CERTAIN PORTIONS OF THIS EXHIBIT, WHICH ARE
INDICATED BY “***” HAVE BEEN OMITTED BASED UPON A
REQUEST FOR CONFIDENTIAL TREATMENT AND SUCH PORTIONS HAVE BEEN
FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE
COMMISSION.
FIRST AMENDMENT
This First Amendment to the Supply
Agreement is made on the 29 th day of June, 2009 by and
between Ford Motor Company, a Delaware corporation ("Ford") and
Dollar Thrifty Automotive Group, Inc., a Delaware corporation (DTG)
and shall be effective as of July 22, 2009 (the "Effective
Date").
WITNESSETH:
WHEREAS, Ford and DTG (the
"Parties") entered into a Supply Agreement (the "AGREEMENT") dated
February 9 th , 2009. The AGREEMENT sets forth terms and
conditions under which Ford will provide and DTG will acquire Ford
Vehicles for use or in support of businesses conducted by DTG or
franchised by DTG's subsidiaries at various locations in the United
States; and
WHEREAS, the Parties desire to amend
the AGREEMENT for the purpose of increasing the minimum volume year
purchase requirement and the maximum volume offered.
NOW, THEREFORE, for good and
valuable consideration the receipt and sufficiency of which are
hereby acknowledged, the Parties agree as follows:
1. The
AGREEMENT shall be upon the same terms and conditions as originally
stated except that it shall be amended so that the current language
located in Section 3a "Supply Provisions" shall be deleted and
replaced. Subsection 3a, which shall be deleted, currently
reads:
"Prior to the commencement of each
Program Year, DTG shall provide Ford with the number of new
vehicles that DTG projects it will purchase for that Program Year
from all sources (“DTG's Program Year Units”). During
each Program Year and subject to the terms of Section 3h, Ford
agrees to make available, and DTG agrees to purchase, a Program
Year Volume equal to ***% of DTG's Program Year Units, up to ***
units. Notwithstanding t
