SUBMITS TO THE
JURISDICTION OF THE COURTS OF THE STATE OF NEW YORK LOCATED IN NEW YORK COUNTY
AND OF THE UNITED STATES DISTRICT COURT FOR THE SOUTHERN DISTRICT OF NEW YORK
FOR THE PURPOSE OF ANY SUCH LITIGATION AS SET FORTH ABOVE AND IRREVOCABLY AGREES
TO BE BOUND BY ANY JUDGMENT RENDERED THEREBY IN CONNECTION WITH SUCH LITIGATION.
THE LESSEE FURTHER IRREVOCABLY CONSENTS TO THE SERVICE OF PROCESS BY REGISTERED
MAIL, POSTAGE PREPAID, OR BY PERSONAL SERVICE WITHIN OR WITHOUT THE STATE OF NEW
YORK. THE LESSEE HEREBY EXPRESSLY AND IRREVOCABLY WAIVES, TO THE FULLEST EXTENT
PERMITTED BY LAW, ANY OBJECTION WHICH IT MAY HAVE OR HEREAFTER MAY HAVE TO THE
LAYING OF VENUE OF ANY SUCH LITIGATION BROUGHT IN ANY SUCH COURT REFERRED TO
ABOVE AND ANY CLAIM THAT ANY SUCH LITIGATION HAS BEEN BROUGHT IN AN INCONVENIENT
FORUM. TO THE EXTENT THAT THE LESSEE HAS OR HEREAFTER MAY ACQUIRE ANY IMMUNITY
FROM JURISDICTION OF ANY COURT
Participation Agreement
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OR FROM ANY LEGAL PROCESS (WHETHER THROUGH SERVICE OR NOTICE, ATTACHMENT PRIOR
TO JUDGMENT, ATTACHMENT IN AID OF EXECUTION OR OTHERWISE) WITH RESPECT TO ITSELF
OR ITS PROPERTY, THE LESSEE HEREBY IRREVOCABLY WAIVES SUCH IMMUNITY IN RESPECT
OF ITS OBLIGATIONS UNDER THIS AGREEMENT AND THE OTHER OPERATIVE DOCUMENTS.
(m)
Waiver of Jury Trial.
THE PARTIES HERETO HEREBY KNOWINGLY, VOLUNTARILY
AND INTENTIONALLY WAIVE ANY RIGHTS THEY MAY HAVE TO A TRIAL BY JURY IN RESPECT
OF ANY LITIGATION BASED HEREON, OR ARISING OUT OF, UNDER, OR IN CONNECTION WITH,
THIS AGREEMENT OR ANY OTHER OPERATIVE DOCUMENT, OR ANY COURSE OF CONDUCT, COURSE
OF DEALING, STATEMENTS (WHETHER VERBAL OR WRITTEN) OR ACTIONS OF ANY PARTY
HERETO. THE LESSEE ACKNOWLEDGES AND AGREES THAT IT HAS RECEIVED FULL AND
SUFFICIENT CONSIDERATION FOR THIS PROVISION (AND EACH OTHER PROVISION OF EACH
OTHER OPERATIVE DOCUMENT TO WHICH IT IS A PARTY) AND THAT THIS PROVISION IS A
MATERIAL INDUCEMENT FOR THE OWNER TRUST'S AND THE OWNER PARTICIPANT'S ENTERING
INTO THIS AGREEMENT AND EACH SUCH OTHER OPERATIVE DOCUMENT.
Participation Agreement
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IN WITNESS WHEREOF, the parties hereto have each caused this Participation
Agreement to be duly executed as of the day and year first above written.
BUDGET RENT A CAR SYSTEM, INC., as Lessee
By
Name:
Title:
BRAC TRUST No. 2005-[ ], by Wilmington Trust Company, not in its individual
capacity but solely as trustee under the Trust Agreement (BRAC Trust No. 2005-[
])
By
Name:
Title:
WILMINGTON TRUST COMPANY, in its individual capacity only to the extent
expressly stated herein and otherwise solely in its capacity as Owner Trustee
under the Trust Agreement (BRAC Trust No. 2005-[ ]),
By
Name:
Title:
CENDANT CORPORATION, as Guarantor
By
Name:
Title:
[OWNER PARTICIPANT], as Owner Participant
By
Name:
Title:
Participation Agreement
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SCHEDULE I
to
Participation Agreement
SCHEDULE OF ACCOUNTS
Lessee
Bank Name:
ABA Number:
Account Name:
Budget Rent A Car System, Inc.
Account Number:
Owner Trust
Bank Name:
Wilmington Trust Company
ABA Number:
Account Name:
BRAC Trust No. 2005-[ ]
Account Number:
Attention: