Exhibit
10.226
SEVENTH AMENDMENT TO CREDIT
AGREEMENT
SEVENTH AMENDMENT TO CREDIT
AGREEMENT (this “ Seventh Amendment ”), dated as
of August 7, 2009, among DOLLAR THRIFTY AUTOMOTIVE GROUP, INC., a
Delaware corporation (the “ Borrower ”), various
financial institutions that are party to the Credit Agreement
referred to below (the “ Lenders ”), and
DEUTSCHE BANK TRUST COMPANY AMERICAS, as administrative agent for
the Lenders (in such capacity, the “ Administrative
Agent ”). All capitalized terms used herein and not
otherwise defined shall have the respective meanings provided such
terms in the Credit Agreement.
W I T N E S S E T
H
WHEREAS, the Borrower, the Lenders,
the Administrative Agent and The Bank of Nova Scotia, as
syndication agent, are parties to that certain Credit Agreement,
dated as of June 15, 2007, as amended by that certain First
Amendment to Credit Agreement dated as of July 9, 2008, that
certain Second Amendment to Credit Agreement dated as of September
29, 2008, that certain Third Amendment to Credit Agreement dated as
of November 17, 2008, that certain Fourth Amendment to Credit
Agreement dated as of February 4, 2009, that certain Fifth
Amendment to Credit Agreement dated as of February 25, 2009, and
that certain Sixth Amendment to Credit Agreement dated as of June
25, 2009 (as so amended, the “ Credit Agreement
”); and
WHEREAS, the parties hereto desire
to make certain modifications to the Credit Agreement as set forth
herein;
NOW, THEREFORE, it is
agreed:
I. Amendments to Credit
Agreement.
1. Section
1.1 of the Credit Agreement is hereby amended by adding the
following definitions of “Post-2007 MTN Enhancement Letter of
Credit” and “Post-2007 MTN Program,” in their
appropriate alphabetical order:
“ Post-2007 MTN Enhancement
Letter of Credit ” means an Enhancement Letter of Credit
issued as enhancement for any series of notes issued under a
Post-2007 MTN Program.
“ Post-2007 MTN Program
” means an MTN Program other than the MTN Programs evidenced
by, and relating to the series of notes issued under, the Series
2005-1 Supplement, the Series 2006-1 Supplement and the Series
2007-1 Supplement (each as referred to in the definition of
“Base Indenture Supplement”).
2. The
following paragraph is hereby added to Section 4.1 of the Credit
Agreement immediately prior to the last paragraph of such Section
4.1:
With respect to any request for the
issuance of a Post-2007 MTN Enhancement Letter of Credit, it shall
be a further condition of the Borrower’s right to
request
or obtain the issuance of such
Post-2007 MTN Enhancement Letter of Credit that the Stated Amount
thereof does not exceed (or would not exceed) seven percent (7%) of
the initial principal amount of the related series of
notes.
II. Miscellaneous
Provisions.
1. In order to induce the Lenders to enter into
this Seventh Amendment, the Borrower hereby represents and warrants
that:
(a) no
Default or Event of Default exists on the Seventh Amendment
Effective Date (as defined below), immediately before and after
giving effect to this Seventh Amendment; and
(b) all
of the representations and warranties contained in the Credit
Agreement and the other Loan Documents are true and correct in all
material respects on and as of the Seventh Amendment Effective Date
immediately before and after giving effect to this Seventh
Amendment, with the same effect as though such representations and
warranties had been made on and as of the Seventh Amendment
Effective Date (it being understood that any representation or
warranty made as of a specific date shall be true and correct in
all material respects as of such specific date).
2. This Seventh Amendment is limited as specified
and shall not constitute a modification, acceptance or waiver of
any other provision of the Credit Agreement or any other Loan
Document.
3. This Seventh Amendment may be executed in any
number of counterparts and by the different parties hereto on
separate counterparts, each of which counterparts when executed and
delivered shall be an original, but all of which shall together
constitute one and the same instrument. A complete set of
counterparts shall be lodged with the Borrower and the
Administrative Agent.
4. THIS SEVENTH AMENDMENT AND THE RIGHTS AND
OBLIGATIONS OF THE PARTIES HEREUNDER SHALL BE CONSTRUED IN
ACCORDANCE WITH AND GOVERNED BY THE LAW OF THE STATE OF NEW
YORK.
5. This Seventh Amendment
