Company (as successor-in-interest to HDTFS, Inc.), as issuer, the subsidiary guarantors from time to time party thereto and Wells Fargo Bank, National Association, as trustee.
PERFORMANCE STOCK UNIT AGREEMENTPerformance Stock Unit Agreement • May 2nd, 2013 • Hertz Global Holdings Inc • Services-auto rental & leasing (no drivers) • Delaware
This PERFORMANCE STOCK UNIT AGREEMENT (the “Agreement”), dated as of the Grant Date set forth on the signature page hereof, is entered into by and between Hertz Global Holdings, Inc., a Delaware corporation (the “Company”), and the individual whose name is set forth on the participant section of the signature page hereof (the “Participant”).
Fourth Supplemental IndentureFourth Supplemental Indenture • May 2nd, 2013 • Hertz Global Holdings Inc • Services-auto rental & leasing (no drivers) • New York
FOURTH SUPPLEMENTAL INDENTURE, dated as of March 8, 2013 (this “Supplemental Indenture”), among Dollar Thrifty Automotive Group, Inc., DTG Operations, Inc., Dollar Rent A Car, Inc., Thrifty, Inc., DTG Supply, Inc., Thrifty Car Sales, Inc., Thrifty Rent-A-Car System, Inc., TRAC Asia Pacific, Inc. and Thrifty Insurance Agency, Inc. (the “Subsidiary Guarantors”), The Hertz Corporation, a corporation duly organized and existing under the laws of the State of Delaware (together with its respective successors and assigns, the “Company”), Hertz Car Sales LLC, Hertz Claim Management Corporation, HCM Marketing Corporation, Hertz Entertainment Services Corporation, Hertz Equipment Rental Corporation, Hertz Local Edition Corp., Hertz Local Edition Transporting, Inc., Hertz Global Services Corporation, Hertz System, Inc., Hertz Technologies, Inc., Hertz Transporting, Inc., Smartz Vehicle Rental Corporation, Donlen Corporation, Cinelease Holdings, Inc., Cinelease, Inc. and Cinelease, LLC (collectiv
Fifth Supplemental IndentureFifth Supplemental Indenture • May 2nd, 2013 • Hertz Global Holdings Inc • Services-auto rental & leasing (no drivers) • New York
FIFTH SUPPLEMENTAL INDENTURE, dated as of March 8, 2013 (this “Supplemental Indenture”), among Dollar Thrifty Automotive Group, Inc., DTG Operations, Inc., Dollar Rent A Car, Inc., Thrifty, Inc., DTG Supply, Inc., Thrifty Car Sales, Inc., Thrifty Rent-A-Car System, Inc., TRAC Asia Pacific, Inc. and Thrifty Insurance Agency, Inc. (the “Subsidiary Guarantors”), The Hertz Corporation, a corporation duly organized and existing under the laws of the State of Delaware (together with its respective successors and assigns, the “Company”), Hertz Car Sales LLC, Hertz Claim Management Corporation, HCM Marketing Corporation, Hertz Entertainment Services Corporation, Hertz Equipment Rental Corporation, Hertz Local Edition Corp., Hertz Local Edition Transporting, Inc., Hertz Global Services Corporation, Hertz System, Inc., Hertz Technologies, Inc., Hertz Transporting, Inc., Smartz Vehicle Rental Corporation, Donlen Corporation, Cinelease Holdings, Inc., Cinelease, Inc. and Cinelease, LLC (collective
Sixth Supplemental IndentureSixth Supplemental Indenture • May 2nd, 2013 • Hertz Global Holdings Inc • Services-auto rental & leasing (no drivers) • New York
SIXTH SUPPLEMENTAL INDENTURE, dated as of March 8, 2013 (this “Supplemental Indenture”), among Dollar Thrifty Automotive Group, Inc., DTG Operations, Inc., Dollar Rent A Car, Inc., Thrifty, Inc., DTG Supply, Inc., Thrifty Car Sales, Inc., Thrifty Rent-A-Car System, Inc., TRAC Asia Pacific, Inc. and Thrifty Insurance Agency, Inc. (the “Subsidiary Guarantors”), The Hertz Corporation, a corporation duly organized and existing under the laws of the State of Delaware (together with its respective successors and assigns, the “Company”), Hertz Car Sales LLC, Hertz Claim Management Corporation, HCM Marketing Corporation, Hertz Entertainment Services Corporation, Hertz Equipment Rental Corporation, Hertz Local Edition Corp., Hertz Local Edition Transporting, Inc., Hertz Global Services Corporation, Hertz System, Inc., Hertz Technologies, Inc., Hertz Transporting, Inc., Smartz Vehicle Rental Corporation, Donlen Corporation, Cinelease Holdings, Inc., Cinelease, Inc. and Cinelease, LLC (collective
Sixth Supplemental IndentureSixth Supplemental Indenture • May 2nd, 2013 • Hertz Global Holdings Inc • Services-auto rental & leasing (no drivers) • New York
SIXTH SUPPLEMENTAL INDENTURE, dated as of March 8, 2013 (this “Supplemental Indenture”), among Dollar Thrifty Automotive Group, Inc., DTG Operations, Inc., Dollar Rent A Car, Inc., Thrifty, Inc., DTG Supply, Inc., Thrifty Car Sales, Inc., Thrifty Rent-A-Car System, Inc., TRAC Asia Pacific, Inc. and Thrifty Insurance Agency, Inc. (the “Subsidiary Guarantors”), The Hertz Corporation, a corporation duly organized and existing under the laws of the State of Delaware (together with its respective successors and assigns, the “Company”), Hertz Car Sales LLC, Hertz Claim Management Corporation, HCM Marketing Corporation, Hertz Entertainment Services Corporation, Hertz Equipment Rental Corporation, Hertz Local Edition Corp., Hertz Local Edition Transporting, Inc., Hertz Global Services Corporation, Hertz System, Inc., Hertz Technologies, Inc., Hertz Transporting, Inc., Smartz Vehicle Rental Corporation, Donlen Corporation, Cinelease Holdings, Inc., Cinelease, Inc. and Cinelease, LLC (collective
