CERTAIN PORTIONS OF THIS EXHIBIT HAVE BEEN OMITTED
PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT AS INDICATED BY [REDACTED] AND
SEPARATELY FILED WITH THE COMMISSION.


 


Exhibit 10.47


 


Date:                       July
31, 2003


 


Vanguard
Car Rental USA, Inc. and Vanguard Car Rental (Canada) Inc.


(collectively, “Vanguard”)


Summary of Terms and Conditions


Purchase of Daimler Chrysler (“Chrysler”) Vehicles
Proposal


 


	
  Vanguard
  Commitment Obligation:

  	
   

  	
  Vanguard
  commits to buy [REDACTED] DCX(1) vehicles for the DCX vehicle model years 2004 through 2008, inclusive,
  as set forth on Schedule A.

   

  This agreement, on the
  closing of Vanguard’s purchase of assets from ANC Rental Corporation (“ANC”),
  will replace the purchase obligation for Chrysler vehicle model year 2004 set
  forth in the Loan and Security Agreement by and among ANC, the Guarantors and
  DaimlerChrysler Corporation (“DCX”), dated March 6, 2003, and
  assumed by Vanguard under the terms of the Asset Purchase Agreement with ANC
  dated as of June 12, 2003.

  
	
   

  	
   

  	
   

  
	
  Term of
  Agreement:

  	
   

  	
  5
  years

  
	
   

  	
   

  	
   

  
	
  DRIPIncentive:

  	
   

  	
  Only pertains to US
  Volume.

  $[REDACTED] per vehicle

  
	
   

  	
   

  	
   

  
	
  2004
  Model Year Additional Purchase Incentive:

  	
   

  	
  $[REDACTED]
  (the “Additional Incentive”)

  on the 1st [REDACTED] 2004 MY vehicles.

  
	
   

  	
   

  	
   

  
	
  DIP Loan:

  	
   

  	
  DIP Loan will be paid in
  full at closing

  
	
   

  	
   

  	
   

  
	
  Other
  Conditions:

  	
   

  	
  Vanguard must close on the
  purchase of the assets of ANC, pursuant to a non-appealable order of the
  Bankruptcy Court

  

  At such closing, DCX’s DIP loan shall be paid in full.

  



 






(1)
The vehicles will be purchased from DaimlerChrysler Corporation and
DaimlerChrysler Canada Inc, depending on their destination to Vanguard in the
U.S. or Canada.


 

















 


	
   

  	
   

  	
  Vanguard must agree with
  DaimlerChrysler Service North America LLC and close on the proposed $800 million
  loan facility for the purchase of Chrysler products over the term of this Agreement.



  Vanguard agrees to adhere
  to the DaimlerChrysler Guaranteed Depreciation Program Rules and Remarketing
  guidelines.

  
	
   

  	
   

  	
   

  
	
  DaimlerChrysler Fleet Operations:

  	
   

  	
  DCX agrees to provide and
  maintain daily rental guaranteed depreciation program that has a competitive
  incentive package similar in other major suppliers for like volumes.

  



 


 


Agreed and accepted, subject
to approval by the Bankruptcy
Court on this  1st day of Aug., 2003


 


Vanguard Car Rental USA,
Inc. and Vanguard Car Rental (Canada) Inc.


 


 


	
  By:

  	
  /s/ William E.
  Lobeck

  	
   

  
	
   

  
	
  Title:

  	
   

  	
   

  
	
  President

  
				



 


 


DAIMLERCHRYSLER CORPORATION


 


 


	
  By:

  	
  /s/ [ILLEGIBLE]

  	
   

  
	
  Title:

  	
  V. P. Fleet

  	
   

  
				



 

















 


Vanguard Car Rental USA


and

Vanguard Canada Proposal


 


Schedule
A


 


	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
  Grand

  	
   

  
	
   

  	
   

  	
  2004

  	
   

  	
  2005

  	
   

  	
  2006

  	
   

  	
  2007

  	
   

  	
  2008

  	
   

  	
  Total

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  DaimlerChrysler USA

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  DaimlerChrysler Canada

  	
   

  	
   

  	
   

  	
   

  	
   

  	
  [REDACTED]

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  Total DCX

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  



 


Additional Terms:


1. D.I.P. loan would be
paid in full at closing.