UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report
(Date of earliest event reported)
(Exact name of registrant as specified in its charter)
| (State or other jurisdiction of incorporation) | (Commission File Number) |
(I.R.S. Employer Identification No.) |
(Address, including Zip Code, and
telephone number, including area code,
of registrant's principal executive offices)
Not Applicable
Not Applicable
(Former name, former address and
former fiscal year, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of Each Class | Trading Symbol(s) |
Name
of Each Exchange on which Registered | ||||
| Hertz Global Holdings, Inc. | ||||||
| The Hertz Corporation | None | None | None |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
| Item 7.01. | Regulation FD Disclosure |
As previously disclosed, on May 22, 2020, Hertz Global Holdings, Inc. (the “Company” or “we”), The Hertz Corporation and certain of their direct and indirect subsidiaries in the United States and Canada (collectively, the “Debtors”) filed voluntary petitions for relief under chapter 11 of title 11 (“Chapter 11”) of the United States Code in the United States Bankruptcy Court for the District of Delaware (the “Bankruptcy Court”), thereby commencing Chapter 11 cases (the “Chapter 11 Cases”) for the Debtors. The Debtors are requesting joint administration of their Chapter 11 Cases under the caption “In re The Hertz Corporation, et al., Case No. 20-11218 MFW.”
Pursuant to the Operating Guidelines for Chapter 11 Cases issued by the Office of the United States Trustee for Region 3 for cases pending in the District of Delaware, shortly following the filing date of a Chapter 11 petition, debtors are required to submit to the United States Trustee and file with the Bankruptcy Court an Initial Report (the “Initial Report”). On June 15, 2020, we filed our Initial Report with the United States Bankruptcy Court for the District of Delaware.
A copy of the Initial Report is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. The information contained in this Item 7.01 and Exhibit 99.1 hereto shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and shall not be incorporated by reference into any filings under the Securities Act of 1933, as amended, or the Exchange Act, except as may be expressly set forth by specific reference in such filing.
| Item 9.01. | Financial Statements and Exhibits. |
| (d) | Exhibits |
| Exhibit Number |
Description | |
| 99.1 | Hertz Global Holdings, Inc.’s and The Hertz Corporation’s Initial Report filed with the United States Bankruptcy Court for the District of Delaware | |
| 101.1 | Pursuant to Rule 406 of Regulation S-T, the cover page to this Current Report on Form 8-K is formatted in Inline XBRL | |
| 104.1 | Cover Page Interactive Data File (Embedded within the Inline XBRL document) |
CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS
This Current Report on Form 8-K contains “forward-looking statements” within the meaning of federal securities laws. Words such as “expect” and “intend” and similar expressions identify forward-looking statements, which include but are not limited to statements related to our liquidity; the expected effects on our business, financial condition and results of operations due to the spread of the COVID-19 virus; the bankruptcy process; our ability to obtain approval from the Bankruptcy Court with respect to motions or other requests made to the Bankruptcy Court throughout the course of the Chapter 11 Cases; the effects of the Chapter 11 Cases, including increased professional costs, on our liquidity, results of operations and business; our ability to comply with the continued listing criteria of the New York Stock Exchange (the “NYSE”) and risks arising from the potential suspension of trading of our common stock on, or delisting from, the NYSE; the effects of Chapter 11 on the interests of various constituents; and the ability to negotiate, develop, confirm and consummate a plan of reorganization. We caution you that these statements are not guarantees of future performance and are subject to numerous evolving risks and uncertainties that we may not be able to accurately predict or assess, including those in our risk factors that we identify in our most recent annual report on Form 10-K for the year ended December 31, 2019, as filed with the Securities and Exchange Commission on February 25, 2020, and quarterly reports on Form 10-Q filed subsequent thereto. We caution you not to place undue reliance on our forward-looking statements, which speak only as of the date of this filing, and we undertake no obligation to update this information.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, each registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
|
HERTZ GLOBAL HOLDINGS, INC. THE HERTZ CORPORATION (each, a Registrant) | ||
| Dated: June 15, 2020 | By: | /s/ JAMERE JACKSON |
| Name: | Jamere Jackson | |
| Title: | Executive Vice President and Chief Financial Officer | |
Exhibit 99.1
UNITED STATES BANKRUPTCY COURT DISTRICT OF DELAWAREIn re The Hertz Corporation, et al. Case No. 20-11218 (MFW) DebtorsINITIAL MONTHLY OPERATING REPORT File report and attachments with Court and submit copy to United States Trustee within 15 days after order for relief.Certificates of insurance must name United States Trustee as a party to be notified in the event of policy cancellation. Bank accounts and checks must bear the name of the debtor, the case number, and the designation "Debtor in Possession." Examples of acceptable evidence of Debtor in Possession Bank accounts include voided checks, copy of bank deposit agreement/certificate of authority, signature card, and/or corporate checking resolution.Document Explanation REQUIRED DOCUMENTS Attached Attached 12-Month Cash Flow Projection (Form IR-1) Exhibit A The Debtors have provided forecasted disbursements for the 13 weeks following the petition date. Certificates of Insurance: Exhibit B N/A Workers Compensation Yes Property Liability Yes General Liability Yes Vehicle Liability Yes Other: Cyber Liability, Aviation Liability, Fiduciary Liability, etc. YesIdentify areas of self-insurance with liability caps YesThe Debtors self-insure auto liability, general liability and employers’ liability up to a retention of $10 million, and amounts in excess of $10 million are reimbursed through umbrella and excess policies.Evidence of Debtor in Possession Bank Accounts Exhibit C N/ATax Escrow Account No General Operating Account No Money Market Account pursuant to Local Rule 4001-3 for thePer the Cash Management Motion [Docket No. 19] filed with the Court on May 24, 2020 and approved by Interim Order on May 27, 2020 [Docket No. 210] (the “Interim Cash Management Order”), the Debtors are authorized toDistrict of Delaware only. Refer to: http://www.deb.uscourts.gov/No continue to use their current cash management system, including maintenance of existing bank accounts, and are therefore not required to establish new Debtor in Possession bank accounts. Attached hereto is the entered Interim Cash Management Order and Exhibit C to the Cash Management Motion, which lists the Debtors' bank accounts.Other: None NoAdditionally, the Debtors have opened four new bank accounts during the post-petition period. The Debtors designated these as "Debtor-in- Possession" accounts and provided notice of the opening of such accounts pursuant to paragraph 11 of the Interim Cash Management Order. Such accounts will be reflected on the Debtors’ first monthly operating report.Retainers Paid (Form IR-2) Exhibit D N/AI declare under penalty of perjury (28 U.S.C. Section 1746) that this report and the documents attached are true and correct to the best of my knowledge and belief.Signature of Debtor DateSignature of Joint Debtor DateSignature of Authorized Individual* DateR. Eric Esper Senior Vice President, Chief Accounting Officer Printed Name of Authorized Individual Title of Authorized Individual*Authorized individual must be an officer, director or shareholder if debtor is a corporation; a partner if debtor is a partnership; a manager or member if debtor is a limited liability company.FORM IR (4/07)
Exhibit A13 Week Cash Disbursements Projection
The Hertz Corporation, et alMay 29th Cash Disbursements Forecast Draft. Subject to Material Revision. Key Explanatory Notes, Guidance, and Disclaimers: i) Cash flow forecast represents a 13‐week preliminary draft as of 5/29. Actual results may differ materially from the forecast presented. ii) Due to the unprecedented impact of COVID‐19 on the Company's business ‐ and on the broader travel industry ‐ the Company has elected to remove all forecasted cash receipts from this forecast. Cash receipts are primarily driven by car rentals and sales. Forecasting such results, including the timing of a recovery from COVID‐19, is highly subjective and potentially misleading in the current environment. iii) The forecast provided presents forecasted cash disbursements only on a line item basis. These disbursements are subject to material deviations from the forecast, as many disbursements are directly tied to car rental cash receipts. iv) All rental payments under lease agreements with ABS lenders are not required to be made during the 60‐day period post‐filing per Bankruptcy Code Section 365(d)(10). Any payments under the ABS lease agreements after the 60‐day post‐filing period are subject to further discussions with the ABS lenders and its advisors and/or relief from the Bankruptcy Court, and have been excluded from this forecast. Lease payments and syndications have been excluded from Donlen's cash disbursement forecast ‐ as this is a direct passthrough. v) Donlen cash disbursements include estimated pass‐through payments under its fleet management business as well as estimated vehicle purchases, which are immediately put on lease with its customers. Post‐petition vehicle purchase financing arrangements are in development. vi) This report contains certain non‐GAAP financial measures. Use of these non‐GAAP measures may differ from similar measures reported by other companies. Each of these non‐GAAP measures has its limitations as an analytical tool, and the recipient should not consider them in isolation or as a substitute for analysis of the Debtors’ results as reported under GAAP. vii) The forecast constitutes or may be deemed to constitute “Forward‐Looking Statements” within the meaning of federal securities laws. Such Forward‐Looking Statements involve known and unknown risks and uncertainties that could cause the actual results to differ materially from any projected results stated or implied by such Forward‐Looking Statements. Statements in this forecast that are forward‐looking are based on the Company’s current assumptions regarding a large number of factors affecting its business. We believe these judgments are reasonable but it should be understood that these statements are not guarantees of performance or results and actual results may differ materially from expected results. You are cautioned not to place undue reliance on these Forward‐Looking Statements, which only speak as of their dates and the Company undertakes no obligation to update such statements. There can be no assurance that (i) the Company has correctly measured or identified all of the factors affecting its business or the extent of their likely impact, (ii) the publicly available information with respect to these factors on which the Company’s analysis is based is complete or accurate, (iii) the Company’s analysis is correct or (iv) the Company’s strategy, which is based in part on this analysis, will be successful. Forward‐Looking Statements involve numerous risks and uncertainties, including those set forth in the Company’s filings under the Federal Securities Laws, that could cause actual results to differ materially from expected results.
The Hertz Corporation, et alMay 29th Cash Disbursements Forecast Draft. Subject to Material Revision. 13‐week Cash Disbursement Forecast Week 1 Week 2 Week 3 Week 4 Week 5 Week 6 Week 7 Week 8 Week 9 Week 10 Week 11 Week 12 Week 13 13 Week ($ in millions) 29‐May 5‐Jun 12‐Jun 19‐Jun 26‐Jun 3‐Jul 10‐Jul 17‐Jul 24‐Jul 31‐Jul 7‐Aug 14‐Aug 21‐Aug Summary U.S. Disbursements: 1.) Payroll & Benefits $ (0.2) $ (20.7) $ (8.7) $ (23.1) $ (8.3) $ (5.0) $ (26.5) $ (23.5) $ (10.0) $ (21.2) $ (11.2) $ (21.1) $ (14.1) $ (193.6) 2.) Location Rent & Concession Payments (3.0) (5.0) (5.0) (20.2) (6.3) (1.7) (8.1) (29.3) (13.6) (5.9) (5.1) (19.8) (36.1) (159.3) 3.) License, Title & Registration Payments (1.5) (1.5) (1.4) (0.8) (7.0) (0.2) (0.2) (0.2) (0.2) (0.2) (0.2) (0.2) (0.2) (13.8) 4.) Marsh Payments (15.0) ‐ ‐ (15.0) ‐ ‐ ‐ ‐ (15.0) ‐ ‐ ‐ ‐ (45.0) 5.) Insurance Claim & Premium Payments (3.2) (3.2) (3.2) (3.2) (3.2) (3.2) (3.2) (3.2) (3.2) (3.2) (3.2) (3.2) (3.2) (41.9) 6.) Sales & Use and Other Tax Payments (2.2) (0.6) (1.2) (15.4) (5.2) (0.1) (0.8) (29.1) (9.0) (0.7) (0.7) (6.7) (23.7) (95.2) 7.) P‐card and Fuel Card Payments (3.5) ‐ (1.0) ‐ (4.2) ‐ (1.0) ‐ (2.3) (2.5) (2.0) ‐ (2.6) (19.1) 8.) Direct Operating, SG&A & Other Payments (5.5) (10.9) (30.9) (31.5) (30.6) (30.6) (30.5) (24.8) (24.8) (24.6) (24.6) (26.4) (32.2) (328.2) 9.) Non‐Fleet Capital Expenditures (2.0) (2.1) (2.1) (2.1) (2.1) (2.0) (2.0) (2.0) (2.0) (2.0) (2.9) (2.9) (2.9) (29.2) 10.) Corporate Debt Interest & Financing Costs ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ 11.) Other Misc. Cash Activity ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ 12.) Total U.S. Disbursements (36.1) (44.0) (53.7) (111.3) (67.0) (42.9) (72.3) (112.2) (80.2) (60.4) (50.0) (80.3) (115.1) (925.3)Chapter 11 Related Items (U.S. RAC): 13.) Airport Authorities ‐ (3.0) (3.0) (3.0) (3.0) ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ (11.9) 14.) Franchisees ‐ (0.2) (0.2) (0.3) (0.3) (0.3) (0.5) (0.5) (0.5) (0.5) ‐ ‐ ‐ (3.4) 15.) Critical Vendors ‐ (2.1) (2.1) (4.1) (4.1) (4.1) (6.2) (6.2) (6.2) (6.2) ‐ ‐ ‐ (41.3) 16.) Utilities Deposits ‐ (2.5) ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ (2.5) 17.) Restructuring Professional Fees ‐ (2.0) ‐ ‐ ‐ (4.6) ‐ (7.2) ‐ (8.1) (3.9) ‐ ‐ (25.8) 18.) U.S. Trustee Fees ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ (1.1) ‐ ‐ ‐ (1.1) 19.) Other Restructuring Items ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ 20.) Total Chapter 11 Related Items ‐ (9.7) (5.2) (7.4) (7.4) (9.1) (6.7) (13.9) (6.7) (15.9) (3.9) ‐ ‐ (86.0)Other Disbursements (Non‐U.S. RAC): 21.) Canada Disbursements ‐ (2.7) (2.3) (1.5) (1.3) (3.9) (3.7) (3.9) (4.1) (4.7) (2.3) (2.2) (2.3) (35.0) 22.) Donlen Disbursements ‐ (11.3) (15.1) (18.9) (22.7) (7.6) (31.6) (20.5) (20.5) (20.5) (22.8) (22.8) (22.8) (237.0) 23.) Total Other Disbursements ‐ (14.0) (17.4) (20.4) (23.9) (11.4) (35.3) (24.4) (24.5) (25.2) (25.2) (25.1) (25.1) (272.0)24.) Total Disbursements $ (36.1) $ (67.7) $ (76.2) $ (139.1) $ (98.3) $ (63.4) $ (114.3) $ (150.5) $ (111.4) $ (101.5) $ (79.1) $ (105.4) $ (140.3) $ (1,283.3)
Exhibit B Certificates of Insurance
CERTIFICATE OF LIABILITY INSURANCEDATE (MM/DD/YYYY) 06/04/2020THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s).PRODUCER MARSH USA, INC.o 445 SOUTH STREETo MORRISTOWN, NJ 07960-6454 o Attn: Hertz.certrequest@marsh.com Fax 212-948-0979CONTACT NAME: PHONE (A/C, No, Ext): E-MAIL ADDRESS:INSURER(S) AFFORDING COVERAGEFAX (A/C, No):NAIC #CN102051407--CybeX-19-20 INSURED HERTZ GLOBAL HOLDINGS, INC.o 8501 WILLIAMS ROADo ESTERO, FL 33928INSURER A : National Union Fire Insurance Co. of Pittsburgh, PA INSURER B : INSURER C : INSURER D :19445INSURER E :COVERAGESCERTIFICATE NUMBER:INSURER F : NYC-010904681-04REVISION NUMBER: 6THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.INSR LTRTYPE OF INSURANCE COMMERCIAL GENERAL LIABILITYADDL SUBR INSD WVDPOLICY NUMBERPOLICY EFF (MM/DD/YYYY)POLICY EXP (MM/DD/YYYY)EACH OCCURRENCE DAMAGE TO RENTEDLIMITS$CLAIMS-MADE OCCURPREMISES (Ea occurrence) $ MED EXP (Any one person) $PERSONAL & ADV INJURY $GEN'L AGGREGATE LIMIT APPLIES PER:GENERAL AGGREGATE $POLICY PRO- OTHER: AUTOMOBILE LIABILITY ANY AUTO OWNED AUTOS ONLY HIRED AUTOS ONLYUMBRELLA LIAB EXCESS LIABLOCSCHEDULED AUTOS NON-OWNED AUTOS ONLYOCCUR CLAIMS-MADEPRODUCTS - COMP/OP AGG $ $ COMBINED SINGLE LIMIT $ (Ea accident) BODILY INJURY (Per person) $ BODILY INJURY (Per accident) $ PROPERTY DAMAGE $ (Per accident) $ EACH OCCURRENCE $ AGGREGATE $DED RETENTION $ WORKERS COMPENSATION AND EMPLOYERS' LIABILITY ANYPROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED?Y / N NN / APER STATUTE E.L. EACH ACCIDENT$ OTH- ER $(Mandatory in NH) If yes, describe underE.L. DISEASE - EA EMPLOYEE $DESCRIPTION OF OPERATIONS below A CYBER03-978-63-6411/15/201911/15/2020E.L. DISEASE - POLICY LIMIT $ LIMIT SIR10,000,0005,000,000DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) See Attached Page.CERTIFICATE HOLDERUnited States Trustee for the Districto of Delaware,o 844 King Street, Suite 2207,o Wilmington, DE 19801CANCELLATIONSHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS.ACORD 25 (2016/03)AUTHORIZED REPRESENTATIVE of Marsh USA Inc.Manashi Mukherjee© 1988-2016 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD
AGENCY CUSTOMER ID: LOC #:CN102051407 MorristownADDITIONAL REMARKS SCHEDULE Page 2 of 2AGENCYMARSH USA, INC.NAMED INSURED HERTZ GLOBAL HOLDINGS, INC. 8501 WILLIAMS ROAD POLICY NUMBERESTERO, FL 33928CARRIER NAIC CODEADDITIONAL REMARKSTHIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM,EFFECTIVE DATE:FORM NUMBER: 25FORM TITLE: Certificate of Liability Insurance EXCESS CYBER: 1st Excess: 10M x 15M Beazley Insurance Company - Policy #V17C63190501 2nd Excess: 10M x 25M Freedom Specialty Insurance Company - Policy #XMF1901917 3rd Excess: 7.5M po 15M x 35M Starr Indemnity & Liability Company 3rd Excess: 7.5M po 15M x 35M AXIS Insurance Company - Policy #P-001-000062964-01 4th Excess: 25M x 50M Lloyd's of London - Policy #B0509FINPY1900373 If the Insurance Company(ies) cancel the policy in accordance with policy cancellation provisions, they will endeavor to provide 30 days advance, written notice of cancellation to scheduled entities on file. ACORD 101 (2008/01)© 2008 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD
CERTIFICATE OF LIABILITY INSURANCEDATE (MM/DD/YYYY) 06/03/2020THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s).PRODUCER MARSH USA, INC.o 445 SOUTH STREETo MORRISTOWN, NJ 07962-1966 o Attn: Hertz.certrequest@marsh.com Fax 212-948-0979CONTACT NAME: PHONE (A/C, No, Ext): E-MAIL ADDRESS:INSURER(S) AFFORDING COVERAGEFAX (A/C, No):NAIC #CN102051407-10M-GAWUX-20-21 INSURED HERTZ GLOBAL HOLDINGS, INC.o (SEE ATTACHED LISTING)o 8501 WILLIAMS ROADo ESTERO, FL 33928INSURER A : ACE American Insurance Company INSURER B : Indemnity Ins Co Of North America INSURER C : ACE Fire Underwriters Insurance Company INSURER D : ACE Property and Casualty Insurance Company INSURER E : See Attached Acord 101 INSURER F :22667 43575 20702 20699COVERAGESCERTIFICATE NUMBER:NYC-010904567-01REVISION NUMBER: 2THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.INSR LTR A XTYPE OF INSURANCE COMMERCIAL GENERAL LIABILITYADDL SUBR INSD WVDPOLICY NUMBER HDOG71236341POLICY EFF (MM/DD/YYYY) 01/01/2020POLICY EXP (MM/DD/YYYY) 01/01/2021EACH OCCURRENCE DAMAGE TO RENTEDLIMITS$5,000,000CLAIMS-MADEX OCCUR'Self-Insured for $5M x $5M'PREMISES (Ea occurrence) $ MED EXP (Any one person) $ PERSONAL & ADV INJURY $1,000,000 10,000 5,000,000GEN'L AGGREGATE LIMIT APPLIES PER:GENERAL AGGREGATE $5,000,000X POLICY PRO- OTHER:LOCPRODUCTS - COMP/OP AGG $ $ COMBINED SINGLE LIMIT5,000,000AUTOMOBILE LIABILITYSelf Insured up to $10,000,00001/01/202001/01/2021(Ea accident)$ 10,000,000X ANY AUTO OWNED AUTOS ONLY HIRED AUTOS ONLYSCHEDULED AUTOS NON-OWNED AUTOS ONLY'All other States''*** See Attached ***'BODILY INJURY (Per person) $ BODILY INJURY (Per accident) $ PROPERTY DAMAGE $ (Per accident) $D X UMBRELLA LIAB EXCESS LIABX OCCUR CLAIMS-MADEXOO G27936404 00501/01/202001/01/2021EACH OCCURRENCE $ AGGREGATE $25,000,000 25,000,000DED RETENTION $ B WORKERS COMPENSATION A AND EMPLOYERS' LIABILITYY / NWLR C66041372 (AOS)01/01/2020 01/01/202001/01/2021 01/01/2021PER STATUTE$ OTH- ERANYPROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED?N N / AWLR C66041414 (AZ, CA, MA)E.L. EACH ACCIDENT $5,000,000C (Mandatory in NH) If yes, describe underSCF C66041451 (WI) 'Emp Liab Self Insured $5M xs $5M'01/01/202001/01/2021E.L. DISEASE - EA EMPLOYEE $5,000,000 5,000,000DESCRIPTION OF OPERATIONS below E EXCESS LAYER LIABILITYSEE ATTACHED ACORD 10101/01/202001/01/2021E.L. DISEASE - POLICY LIMIT $ EACH OCCURRENCE AGGREGATE25,000,00025,000,000DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) 30 day notice of cancellation applies per the attached endorsement.CERTIFICATE HOLDERUnited States Trustee for the Districto of Delawareo 844 King Street, Suite 2207o Wilmington, DE 19801CANCELLATIONSHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS.ACORD 25 (2016/03)AUTHORIZED REPRESENTATIVE of Marsh USA Inc.Manashi Mukherjee© 1988-2016 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD
AGENCY CUSTOMER ID: LOC #:CN102051407 MorristownADDITIONAL REMARKS SCHEDULE Page 2 of 3AGENCYMARSH USA, INC.NAMED INSURED HERTZ GLOBAL HOLDINGS, INC. (SEE ATTACHED LISTING)POLICY NUMBER8501 WILLIAMS ROAD ESTERO, FL 33928CARRIER NAIC CODEADDITIONAL REMARKSTHIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM,EFFECTIVE DATE:FORM NUMBER: 25FORM TITLE: Certificate of Liability Insurance AUTOMOBILE LIABILITY CONTINUED: ACE AMERICAN INSURANCE CO. 01/01/2020 - 01/01/2021 POLICY #ISA H25288889 - HERTZ RAC - MINIMUM FINANCIAL RESPONSIBILITY (MFR) LIMIT PER STATE - AR, CO, HI, ND, NH, NM, OR, RI, SD, WI ACE AMERICAN INSURANCE CO. 10/01/2019 - 10/01/2020 POLICY #ISA H25289717 - MINIMUM FINANCIAL RESPONSIBILITY (MFR) LIMIT FOR NEW YORK ONLY HERTZ GLOBAL HOLDINGS, INC. IS SELF INSURED IN THE FOLLOWING STATES - AL, AK, AZ, CA, CT, DE, DC, FL, GA, ID, IL, IN, IA, KS, KY, LA, ME, MD, MA, MI, MN, MS, MO, MT, NE, NV, NJ, NC, OH, OK, PA, SC, TN, TX, UT, VT, VA, WA, WV, WY 1ST EXCESS LAYER CONTINUED: EVEREST NATIONAL INSURANCE COMPANY POLICY NO. XC5EX00899-201 01/01/2020 – 01/01/2021 LIMIT $15,000,000 p/o $25,000,000 xs $25,000,000 ASCOT REINSURANCE COMPANY LIMITED POLICY NO. RA20PH500S1X 01/01/2020 – 01/01/2021 LIMIT $5,000,000 p/o $25,000,000 xs $25,000,000 XL BERMUDA LTD POLICY NO. BM00034433LI20A 01/01/2020 – 01/01/2021 LIMIT $5,000,000 p/o $25,000,000 xs $25,000,000 2ND EXCESS LAYER NATIONAL UNION FIRE INSURANCE COMPANY OF PITTSBURG, PA. INC. POLICY NO. 51569566 01/01/2020 - 01/01/2021 LIMIT $25,000,000 xs $50,000,000 3RD EXCESS LAYER NATIONAL FIRE & MARINE INSURANCE COMPANY POLICY NO. 42-X SF-100124-07 01/01/2020 - 01/01/2021 LIMIT $25,000,000 xs $75,000,000 4TH EXCESS LAYER NAVIGATORS SPECIALTY INSURANCE COMPANY POLICY NO. NY20MXE859616IC 01/01/2020 - 01/01/2021 LIMIT $25,000,000 xs $100,000,000ACORD 101 (2008/01)© 2008 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD
AGENCY CUSTOMER ID: LOC #:CN102051407 MorristownADDITIONAL REMARKS SCHEDULE Page 3 of 3AGENCYMARSH USA, INC.NAMED INSURED HERTZ GLOBAL HOLDINGS, INC. (SEE ATTACHED LISTING)POLICY NUMBER8501 WILLIAMS ROAD ESTERO, FL 33928CARRIER NAIC CODEADDITIONAL REMARKSTHIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM,EFFECTIVE DATE:FORM NUMBER: 25FORM TITLE: Certificate of Liability Insurance 5TH EXCESS LAYER ENDURANCE ASSURANCE CORPORATION POLICY NO. XSC30000543102 01/01/2020 - 01/01/2021 LIMIT $25,000,000 p/o $75,000,000 xs $125,000,000 AMERICAN GUARANTEE AND LIABILITY INSURANCE COMPANY POLICY NO. SFX-5963614-12 01/01/2020 - 01/01/2021 LIMIT $25,000,000 p/o $75,000,000 xs $125,000,000 GREAT AMERICAN SPIRIT INSURANCE COMPANY POLICY NO. EXC 3237153 01/01/2020 - 01/01/2021 LIMIT $25,000,000 p/o $75,000,000 xs $125,000,000 ADDITIONAL NAMED INSUREDS: THE HERTZ CORPORATION HERTZ VEHICLES, LLC HERTZ LOCAL EDITION (HLE) FIREFLY RENT A CAR LLCACORD 101 (2008/01)© 2008 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD
CERTIFICATE OF LIABILITY INSURANCEDATE (MM/DD/YYYY) 06/03/2020THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s).PRODUCER MARSH USA, INC.o 445 SOUTH STREETo MORRISTOWN, NJ 07960-6454 o Attn: Hertz.certrequest@marsh.com Fax 212-948-0979CONTACT NAME: PHONE (A/C, No, Ext): E-MAIL ADDRESS:INSURER(S) AFFORDING COVERAGEFAX (A/C, No):NAIC #CN102051407-DTAG-GAWUX-20- INSURED HERTZ GLOBAL HOLDINGS, INC.oBolde XINSURER A : ACE American Insurance Company INSURER B : Indemnity Ins Co Of North America22667 43575DOLLAR THRIFTY AUTOMOTIVE GROUP, INC.O 8501 WILLIAMS ROADo ESTERO, FL 33928INSURER C : ACE Property and Casualty Insurance Company INSURER D : ACE Fire Underwriters Insurance Company INSURER E : See Attached Acord 101 INSURER F :20699 20702COVERAGESCERTIFICATE NUMBER:NYC-010904571-01REVISION NUMBER: 1THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.INSR LTR A XTYPE OF INSURANCE COMMERCIAL GENERAL LIABILITYADDL SUBR INSD WVDPOLICY NUMBER HDOG71236341POLICY EFF (MM/DD/YYYY) 01/01/2020POLICY EXP (MM/DD/YYYY) 01/01/2021EACH OCCURRENCE DAMAGE TO RENTEDLIMITS$5,000,000CLAIMS-MADEX OCCUR'Self-Insured for $5M x $5M'PREMISES (Ea occurrence) $ MED EXP (Any one person) $ PERSONAL & ADV INJURY $1,000,000 10,000 5,000,000GEN'L AGGREGATE LIMIT APPLIES PER:GENERAL AGGREGATE $5,000,000X POLICY PRO- OTHER:LOCPRODUCTS - COMP/OP AGG $ $ COMBINED SINGLE LIMIT5,000,000AUTOMOBILE LIABILITYSelf Insured up to $10,000,00001/01/202001/01/2021(Ea accident)$ 10,000,000X ANY AUTO OWNED AUTOS ONLY HIRED AUTOS ONLYSCHEDULED AUTOS NON-OWNED AUTOS ONLY'All other States''*** See Attached ***'BODILY INJURY (Per person) $ BODILY INJURY (Per accident) $ PROPERTY DAMAGE $ (Per accident) $C X UMBRELLA LIAB EXCESS LIABX OCCUR CLAIMS-MADEXOO G27936404 00501/01/202001/01/2021EACH OCCURRENCE $ AGGREGATE $25,000,000 25,000,000DED RETENTION $ B WORKERS COMPENSATION A AND EMPLOYERS' LIABILITYY / NWLR C66041372 (AOS)01/01/2020 01/01/202001/01/2021 01/01/2021PER STATUTE$ OTH- ERANYPROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED?N N / AWLR C66041414 (AZ, CA, MA)E.L. EACH ACCIDENT $5,000,000D (Mandatory in NH) If yes, describe underSCF C66041451 (WI) 'Emp Liab Self Insured $5M xs $5M'01/01/202001/01/2021E.L. DISEASE - EA EMPLOYEE $5,000,000 5,000,000DESCRIPTION OF OPERATIONS below E EXCESS LAYER LIABILITYSEE ATTACHED ACORD 10101/01/202001/01/2021E.L. DISEASE - POLICY LIMIT $ EACH OCCURRENCE AGGREGATE25,000,00025,000,000DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) 30 day notice of cancellation applies per the attached endorsement.CERTIFICATE HOLDERUnited States Trustee for the Districto of Delawareo 844 King Street, Suite 2207o Wilmington, DE 19801CANCELLATIONSHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS.ACORD 25 (2016/03)AUTHORIZED REPRESENTATIVE of Marsh USA Inc.Manashi Mukherjee© 1988-2016 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD
AGENCY CUSTOMER ID: LOC #:CN102051407 MorristownADDITIONAL REMARKS SCHEDULE Page 2 of 3AGENCYMARSH USA, INC.NAMED INSURED HERTZ GLOBAL HOLDINGS, INC. DOLLAR THRIFTY AUTOMOTIVE GROUP, INC.POLICY NUMBER8501 WILLIAMS ROAD ESTERO, FL 33928CARRIER NAIC CODEADDITIONAL REMARKSTHIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM,EFFECTIVE DATE:FORM NUMBER: 25FORM TITLE: Certificate of Liability Insurance AUTOMOBILE LIABILITY CONTINUED: ACE AMERICAN INSURANCE CO. 01/01/2020 - 01/01/2021 ISA H25288841 (AIRPORT SHUTTLE BUSES POLICY) Limit: $1,000,000 ISA H25288804 (MINIMUM FINANCIAL RESPONSIBILITY (MFR) LIMIT PER STATE - AK, AL, AR, CO, DC, DE, HI, IN, KS, LA, ME, MO, MS, MT, ND, NE, NH, NM, OR, RI, SC, SD, WI, WV, WY ACE AMERICAN INSURANCE CO. 10/01/2019 - 10/01/2020 ISA H25289754 (MINIMUM FINANCIAL RESPONSIBILITY (MFR) LIMIT FOR NY ONLY) DTG IS SELF-INSURED IN THE FOLLOWING STATES - AZ, CA, CT, FL, GA, ID, IL, IA, KY, MD, MA, MN, MI, MO, NV, NC, NJ, OH, OK, PA, TN, TX, UT, VT, VA, WA 1ST EXCESS LAYER CONTINUED: EVEREST NATIONAL INSURANCE COMPANY POLICY NO. XC5EX00899-201 01/01/2020 - 01/01/2021 LIMIT $15,000,000 p/o $25,000,000 xs $25,000,000 ASCOT REINSURANCE COMPANY LIMITED POLICY NO. RA20PH500S1X 01/01/2020 - 01/01/2021 LIMIT $5,000,000 p/o $25,000,000 xs $25,000,000 XL BERMUDA LTD POLICY NO. BM00034433LI20A 01/01/2020 - 01/01/2021 LIMIT $5,000,000 p/o $25,000,000 xs $25,000,000 2ND EXCESS LAYER NATIONAL UNION FIRE INSURANCE COMPANY OF PITTSBURG, PA. INC. POLICY NO. 51569566 01/01/2020 - 01/01/2021 LIMIT $25,000,000 xs $50,000,000 3RD EXCESS LAYER NATIONAL FIRE & MARINE INSURANCE COMPANY POLICY NO. 42-X SF-100124-07 01/01/2020 - 01/01/2021 LIMIT $25,000,000 xs $75,000,000 4TH EXCESS LAYER NAVIGATORS SPECIALTY INSURANCE COMPANYACORD 101 (2008/01)© 2008 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD
AGENCY CUSTOMER ID: LOC #:CN102051407 MorristownADDITIONAL REMARKS SCHEDULE Page 3 of 3AGENCYMARSH USA, INC.NAMED INSURED HERTZ GLOBAL HOLDINGS, INC. DOLLAR THRIFTY AUTOMOTIVE GROUP, INC.POLICY NUMBER8501 WILLIAMS ROAD ESTERO, FL 33928CARRIER NAIC CODEADDITIONAL REMARKSTHIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM,EFFECTIVE DATE:FORM NUMBER: 25FORM TITLE: Certificate of Liability InsurancePOLICY NO. NY20MXE859616IC 01/01/2020 - 01/01/2021 LIMIT $25,000,000 xs $100,000,000 5TH EXCESS LAYER ENDURANCE ASSURANCE CORPORATION POLICY NO. XSC30000543102 01/01/2020 - 01/01/2021 LIMIT $25,000,000 p/o $75,000,000 xs $125,000,000 AMERICAN GUARANTEE AND LIABILITY INSURANCE COMPANY POLICY NO. SFX-5963614-12 01/01/2020 - 01/01/2021 LIMIT $25,000,000 p/o $75,000,000 xs $125,000,000 GREAT AMERICAN SPIRIT INSURANCE COMPANY POLICY NO. EXC 3237153 01/01/2020 - 01/01/2021 LIMIT $25,000,000 p/o $75,000,000 xs $125,000,000 ADDITIONAL NAMED INSUREDS: DOLLAR THRIFTY AUTOMOTIVE GROUP, INC. DTG OPERATIONS, INC. DTG OPERATIONS, INC. DBA DOLLAR RENT A CAR DTG OPERATIONS, INC. DBA THRIFTY CAR RENTAL RENTAL CAR FINANCE CORP. THRIFTY RENT-A-CAR SYSTEM, INC. DOLLAR RENT A CAR, INC. DTG SUPPLY, INC. THRIFTY CAR SALES, INC.ACORD 101 (2008/01)© 2008 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD
CERTIFICATE OF LIABILITY INSURANCEDATE (MM/DD/YYYY) 06/03/2020THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s).PRODUCER MARSH USA, INC.o 445 SOUTH STREETo MORRISTOWN, NJ 07960-6454CONTACT NAME: PHONE (A/C, No, Ext): E-MAIL ADDRESS:INSURER(S) AFFORDING COVERAGEFAX (A/C, No):NAIC #CN102051407--Speci-19-22 INSURED HERTZ GLOBAL HOLDINGS, INC.o 8501 WILLIAMS ROADo ESTERO, FL 33928INSURER A : Hiscox Insurance Company Inc. INSURER B : INSURER C : INSURER D :10200INSURER E :COVERAGESCERTIFICATE NUMBER:INSURER F : NYC-010904779-01REVISION NUMBER: 1THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.INSR LTRTYPE OF INSURANCE COMMERCIAL GENERAL LIABILITYADDL SUBR INSD WVDPOLICY NUMBERPOLICY EFF (MM/DD/YYYY)POLICY EXP (MM/DD/YYYY)EACH OCCURRENCE DAMAGE TO RENTEDLIMITS$CLAIMS-MADE OCCURPREMISES (Ea occurrence) $ MED EXP (Any one person) $PERSONAL & ADV INJURY $GEN'L AGGREGATE LIMIT APPLIES PER:GENERAL AGGREGATE $POLICY PRO- OTHER: AUTOMOBILE LIABILITY ANY AUTO OWNED AUTOS ONLY HIRED AUTOS ONLYUMBRELLA LIAB EXCESS LIABLOCSCHEDULED AUTOS NON-OWNED AUTOS ONLYOCCUR CLAIMS-MADEPRODUCTS - COMP/OP AGG $ $ COMBINED SINGLE LIMIT $ (Ea accident) BODILY INJURY (Per person) $ BODILY INJURY (Per accident) $ PROPERTY DAMAGE $ (Per accident) $ EACH OCCURRENCE $ AGGREGATE $DED RETENTION $ WORKERS COMPENSATION AND EMPLOYERS' LIABILITY ANYPROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED?Y / N NN / APER STATUTE E.L. EACH ACCIDENT$ OTH- ER $(Mandatory in NH) If yes, describe underE.L. DISEASE - EA EMPLOYEE $DESCRIPTION OF OPERATIONS below A Special RiskUKA3009091.1911/15/201911/15/2022E.L. DISEASE - POLICY LIMIT $ Limits:10,000,000DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) Hiscox Special Risk policy has cancellation wording to the effect that if the Insurance Company cancels the policy in accordance with policy cancellation provisions, they will endeavor to provide 30 days advance, written notice of cancellation to scheduled entities on file.CERTIFICATE HOLDERUnited States Trustee for the Districto of Delaware,o 844 King Street, Suite 2207,o Wilmington, DE 19801CANCELLATIONSHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS.ACORD 25 (2016/03)AUTHORIZED REPRESENTATIVE of Marsh USA Inc.Manashi Mukherjee© 1988-2016 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD
Endorsement No.: 05 This endorsement, effective: May 22, 2020 (at 12:01 a.m. Standard Time at the address stated in Item 1 of the Declarations) Forms a part of Policy No.: 1000634180191 Issued to: Hertz Global Holdings, Inc. By: Starr Indemnity & Liability CompanyTHIRD PARTY NOTICE OF CANCELLATION ENDORSEMENT SCHEDULE Entity Number Of DaysUnited States Trustee for the District of Delaware 844 King Street, Suite 2207 Wilmington DE 1980130 DaysIt is understood and agreed that notwithstanding any other provisions of the policy, if this insurance is cancelled, whether at the Insured’s request or the Insurer’s, the Insurer will provide the entity shown in the Schedule with written notice of such cancellation within the number of days shown in the Schedule.ALL OTHER TERMS AND CONDITIONS REMAIN UNCHANGED.Nehemiah E. Ginsburg, General Counsel
AXIS EXCESS INSURANCEEndorsement Number Effective Date of Endorsement Policy Number Premium9 12:01 a.m. on 05/22/2020 P-001-000062964-02 N/ANOTICE OF CANCELLATION TO THIRD PARTY ENDORSEMENTIt is agreed that:If this policy is cancelled, the Insurer will give written notice of cancellation to each entity scheduled below at the stated address. If the Insurer cancels, the Insurer will send such notice within the number of days stated below, if any, prior to the effective date of cancellation. The failure of the third party to receive such notice within the time specified shall not delay the effective date of cancellation. This endorsement does not apply to any third party who is a mortgage holder, pledgee or other person shown in this policy to have an interest in any loss which may occur under this policy, and who, by law, is entitled to a statutory notice of cancellation.Entity DaysUnited States Trustee for the District of Delaware 844 King Street, Suite 220730 Wilmington, DE 19801All other provisions of the Policy remain unchanged.AXIS 146 1215 Page 1 of 1
USAIG Certificate of InsuranceThis is to certify to: United States Trusteewhose address is: 824 N Market St. #500 Wilmington, DE 19801that: Hertz Global Holdings, Inc., The Hertz Corporation et al whose address is: 8501 Williams Road Estero, FL 33928is at this date insured with the Several Participating Companies of the United States Aircraft Insurance Group, for the Limits of Coverage stated below, at the following locations: Worldwide.Descriptive Schedule of Coverages 2011 Dassault Falcon 7X, N111HZ Kind of Insurance Policy Number Policy Term Limits of CoverageAIRCRAFT LIABILITY SIHL1-E401 November 1, 2019 - Each Person Each Occurrence Combined Liability Coverage for November 1, 2020 bodily injury and property damage $ 300,000,000Coverage includes “War, Hi-jacking and Other Perils Exclusion Clause Limited Write-Back Provisions Per Occurrence Endorsement (Applicable to Your Liability Coverage and Your Medical Coverage)” $ 250,000,000Medical Coverage $ 250,000AIRCRAFT PHYSICAL SIHL1-E401 November 1, 2019 - DAMAGE - ALL RISKS November 1, 2020Coverage includes “Limited Write-Back of Coverage including Certified Terrorism Loss Coverage excluded by the War, Hi-jacking and Other Perils Exclusion Clause (Applicable to Your Aircraft Physical Damage Coverage)”Not In-Motion Deductible In-Motion Deductible Amount of Insurance2011 Dassault Falcon 7X, N111HZ $ As Agreed $ As Agreed $ As AgreedIf we or the Aviation Managers make a material change or cancel your policy for any reason other than nonpayment of premium, we agree to give thirty (30) days notice before the cancellation date, or the material change becomes effective, to United States Trustee. However, the “Cancellation” provisions stated above shall not be less than the required statutory limits.This certificate or verification of insurance is not an insurance policy and does not amend, extend or alter the coverage afforded by the policies listed herein regardless of any terms or conditions set forth in any other contract, document or agreement.UNITED STATES AVIATION UNDERWRITERS, INC., Aviation ManagersAddress: 125 Broad Street, 6th Floor, New York, NY 10004By date: June 3, 2020 John T. Brogan, PresidentF-108d-Cert 1 (Rev. 06/13)
CERTIFICATE OF LIABILITY INSURANCE DATE THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE OF A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHRIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s).PRODUCERAon Risk Services of the Northeast, Inc. One Liberty Plaza 165 Broadway, Suite 3201 New York, NY 10038CONTACT NAME: PHONE (A/C, No. Ext): E-MAIL ADDRESS: PRODUCER CUSTOMER ID#:PHONE (A/C, NO.):INSURERS AFFORDING COVERAGE NAIC #INSURED INSURER A: NATIONAL UNION FIRE INSURANCE COMPANY (AIG) INSURER B: CONTINENTAL CASUALTY COMPANY (CNA)Hertz Global Holdings, Inc 8501 Williams Road Estero, FL 33928INSURER C: ACE AMERICAN INSURANCE COMPANY (CHUBB) INSURER D: ENDURANCE ASSURANCE CORPORATION (SOMPO) INSURER E: Various Other Insurers INSURER F:COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN. THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLCIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. Limits shown are as requested INS LTR TYPE OF INSURANCE POLICY NUMBER POLICY EFF DATE POLICY EXP DATE LIMITS RETENTIONS GENERAL LIABILITYEACH OCCURRENCE COMMERCIAL GENERAL LIABILITYDAMAGE TO RENTED PREMISES (Ea occurrence) CLAIMS MADE OCCURMED EXP (Any one person) PERSONAL & ADV INJURY GENERAL AGGREGATE GEN’L AGGREGATE LIMIT APPLIES PER: PRODUCTS - COMP/OP AGG POLICY PRO- LOC JECT AUTOMOBILE LIABILITYCOMBINED SINGLE LIMITANY AUTO(Ea accident)ALL OWNED AUTOSBODILY INJURY (Per person) SCHEDULED AUTOS HIRED AUTOSBODILY INJURY (Per accident) NON-OWNED AUTOUMBRELLA LIAB OCCURPROPERTY DAMAGE (Per accident) EACH OCCURRENCEEXCESS LIAB DEDUCTIBLE RETENTION WORKERS COMPENSATIONCLAIMS MADEAGGREGATEWC STATU-OTH- ERAND EMPLOYERS’ LIABILITY Y / N ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? (Mandatory in NH) If yes, describe underTORY LIMITS E.L. EACH ACCIDENT E.L. DISEASE-EA EMPLOYEEDESCRIPTION OF OPERATIONS belowE.L. DISEASE-POLICY LIMITA B Directors and Officers Liability C Insurance D01-544-01-88 596804846 DOX G46783803 003 DOX100094307036/30/19 6/30/19 6/30/19 6/30/196/30/20 6/30/20 6/30/20 6/30/20Total Limit: $270,000,000Retention: $3,000,000DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES / (Attach ACORD 101, Additional Remarks Schedule, if more space is required) Worldwide insurance policy providing D&O coverage for all directors and officers of Hertz Global Holdings, Inc. Certificate Holder will be provided 30 days notice of cancellation in accordance with the policy provisions. CERTIFICATE HOLDER CANCELLATIONUnited States Trustee for the District of Delaware 844 King Street, Suite 2207 Wilmington, DE 19801SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE Aon Risk Services Northeast, Inc.ACORD 25 (2009/09) © 1988-2009 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD
USAIG All-Clear Notice of CancellationIf we or the Aviation Managers make a material change or cancel your policy for any reason other than nonpayment of premium, we agree to give thirty (30) days notice before the cancellation date, or the material change becomes effective, to the following person(s) or organization(s):United States Trustee 824 N Market St. #500 Wilmington, DE 19801However, the “Cancellation” provisions stated above shall not be less than the required statutory limits.This endorsement does not change any of your coverage except as stated above. It is effective on the date and hour shown below, local Standard Time at the “Policyholder’s” address.Policy Issued to: Hertz Global Holdings, Inc., The Hertz Corporation, et al39 SIHL1-E401 June 3, 2020 at 12:01 A.M. Endorsement No. Policy No. Date and hour endorsement takes effectApproved: United States Aviation Underwriters, Inc., Aviation ManagersBy368-0817 (360/400)
CERTIFICATE OF LIABILITY INSURANCEDATE (MM/DD/YYYY) 06/05/2020THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s).PRODUCER MARSH USA, INC.o 445 SOUTH STREETo MORRISTOWN, NJ 07960-6454CONTACT NAME: PHONE (A/C, No, Ext): E-MAIL ADDRESS:INSURER(S) AFFORDING COVERAGEFAX (A/C, No):NAIC #CN102051407-HERTZ-FIDX-19-20 INSURED HERTZ GLOBAL HOLDINGS, INC.o 8501 WILLIAMS ROADo ESTERO, FL 33928INSURER A : Illinois National Insurance Company INSURER B : INSURER C : INSURER D :23817INSURER E :COVERAGESCERTIFICATE NUMBER:INSURER F : NYC-010905059-09REVISION NUMBER: 4THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.INSR LTRTYPE OF INSURANCE COMMERCIAL GENERAL LIABILITYADDL SUBR INSD WVDPOLICY NUMBERPOLICY EFF (MM/DD/YYYY)POLICY EXP (MM/DD/YYYY)EACH OCCURRENCE DAMAGE TO RENTEDLIMITS$CLAIMS-MADE OCCURPREMISES (Ea occurrence) $ MED EXP (Any one person) $PERSONAL & ADV INJURY $GEN'L AGGREGATE LIMIT APPLIES PER:GENERAL AGGREGATE $POLICY PRO- OTHER: AUTOMOBILE LIABILITY ANY AUTO OWNED AUTOS ONLY HIRED AUTOS ONLYUMBRELLA LIAB EXCESS LIABLOCSCHEDULED AUTOS NON-OWNED AUTOS ONLYOCCUR CLAIMS-MADEPRODUCTS - COMP/OP AGG $ $ COMBINED SINGLE LIMIT $ (Ea accident) BODILY INJURY (Per person) $ BODILY INJURY (Per accident) $ PROPERTY DAMAGE $ (Per accident) $ EACH OCCURRENCE $ AGGREGATE $DED RETENTION $ WORKERS COMPENSATION AND EMPLOYERS' LIABILITY ANYPROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED?Y / N NN / APER STATUTE E.L. EACH ACCIDENT$ OTH- ER $(Mandatory in NH) If yes, describe underE.L. DISEASE - EA EMPLOYEE $DESCRIPTION OF OPERATIONS below A FIDUCIARY LIABILITY02-245-80-9011/15/201911/15/2020E.L. DISEASE - POLICY LIMIT $ LIMIT SIR10,000,000250,000DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) See Attached Page.CERTIFICATE HOLDERUnited States Trustee for the Districto of Delaware,o 844 King Street, Suite 2207,o Wilmington, DE 19801CANCELLATIONSHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS.ACORD 25 (2016/03)AUTHORIZED REPRESENTATIVE of Marsh USA Inc.Manashi Mukherjee© 1988-2016 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD
AGENCY CUSTOMER ID: LOC #:CN102051407 MorristownADDITIONAL REMARKS SCHEDULE Page 2 of 2AGENCYMARSH USA, INC.NAMED INSURED HERTZ GLOBAL HOLDINGS, INC. 8501 WILLIAMS ROADPOLICY NUMBERESTERO, FL 33928CARRIER NAIC CODEADDITIONAL REMARKSTHIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM,EFFECTIVE DATE:FORM NUMBER: 25FORM TITLE: Certificate of Liability Insurance Excess Fiduciary Liability: 1st Excess: 10M x 10M - Travelers Casualty and Surety Company of America / Policy #107172737 2nd Excess: 15M x 20M - ACE American Insurance Company / Policy #DOX G46763506 002 If the Insurance Company(ies) cancels the policy in accordance with policy cancellation provisions, they will endeavor to provide as soon as reasonably practicable notice following such date to scheduled entities on file. ACORD 101 (2008/01)© 2008 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD
CERTIFICATE OF LIABILITY INSURANCEDATE (MM/DD/YYYY) 06/05/2020THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s).PRODUCER MARSH USA, INC.o 445 SOUTH STREETo MORRISTOWN, NJ 07960-6454 o Attn: Hertz.certrequest@marsh.com Fax 212-948-0979CONTACT NAME: PHONE (A/C, No, Ext): E-MAIL ADDRESS:INSURER(S) AFFORDING COVERAGEFAX (A/C, No):NAIC #CN102051407-CRIME-CRIME-19- INSURED HERTZ GLOBAL HOLDINGS, INC.o 8501 WILLIAMS ROADo ESTERO, FL 33928INSURER A : National Union Fire Ins. Co. of Pittsburgh, PA INSURER B : INSURER C : INSURER D :19445INSURER E :COVERAGESCERTIFICATE NUMBER:INSURER F : NYC-010905053-07REVISION NUMBER: 3THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.INSR LTRTYPE OF INSURANCE COMMERCIAL GENERAL LIABILITYADDL SUBR INSD WVDPOLICY NUMBERPOLICY EFF (MM/DD/YYYY)POLICY EXP (MM/DD/YYYY)EACH OCCURRENCE DAMAGE TO RENTEDLIMITS$CLAIMS-MADE OCCURPREMISES (Ea occurrence) $ MED EXP (Any one person) $PERSONAL & ADV INJURY $GEN'L AGGREGATE LIMIT APPLIES PER:GENERAL AGGREGATE $POLICY PRO- OTHER: AUTOMOBILE LIABILITY ANY AUTO OWNED AUTOS ONLY HIRED AUTOS ONLYUMBRELLA LIAB EXCESS LIABLOCSCHEDULED AUTOS NON-OWNED AUTOS ONLYOCCUR CLAIMS-MADEPRODUCTS - COMP/OP AGG $ $ COMBINED SINGLE LIMIT $ (Ea accident) BODILY INJURY (Per person) $ BODILY INJURY (Per accident) $ PROPERTY DAMAGE $ (Per accident) $ EACH OCCURRENCE $ AGGREGATE $DED RETENTION $ WORKERS COMPENSATION AND EMPLOYERS' LIABILITY ANYPROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED?Y / N NN / APER STATUTE E.L. EACH ACCIDENT$ OTH- ER $(Mandatory in NH) If yes, describe underE.L. DISEASE - EA EMPLOYEE $DESCRIPTION OF OPERATIONS below A CRIME02-245-69-3911/15/201911/15/2020E.L. DISEASE - POLICY LIMIT $ LIMITDEDUCTIBLE10,000,000100,000DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) See Attached Page.CERTIFICATE HOLDERUnited States Trustee for the Districto of Delaware,o 844 King Street, Suite 2207,o Wilmington, DE 19801CANCELLATIONSHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS.ACORD 25 (2016/03)AUTHORIZED REPRESENTATIVE of Marsh USA Inc.Manashi Mukherjee© 1988-2016 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD
AGENCY CUSTOMER ID: LOC #:CN102051407 MorristownADDITIONAL REMARKS SCHEDULE Page 2 of 2AGENCYMARSH USA, INC.NAMED INSURED HERTZ GLOBAL HOLDINGS, INC. 8501 WILLIAMS ROADPOLICY NUMBERESTERO, FL 33928CARRIER NAIC CODEADDITIONAL REMARKSTHIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM,EFFECTIVE DATE:FORM NUMBER: 25FORM TITLE: Certificate of Liability Insurance If the Insurance Company cancels the policy in accordance with policy cancellation provisions, they will endeavor to provide as soon as reasonably practicable notice following such date to scheduled entities on file. ACORD 101 (2008/01)© 2008 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD
Certificate of Insurance No.: 2019-47-REV-1 Dated: June 04, 2020 This document supersedes any certificate previously issued under this numberThis is to certify that the Policy(ies) of insurance listed below ("Policy" or "Policies") have been issued to the Named Insured identified below for the policy period(s) indicated. This certificate is issued as a matter of information only and confers no rights upon the Certificate Holder named below other than those provided by the Policy(ies).Notwithstanding any requirement, term, or condition of any contract or any other document with respect to which this certificate may be issued or may pertain, the insurance afforded by the Policy(ies) is subject to all the terms, conditions, and exclusions of such Policy(ies). This certificate does not amend, extend, or alter the coverage afforded by the Policy(ies). Limits shown are intended to address contractual obligations of the Named Insured. Limits may have been reduced since Policy effective date(s) as a result of a claim or claims.Certificate Holder: United States Trustee for the District of Delaware 844 King Street Suite 2207 Wilmington, DE 19801Named Insured and Address: Hertz Canada Limited 2 Convair Drive East Etobicoke, ON M9W 7A1This certificate is issued regarding: Evidence of InsuranceType(s) of Insurance Insurer(s)Policy Number(s)Effective/ Expiry Dates Sums Insured Or Limits of LiabilityAUTOMOBILE Chubb Insurance Company of CanadaCAC305150 Jan 31, 2020 to Jan 31, 2021 Each AccidentCDN 500,000 Applicable to Nova Scotia OnlyAUTOMOBILE Chubb Insurance Company of CanadaCAC305150 Jan 31, 2020 to Jan 31, 2021Each Accident CDN 200,000 Each Accident; Reduced by and in excess of the amount of mandatory third partyliability coverage provided to the Insured by the Manitoba Public Insurance CorporationCDN 200,000PROPERTY ALL RISKS Zurich Insurance Company Ltd 8842532 Mar 31, 2020 to Mar 31, 2021Limit of Loss CDN 113,432,273 Deductible CDN 352,810PACKAGE Chubb Insurance Company of CanadaPACKAGE Chubb Insurance Company of CanadaPACKAGE Chubb Insurance Company of CanadaPACKAGE Chubb Insurance Company of Canada6409-97-83 Jan 01, 2020 to Jan 01, 2021 Limit of Liability As Per Policy6409-74-63 Jan 01, 2020 to Jan 01, 2021 Limit of Liability As Per Policy6405-97-50 Jul 14, 2019 to Jul 14, 2020 Limit of Liability As Per Policy6405-97-51 Jul 14, 2019 to Jul 14, 2020 Limit of Liability As Per PolicyNotice of cancellation: Should any of the policies described herein be cancelled before the expiration date thereof, the insurer(s) affording coverage will mail 30 days written notice to the certificate holder named herein.Marsh Canada Limited Marsh Canada Limited 120 Bremner Boulevard Suite 800 Toronto, ON M5J 0A8 Telephone: 1-844-990-2378 Fax: (416)-8153605 CertificateRequestsCanada@marsh.com By:Chris Perry
CERTIFICATE OF LIABILITY INSURANCEDATE (MM/DD/YYYY) 06/05/2020THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). CONTACTPRODUCERNAME: PHONEKeisha MilonFAXHays Companies Inc.(A/C, No, Ext):(312) 254-3700(A/C, No):(312) 254-3701One South Wacker Drive Suite #3350 Chicago IL 60606INSURED Donlen Corporation 3000 Lakeside Drive, 2nd Floor Attn: Mr. J.P. Machuta Bannockburn IL 60015-1230E-MAIL ADDRESS:INSURER A : INSURER B : INSURER C : INSURER D : INSURER E : INSURER F :kmilon@hayscompanies.comINSURER(S) AFFORDING COVERAGE Philadelphia Indemnity Insurance Company U.S. Specialty Insurance CompanyNAIC #COVERAGESCERTIFICATE NUMBER:REVISION NUMBER:THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.INSR LTRTYPE OF INSURANCE COMMERCIAL GENERAL LIABILITYADDL SUBR INSD WVDPOLICY NUMBERPOLICY EFF (MM/DD/YYYY)POLICY EXP (MM/DD/YYYY)EACH OCCURRENCELIMITS $ 1,000,000CLAIMS-MADE OCCURDAMAGE TO RENTED 100,000 PREMISES (Ea occurrence)A PHPK2094658 02/08/2020 02/08/2021GEN'L AGGREGATE LIMIT APPLIES PER:MED EXP (Any one person) PERSONAL & ADV INJURY GENERAL AGGREGATE$ 5,000 $ 1,000,000 $ 2,000,000PRO- POLICY JECTOTHER: AUTOMOBILE LIABILITYANY AUTO A OWNED AUTOS ONLY HIRED AUTOS ONLYUMBRELLA LIAB A EXCESS LIABLOCSCHEDULED AUTOS NON-OWNED AUTOS ONLYOCCUR CLAIMS-MADE83 UENPY 1985 02/08/2020 02/08/2021PHUB710706 02/08/2020 02/08/2021PRODUCTS - COMP/OP AGGCOMBINED SINGLE LIMIT (Ea accident) BODILY INJURY (Per person) BODILY INJURY (Per accident) PROPERTY DAMAGE (Per accident)EACH OCCURRENCE AGGREGATE$ 2,000,000 $ $ 1,000,000$$$$ $ 10,000,000 $ 10,000,000DED RETENTION $ WORKERS COMPENSATION AND EMPLOYERS' LIABILITY ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED?Y / NN / APER STATUTEE.L. EACH ACCIDENT$ OTH- ER$(Mandatory in NH) If yes, describe under DESCRIPTION OF OPERATIONS belowE.L. DISEASE - EA EMPLOYEE $ E.L. DISEASE - POLICY LIMIT $Crime B Crime-P001-000290848-01 64-MGU-20-A48740 02/08/2020 02/08/2021Crime Policy Limit 1,000,000 Cyber Policy Limit 3,000,000DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) Evidence of Insurance.CERTIFICATE HOLDERCANCELLATIONDonlen Corporation 3000 Lakeside Drive, 2nd FloorBannockburn IL 60015SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS.AUTHORIZED REPRESENTATIVEACORD 25 (2016/03)© 1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD
AGENCY CUSTOMER ID: LOC #: ADDITIONAL REMARKS SCHEDULE Page ofAGENCY Hays Companies Inc.NAMED INSURED Donlen CorporationPOLICY NUMBERCARRIER NAIC CODEADDITIONAL REMARKS THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM,EFFECTIVE DATE:FORM NUMBER: FORM TITLE:: NotesIntrim auto physical damage-PHIN200859- Policy Limit $1,000,000Contingent & Excess Liability - PHLC151474- Policy Limit $10,000,000Property- PHPK2094673- Policy limit $5,660,000 for Personal Property and $10,075,000 for Business Interruption.ACORD 101 (2008/01)© 2008 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD
CNA PROPERTYTHIS ENDORSEMENT CHANGES YOUR POLICY - PLEASE READ IT CAREFULLYIt is hereby understood and agreed that effective June 03, 2020 the following changes are made to the policy:Notice of Cancellation/Non-Renewal will be provided to the following, subject to policy terms and conditions:United States Trustee for the District of Delaware 844 King Street, Suite 2207 Wilmington, DE 19801NO CHANGE IN PREMIUMALL OTHER POLICY TERMS AND CONDITIONS REMAIN UNCHANGED.THIS ENDORSEMENT IS A PART OF YOUR POLICY AND TAKES EFFECT ON THE EFFECTIVE DATE OF YOUR POLICY UNLESS ANOTHER EFFECTIVE DATE IS SHOWN BELOWENDORSEMENT NUMBER7POLICY NUMBER RMP6073242155NAMED INSUREDHERTZ GLOBAL HOLDINGS INCEFFECTIVE DATE06/03/20203/26/10 1 of 1 L1002A
509 CTB MARSH Contract EndorsementENDORSEMENT REFERENCE UNIQUE MARKET REFERENCE CHANGES TO CONTRACT DETAILS 1 B0509BOWPN2000359 Page 1 of 2RISK AND ENDORSEMENT IDENTIFICATION DETAILSORIGINAL INSURED: Hertz Global Holdings, Inc.CONTRACT CHANGESThis contract is amended as follows:ENDORSEMENT EFFECTIVE DATE: 4th June 2020It is hereby noted and agreed that Notice of Cancellation/Non-Renewal will be provided to the following, subject to policy terms and conditions:United States Trustee for the District of Delaware 844 King Street, Suite 2207, Wilmington, Delaware, 19801 United StatesAll other terms, clauses and conditions remain unchanged. Dated 4th June 2020If placed via PPL this box will not be signedContract Leader
509 CTB MARSH Contract EndorsementENDORSEMENT REFERENCE UNIQUE MARKET REFERENCE CHANGES TO CONTRACT DETAILS 1 B0509BOWPN2000359 Page 2 of 2AGREEMENT (If placed via PPL this section will not be completed)GENERAL UNDERWRITERS AGREEMENT (GUA) Each Underwriter’s proportion is several not jointSlip Leader Only Slip Leader and Agreement PartiesAll UnderwritersBox 1 Box 2 Box3Note: Where more than one (re)insurer participates in the contract, the contract terms may mean that it is not always necessary to obtain a record of agreement to the Contract Endorsement from all of those (re)insurersIf placed via PPL this box will not be signedContract Leader
UMR: B0509BOWPN2000395SECURITY DETAILSEndorsement Version Date 04 Jun 2020 10:40Endorsement Status CompletedUMR B0509BOWPN2000395Broker Endorsement Reference 1Endorsement Name Notice of Cancellation(Re)Insured Hertz Global Holdings, Inc. Reinsured By Zurich Global LimitedAgreement Practice GUA BAgreement Instructions All UnderwritersCONFIRMATION OF AGREEMENT BY REQUIRED AGREEMENT PARTIES:Follower Agreed 04 Jun 2020 17:26Underwriter Company Underwriter Stamp Underwriter RefTokio Marine Kiln Mark MortlockLloyd's Underwriter Syndicate No. 0510 KLN, London, Englandpfd981f20aaLeader Agreed 04 Jun 2020 14:25Underwriter Company Underwriter Stamp Underwriter RefArgo Managing Agency Limited James AllchorneLloyd's Underwriter Syndicate No. 1200 AMA, London, England4227020AR000Follower Agreed 04 Jun 2020 17:27Underwriter Company Underwriter Stamp Underwriter RefTokio Marine Kiln Mark MortlockLloyd's Underwriter Syndicate No. 1880 TMKS, London, Englandpfd982q20zaMarket Endorsement - Security Details Page 1 of 1 04 June 2020 17:27:11 Policy No.: BOWPN2000395
509 CTB MARSH Contract EndorsementENDORSEMENT REFERENCE UNIQUE MARKET REFERENCE CHANGES TO CONTRACT DETAILS 1 B0509BOWTN2000077 Page 1 of 2RISK AND ENDORSEMENT IDENTIFICATION DETAILSINSURED: Hertz Global Holdings, Inc.CONTRACT CHANGESThis contract is amended as follows:ENDORSEMENT EFFECTIVE DATE: 22nd May 2020The following CONDITION is added:CONDITIONS: The following is addedNotice of Cancellation/Non-Renewal will be provided to the following, subject to policy terms and conditions:United States Trustee for the District of Delaware 844 King Street, Suite 2207 Wilmington, DE 19801All other terms, clauses and conditions remain unchanged. Dated 4th June 2020If placed via PPL this box will not be signedContract Leader
509 CTB MARSH Contract EndorsementENDORSEMENT REFERENCE UNIQUE MARKET REFERENCE CHANGES TO CONTRACT DETAILS 1 B0509BOWTN2000077 Page 2 of 2AGREEMENT (If placed via PPL this section will not be completed)GENERAL UNDERWRITERS AGREEMENT (GUA) Each Underwriter’s proportion is several not jointSlip Leader Only Slip Leader and Agreement PartiesAll UnderwritersBox 1 Box 2 Box3Note: Where more than one (re)insurer participates in the contract, the contract terms may mean that it is not always necessary to obtain a record of agreement to the Contract Endorsement from all of those (re)insurersIf placed via PPL this box will not be signedContract Leader
UMR: B0509BOWTN2000077SECURITY DETAILSEndorsement Version Date 04 Jun 2020 15:45Endorsement Status CompletedUMR B0509BOWTN2000077Broker Endorsement Reference Endt 1Endorsement Name Endt 1(Re)Insured Hertz Global Holdings, IncAgreement Practice GUA AAgreement Instructions Slip LeadCONFIRMATION OF AGREEMENT BY REQUIRED AGREEMENT PARTIES:Leader Agreed 05 Jun 2020 16:43Underwriter Company Underwriter Stamp Underwriter RefThe Chaucer Group Harriet SharpLloyd's Underwriter Syndicate No. 1084 CSL, London, England26097720ABMarket Endorsement - Security Details Page 1 of 1 05 June 2020 17:58:43 Policy No.: BOWTN2000077
Policy Changes EndorsementInsureds Name Policy Number Effective Date Endorsement NumberHertz Rent A Car PPR0192271-04 3/31/2020 07PRODUCER NO. X NO CHANGE IN PREMIUM ADDITIONAL PREMIUM RETURN PREMIUM10099000 TO ADJUST PREMIUM AT AUDIT - -THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.This endorsement modifies insurance provided under your policy as indicated below. The modification(s) may result in a change in the premium as indicated above.Type(s) of Change(s)Name of Insured Mailing Address of Insured Policy Number Company Effective/Expiration Date Legal Status of Insured/Business of Insured Payment Plan Premium Determination X Additional Interested Parties Coverage Forms and Endorsements Limits/Exposures Deductibles Covered Property/Location Description Classification/Class Codes Rates Underlying InsuranceCHANGE (S)It is understood and agreed, a Notice of Cancellation/Non-Renewal will be provided to the following, subject to policy terms and conditions:United States Trustee for the District of Delaware 844 King Street, Suite 2207 Wilmington, DE 19801All other terms, conditions and limitations of this Policy remain unchanged.Signature of Authorized Representative XEDGE 303-A (06/08)
Endorsement number 1 for policy number MQ2-L9L-441327-040Named Insured Hertz Rent A CarThis endorsement is effective 06/03/2020 and will terminate with the policy. It is issued by the company designated in the Declarations. All other provisions of the policy remain unchanged.THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.Change EndorsementDESCRIPTION OF CHANGE PREMIUMFORM NO. SL9005 10-08, CANCELLATION AMENDATORY ENDORSEMENT IS ADDED PER THE ATTACHED.NO CHANGE IN PREMIUM.PREMIUM (EXCLUDING TERRORISM RISK INSURANCE ACT (TRIA) PREMIUM): TERRORISM RISK INSURANCE ACT (TRIA) PREMIUM: OTHER CHARGES:TOTAL AMOUNT PAYABLE FOR ENDORSEMENT:SL9098 10-08 Page 1 of 1
Policy number MQ2-L9L-441327-040This endorsement is effective 06/03/2020 and will terminate with the policy. It is issued by the company designated in the Declarations. All other provisions of the policy remain unchanged.THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.CANCELLATION AMENDATORY ENDORSEMENTNotice of Cancellation/Non-Renewal will be provided to the following, subject to policy terms and conditions: United States Trustee for the District of Delaware 844 King Street, Suite 2207 Wilmington, DE 19801Copyright 2008, Liberty Mutual Group of Companies - all rights reserved.SL9005 10-08 Page 1 of 1
Exhibit CInterim Cash Management Order and Exhibit C to the Cash Management Motion
Case 20-11218-MFW Doc 210 Filed 05/27/20 Page 1 of 11IN THE UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWAREIn reThe Hertz Corporation, et al.,1Debtors.Chapter 11Case No. 20-11218 (MFW) (Jointly Administered) Re: Docket No. 19INTERIM ORDER (I) AUTHORIZING, BUT NOT DIRECTING, DEBTORS TO (A) CONTINUE USE OF THEIR EXISTING CASH MANAGEMENT SYSTEM, BANK ACCOUNTS, CHECKS AND BUSINESS FORMS, (B) PAY RELATED PREPETITION OBLIGATIONS, (C) CONTINUE PERFORMANCE OF INTERCOMPANY TRANSACTIONS, AND (D) CONTINUE HEDGING PRACTICES; (II) WAIVING THE SECTION 345(B) DEPOSIT AND INVESTMENT REQUIREMENTS; AND (III) GRANTING RELATED RELIEFUpon the motion (the “Motion”)2 of the Debtors for entry of an order (this “Interim Order”) pursuant to sections 105, 345, 363, 364, and 503 of the Bankruptcy Code, Rules 6003 and 6004 of the Bankruptcy Rules, and Rules 2015-2, 4001-3, and 9013-1 of the Local Rules, (i) authorizing, but not directing, the Debtors to continue (a) use of their existing cash management system, bank accounts, checks, and business forms, (b) payment of related prepetition obligations, (c) performance of intercompany transactions (the “Intercompany Transactions”) in the ordinary course of business, and (d) enter into postpetition hedging agreements in the ordinary course of business, (ii) waiving the deposit and investment requirements of section 345(b) of the Bankruptcy1 The last four digits of The Hertz Corporation’s tax identification number are 8568. The location of the debtors’ service address is 8501 Williams Road, Estero, FL 33928. Due to the large number of debtors in these chapter 11 cases, for which joint administration for procedural purposes has been requested, a complete list of the debtors and the last four digits of their federal tax identification numbers is not provided herein. A complete list of such information may be obtained on the website of the debtors’ proposed claims and noticing agent at https://restructuring.primeclerk.com/hertz.2 Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to them in the Motion.AMERICAS 102876611 RLF1 23486438v.1
Case 20-11218-MFW Doc 210 Filed 05/27/20 Page 2 of 11Code, and (iii) granting related relief, and the Court having found that it has jurisdiction to consider the Motion and the relief requested therein in accordance with 28 U.S.C. §§ 157 and 1334 and the Amended Standing Order of Reference from the United States District Court for the District Court of Delaware, dated February 29, 2012 (Sleet, C.J.); and consideration of the Motion and the relief requested therein being a core proceeding pursuant to 28 U.S.C. § 157(b); and venue being proper before this Court pursuant to 28 U.S.C. §§ 1408 and 1409; and due, sufficient, and proper notice of the Motion having been provided under the circumstances and in accordance with the Bankruptcy Rules and the Local Rules, and it appearing that no other or further notice need be provided; and a hearing having been held to consider the relief requested in the Motion (the “Hearing”); and upon consideration of the First Day Declaration; and the record of the Hearing and the proceedings had before the Court; and the Court having found and determined that the relief sought in the Motion (as modified by this Interim Order) is necessary to avoid immediate and irreparable harm to the Debtors and their estates, as contemplated by Bankruptcy Rule 6003, and is in the best interests of the Debtors, their estates, their creditors, their stakeholders, and all other parties-in-interest, and that the legal and factual bases set forth in the Motion establish just cause for the relief granted herein; and after due deliberation and sufficient cause appearing therefor, IT IS HEREBY ORDERED THAT:1. The Motion is GRANTED on an interim basis as set forth herein.2. The Debtors are authorized to continue to use their existing Cash ManagementSystem.3. The bank accounts identified in the schedule attached as Exhibit C to the Motion(the “Bank Accounts”) are deemed debtor-in-possession accounts.2AMERICAS 102876611 RLF1 23486438v.1
Case 20-11218-MFW Doc 210 Filed 05/27/20 Page 3 of 114. The Debtors are authorized to use cash in the Bank Accounts (the “Available Cash”) to pay administrative expenses arising in the ordinary course of business or to satisfy any immediate payment obligations authorized by an order entered by this Court in the above- captioned cases and subject to any order of this Court with respect to the Debtors’ use of cash collateral and adequate protection. 5. By this Interim Order, the Court makes no ruling with respect to whether (a) the Available Cash is or is not subject to any lien; or (b) any party is being adequately protected as a result of the imposition of the automatic stay of the use of the Available Cash, and all parties’ rights are reserved with respect to the foregoing. 6. The Debtors are authorized, but not directed, to designate, maintain, and continue to use any and all of their Bank Accounts in existence as of the Petition Date, with the same account numbers, including, without limitation: (a) to deposit funds in, and withdraw funds from, the Bank Accounts by all means, including checks, wire transfers, automated clearinghouse (“ACH”) transfers, drafts, electronic fund transfers, and other debits or items presented, issued, or drawn on the Bank Accounts, (b) to pay Cash Management Fees, including the Processor Fees (which may be taken at the point of sale) and Bank Fees, (c) to perform their obligations under the documents and agreements governing the Bank Accounts, and (d) to treat the Bank Accounts for all purposes as debtor-in-possession accounts. To the extent the Bank Accounts do not comply with the applicable requirements under the U.S. Trustee Guidelines or otherwise, such requirements are waived for a period of thirty (30) days, without prejudice to the Debtors’ right to seek a further waiver.3AMERICAS 102876611 RLF1 23486438v.1
Case 20-11218-MFW Doc 210 Filed 05/27/20 Page 4 of 117. The Debtors are not required to, but may, in accordance with the provisions set forth herein (a) close existing bank accounts and open new debtor-in-possession accounts or (b) establish specific bank accounts for tax payments. 8. The Debtors may transfer funds into, out of, and through the Cash Management System using ordinary transfer methods in accordance with the Debtors’ prepetition practice, including, without limitation, from (i) Donlen Corp to DNRS II and the Syndication Investors, (ii) THC to HIL, and (iii) DTAG Canada to DTGC. 9. The Debtors shall continue to maintain records with respect to all transfers of cash so that all transactions may be readily ascertained, traced, and recorded properly. 10. The Debtors and the Banks may agree, without further order of this Court, to implement any changes to the Cash Management System and procedures in the ordinary course of business that they deem appropriate in their sole discretion. 11. The Debtors are authorized to open any new bank accounts or close any existing Bank Accounts as they may deem necessary and appropriate in their sole discretion, provided, however, any new bank accounts opened by the Debtors must be designated as a “Debtor-in- Possession” account with a bank that (a) is organized under the laws of the United States of America or any state thereof, (b) is insured by the FDIC, and (c) has executed, or is willing to immediately execute, a Uniform Depository Agreement with the U.S. Trustee for the District of Delaware (the “U.S. Trustee”); provided, further, however, that any such opening or closing of bank accounts by Donlen Corp in connection with the performance of its obligations under the Donlen Servicing Agreements and any other documents to which Donlen Corp is a party related to the Donlen ABS Facility (together with the Donlen Servicing Agreement, the “Donlen ABS Facility Documents”), to the extent such obligations have not otherwise been terminated, shall4AMERICAS 102876611 RLF1 23486438v.1
Case 20-11218-MFW Doc 210 Filed 05/27/20 Page 5 of 11only be permitted to the extent such opening or closing of bank accounts would not violate such Donlen ABS Facility Documents. Further, notice must be given to (1) the U.S. Trustee, (2) counsel to the respective Prepetition Secured Parties,3 and (3) counsel for any statutory committee appointed in these chapter 11 cases (a “Committee”) within fifteen (15) days of opening or closing any Bank Account. 12. Within fifteen (15) days of the entry of this Interim Order, the Debtors shall contact the Banks that are party to a Uniform Depository Agreement with the U.S. Trustee and: (a) provide such bank with the Debtors’ employer identification number and lead case number for these chapter 11 cases, and (b) identify each of their bank accounts as being held by a debtor in possession. 13. The Debtors shall use their good-faith efforts to cause Banks that are not party to a Uniform Depository Agreement to execute one in a form prescribed the U.S. Trustee within thirty (30) days of this Interim Order. The U.S. Trustee’s rights to seek further relief from this Court on notice in the event that the aforementioned banks are unwilling to execute a Uniform Depository Agreement in a form prescribed by the U.S. Trustee are fully reserved. 14. The Debtors are authorized, but not directed, to pay and/or reimburse their Banks and service providers in the ordinary course of business for any Cash Management Fees arising prior to or after the Petition Date.3 The “Prepetition Secured Parties” are (i) Barclays Bank PLC, as administrative agent and as collateral agent, and the other parties from time to time party to that certain Credit Agreement, dated as of June 30, 2016 (as amended from time to time); (ii) Barclays Bank PLC, as administrative agent and as collateral agent and the other “Secured Parties” party to that certain Letter of Credit Agreement, dated as of November 2, 2017 (as amended from time to time); and (iii) Wells Fargo Bank, National Association, as trustee, collateral agent and note collateral agent, and BOKF, National Association as Co-Prepetition Second Lien Collateral Agent under that certain Indenture and First Supplemental Indenture, both dated as of June 6, 2017 (as amended from time to time).5AMERICAS 102876611 RLF1 23486438v.1
Case 20-11218-MFW Doc 210 Filed 05/27/20 Page 6 of 1115. The Banks are authorized, without further order of this Court, to: (a) continue to administer, service, and maintain, the Bank Accounts as such accounts were administered, serviced, and maintained prior to the Petition Date, without interruption and in the ordinary course, (b) receive, process, honor, and pay any and all payments on account of a claim, and (c) debit the Bank Accounts for (i) all undisputed prepetition claims on account of Cash Management Fees (the “Cash Management Claims”), if any, owed to the Banks for the maintenance of the Cash Management System, (ii) all checks drawn on the Debtors’ Bank Accounts that were cashed at such Bank’s counters or exchanged for cashier’s checks by the payees thereof prior to the Petition Date, and (iii) all checks or other items deposited in one of the Bank Accounts with such Bank prior to the Petition Date that have not been dishonored or returned unpaid for any reason, together with any fees and costs in connection therewith. 16. A Bank must provide at least thirty (30) days prior written notice to the Debtors, the U.S. Trustee, and the respective counsel to the Prepetition Secured Party and counsel to any Committee if it wishes to terminate any of its services relating to a Bank Account or the Cash Management System. 17. Subject to the provisions of this Interim Order, the Banks are authorized to rely on the representations of the Debtors as to which payments are authorized to be honored or dishonored, whether or not such payments are dated, drawn, or issued prior to, on, or subsequent to the Petition Date. The Banks shall not be in violation of this Interim Order and shall have no liability for relying on such representations by the Debtors or honoring any payment that is subject to this Interim Order either (a) at the direction of the Debtors to honor such prepetition payment, (b) in the good faith belief that this Court has authorized such prepetition payment to be honored, or (c) as a result of an innocent mistake. To the extent that the Debtors direct that any payment be6AMERICAS 102876611 RLF1 23486438v.1
Case 20-11218-MFW Doc 210 Filed 05/27/20 Page 7 of 11dishonored or the Banks inadvertently dishonor any payments, the Debtors may issue replacement payments consistent with the orders of this Court. 18. The Banks are further authorized to (a) honor the Debtors’ directions with respect to the opening or closing of any Bank Account and (b) accept and hold, or invest, the Debtors’ funds in accordance with the Debtors’ instructions, and the Banks shall have no liability to any party for relying on such representations or instructions. 19. The relief granted in this Interim Order extends to any new bank account opened by the Debtors, and in accordance with the provisions of this Interim Order, such account shall be deemed a Bank Account and to the bank at which such account is opened. 20. The Debtors are authorized, but not directed to, (a) to continue performing under the Debtors’ prepetition hedging agreements and to honor, pay, and otherwise satisfy postpetition obligations thereunder in a manner consistent with prepetition practices; (b) enter into, and perform under, new postpetition hedging agreements in a manner consistent with prepetition practices; and (c) perform all such actions necessary or appropriate to implement, execute, and perform under hedging agreements in the ordinary course. 21. The Debtors’ time to comply with the requirements of section 345(b) of the Bankruptcy Code are hereby extended for a period of thirty (30) days from the Petition Date; provided, that such extension is without prejudice to the Debtors’ right to request a further extension or complete waiver of the requirements of section 345(b) of the Bankruptcy Code in these Chapter 11 Cases. 22. The Debtors are authorized, but not directed to, continue using their existing Business Forms without alteration or change and without the designation “Debtor-in-Possession” imprinted upon them; provided, that once the Debtors’ existing checks have been used, the Debtors7AMERICAS 102876611 RLF1 23486438v.1
Case 20-11218-MFW Doc 210 Filed 05/27/20 Page 8 of 11shall, when reordering checks, require the designation “Debtor in Possession” and the jointly administered bankruptcy case number on all checks; provided further, that, with respect to checks that the Debtors or their agents print themselves, the Debtors shall print the “Debtor in Possession” legend and the jointly administered case number on such checks within ten (10) days of the entry of this Interim Order. 23. The Debtors are authorized to continue engaging in Intercompany Transactions (including Intercompany Loans) in the ordinary course of business, including, without limitation, transferring funds through the Cash Management System, settling any balances on account of Intercompany Transactions, and procuring or extending Intercompany Loans; provided, however, that during the Interim Period the Debtors shall not engage in Intercompany Transactions with non-Debtor affiliates that exceed $70 million in the aggregate unless they first provide (i) the U.S. Trustee, (ii) counsel to the respective Prepetition Lenders, and (iii) any Committee with five (5) calendar day’s notice that they intend to exceed such limit. 24. The Debtors shall continue to maintain records related to and document the Intercompany Transactions, so that such transactions can be readily ascertained, traced, accounted for, and distinguished between prepetition and postpetition transactions. The Debtors shall not pay prepetition Intercompany Claims unless otherwise ordered by this Court. 25. Any claims arising from postpetition Intercompany Transactions shall have administrative expense priority status pursuant to section 503(b) of the Bankruptcy Code. 26. Consistent with prepetition practice, the proceeds from the sale of any vehicles owned by HVF that secure the financing issued by HVF II shall be remitted to BNYM, as trustee for HVF, and applied in accordance with the documents governing the THC ABS Facility.8AMERICAS 102876611 RLF1 23486438v.1
Case 20-11218-MFW Doc 210 Filed 05/27/20 Page 9 of 1127. Consistent with prepetition practice and subject to the Debtors’ rights under the Donlen Servicing Agreement, the Canadian Servicing Agreement, and the Bankruptcy Code, the proceeds from the sale of any vehicles owned by Donlen Trust, Hertz Canada Vehicles Partnership, and DTGC Car Rental Limited Partnership, shall be remitted in accordance with Donlen Servicing Agreement and the Canadian Servicing Agreement, as applicable. 28. For the avoidance of doubt, bank accounts held solely in the name of one or more non-Debtor entities, including Hertz Vehicle Financing, LLC, Hertz Canada Vehicles Partnership, DTGC Car Rental Limited Partnership, Hertz Fleet Lease Funding LP, Donlen Trust, and DNRS II LLC, are not “Bank Accounts” subject to the terms of this Interim Order. 29. Except with respect to postpetition Intercompany Transactions, nothing herein nor any actions taken hereunder shall create, nor is intended to create, any rights in favor of, or enhance the status of any claim held by, any person. 30. Nothing contained in the Motion or this Interim Order, nor any payment made pursuant to the authority granted by this Interim Order, is intended to be or shall be construed as (a) an admission as to the validity, extent, perfection, priority, allowability, or enforceability of any claim or any security interest which purportedly secures such claim, (b) a waiver of the Debtors’ or any appropriate party in interest’s rights to dispute the amount of, basis for, or validity of any claim against the Debtors, (c) a promise to pay any claim, (d) a waiver of any claims or causes of action which may exist against any creditor or interest holder, (e) an assumption or rejection of any executory contract or unexpired lease pursuant to section 365 of the Bankruptcy Code, and nothing herein otherwise affects the Debtors’ rights under section 365 of the Bankruptcy Code to assume or reject any executory contract or unexpired lease with any party subject to this Interim Order, (f) granting third-party beneficiary status or bestowing any additional rights on any9AMERICAS 102876611 RLF1 23486438v.1
Case 20-11218-MFW Doc 210 Filed 05/27/20 Page 10 of 11third party; or (g) being otherwise enforceable by any third party. Without limiting the generality of the foregoing, nothing in the Motion or this Interim Order nor any payment of any Cash Management Claim pursuant to this Interim Order shall be construed as impairing the Debtors’ right to contest the validity, priority, or amount of any Cash Management Claim allegedly due or owing to any Bank, and all of the Debtors’ rights with respect thereto are hereby reserved. 31. For the avoidance of doubt, the Debtors shall maintain accurate records of all transfers within the Cash Management System so that all postpetition transfers and transactions are adequately and promptly documented in and readily ascertainable from the Debtors’ books and records to the same extent maintained by the Debtors prior to the Petition Date. 32. Notwithstanding the Debtors’ use of a consolidated cash management system, the Debtors shall calculate their quarterly fees under 28 U.S.C. § 1930(a)(6) based on the disbursements of each Debtor. 33. The Court finds and determines that the requirements of Bankruptcy Rule 6003(b)are satisfied and that relief is necessary to avoid immediate and irreparable harm.34. Under the circumstances, the notice requirement set forth in Bankruptcy Rule6004(a) is satisfied.35. This Interim Order is immediately effective and enforceable notwithstanding the provisions of Bankruptcy Rule 6004(h) or otherwise. 36. The Debtors are authorized to execute and deliver such documents and to take and perform all actions necessary to implement and effectuate the relief granted in this Interim Order. 37. This Court retains jurisdiction with respect to all matters arising from or related to the implementation, interpretation, or enforcement of this Interim Order.10AMERICAS 102876611 RLF1 23486438v.1
Case 20-11218-MFW Doc 210 Filed 05/27/20 Page 11 of 1138. The deadline by which objections to entry of a final order on the Motion must be filed is June 18, 2020 at 4:00 p.m. (Eastern Time) (the “Objection Deadline”). The Final Hearing, if required, will be held on June 25, 2020 at 3:00 p.m. (Eastern Time).Dated: May 27th, 2020 Wilmington, Delaware AMERICAS 102876611 RLF1 23486438v.111 MARY F. WALRATH UNITED STATES BANKRUPTCY JUDGE
Case 20-11218-MFW Doc 19 Filed 05/24/20 Page 69 of 80EXHIBIT CList of Bank Accounts
Case 20-11218-MFW Doc 19 Filed 05/24/20 Page 70 of 80NORTH AMERICAN BANK ACCOUNTSList of U.S. Bank Accounts Entity Name Account Description Bank Name Account Number Currency Dollar Rent A Car, Inc. Depository JP Morgan Chase Bank XXXXX8057 USDDollar Rent A Car, Inc. Lockbox Bank of New York Mellon (Lockbox) XXX7320 USD Dollar Rent A Car, Inc. Operating Account JP Morgan Chase Bank XXXXX9789 USD Dollar Thrifty Automotive Group, Inc. DTAG Main Account JP Morgan Chase Bank XXXXX8543 USD Donlen Corporation Donlen Security Deposit Account JP Morgan Chase Bank XXXXX7520 USD Donlen Corporation Donlen Security Deposit Account JP Morgan Chase Bank XXXXXX9110 USD Donlen Corporation Donlen Security Deposit Account JP Morgan Chase Bank XXXXXX0355 USD Donlen Corporation Donlen Security Deposit Account JP Morgan Chase Bank XXXXXX4253 USD Donlen Corporation Donlen Security Deposit Account JP Morgan Chase Bank XXXXXX4261 USD Donlen Corporation Donlen Security Deposit Account JP Morgan Chase Bank XXXXXX4965 USD Donlen Corporation Donlen Security Deposit Account JP Morgan Chase Bank XXXXXX5038 USD Donlen Corporation Donlen Security Deposit Account JP Morgan Chase Bank XXXXX1748 USD Donlen Corporation Donlen CDA JP Morgan Chase Bank XXXXX9203 USD Donlen Corporation Donlen Security Deposit Account JP Morgan Chase Bank XXXXX2438 USD Donlen Corporation Donlen Security Deposit Account JP Morgan Chase Bank XXXXX9891 USD Donlen Corporation Donlen Operating Account JP Morgan Chase Bank XXX4979 USD Donlen Corporation Donlen CDA JP Morgan Chase Bank XXX4593 USD Donlen Corporation Donlen CDA JP Morgan Chase Bank XXXXX2229 USD Donlen Corporation Donlen CDA JP Morgan Chase Bank XXXXX1662 USD Donlen Corporation Donlen CDA JP Morgan Chase Bank XXXXX3424 USD Donlen Corporation Donlen CDA JP Morgan Chase Bank XXXXX2637 USDDonlen Corporation Donlen Sale Account (Vehicle Operating Account) JP Morgan Chase Bank XXXXX6369 USD Donlen Corporation Donlen Purchase Account JP Morgan Chase Bank XXXXX9575 USD DTG Operations, Inc. Controlled Disbursement Account JP Morgan Chase Bank XXXXX6795 USD DTG Operations, Inc. Controlled Disbursement Account JP Morgan Chase Bank XXXXX6506 USD DTG Operations, Inc. Field Depository Bank of America XXXXXXXX5999 USD DTG Operations, Inc. Field Depository Bank of Hawaii XXXXXX1635 USD DTG Operations, Inc. Field Depository Fifth Third Bank XXXX5661 USD DTG Operations, Inc. Field Depository JP Morgan Chase Bank XXXXX6575 USD DTG Operations, Inc. Field Depository US Bank XXXXXXXX3018 USD DTG Operations, Inc. Field Depository Wells Fargo Bank XXXXXX7224 USDDTG Operations, Inc. Insurance Lockbox Bank of New York Mellon (Lockbox) XXX7311 USDDTG Operations, Inc. Lockbox Bank of New York Mellon (Lockbox) XXX7303 USD DTG Operations, Inc. Operating Account JP Morgan Chase Bank XXXXX8535 USD Hertz Aircraft, LLC Operating Account JP Morgan Chase Bank XXXXX1405 USD Hertz Car Sales LLC Disbursement JP Morgan Chase Bank XXXXX9350 USD Hertz Car Sales LLC Escrow Account JP Morgan Chase Bank XXXXX7418 USD Hertz Global Holdings Inc. Money Market JP Morgan Chase Bank 829 USD Hertz Global Holdings Inc. Operating Account JP Morgan Chase Bank XXXXX1281 USD Hertz Local Edition Corp Field Depository Bank of America XXXXXX5086 USD Hertz Local Edition Corp Field Depository PNC Bank XXXXXX1269 USD Hertz Local Edition Corp Field Depository Wells Fargo Bank XXXXXX7232 USD Hertz Transporting Inc Payroll Account JP Morgan Chase Bank XXX8721 USD The Hertz Corporation Controlled Disbursement Account JP Morgan Chase Bank XXXXXXXXX7509 USD The Hertz Corporation Controlled Disbursement Account JP Morgan Chase Bank XXXXXXXXX5509 USD The Hertz Corporation Controlled Disbursement Account JP Morgan Chase Bank XXXXX9335 USD The Hertz Corporation Depository Bank of Hawaii XXXXXX8195 USD The Hertz Corporation Depository BB&T XXXXXX1891 USD The Hertz Corporation Depository Citizens Bank XXXXXX9466 USD The Hertz Corporation Depository Fifth Third Bank XXXX8983 USD The Hertz Corporation Depository JP Morgan Chase Bank XXXXX0732 USD The Hertz Corporation Depository Key Bank XXXX4121 USD The Hertz Corporation Depository Regions Bank XXXXXX9070 USD The Hertz Corporation Depository SunTrust Bank XXXXXXXXX4361 USD The Hertz Corporation Depository TD Bank - USA XXXXXX2321 USD The Hertz Corporation Depository United Missouri Bank XXXXXX4889 USD
Case 20-11218-MFW Doc 19 Filed 05/24/20 Page 71 of 80Entity Name Account Description Bank Name Account Number Currency The Hertz Corporation Depository US Bank XXXXXXXX7893 USD The Hertz Corporation Investment Bank of New York Mellon XXX1729 USD The Hertz Corporation Investment BlackRock X9505 USD The Hertz Corporation Investment BlackRock X0778 USD The Hertz Corporation Investment Credit Suisse First Boston - NY XXXXX4308 USD The Hertz Corporation Investment Federated XXXXXX2541 USD The Hertz Corporation Investment Fidelity Treasury Fund 695 XXXXX8248 USDThe Hertz Corporation Investment HSBC Treasury Money Market Fund XX9271 USD The Hertz Corporation Investment JP Morgan Chase Bank XXX8204 USD The Hertz Corporation Investment Mizuho Bank XXXXXXXX5926 USDThe Hertz Corporation Lockbox Bank of New York Mellon (Lockbox) XXX4823 USD The Hertz Corporation Lockbox Bank of New York Mellon (Lockbox) XXX6196 USD The Hertz Corporation Lockbox Bank of New York Mellon (Lockbox) XXX6826 USD The Hertz Corporation Money Market BlackRock 24 USD The Hertz Corporation Money Market BlackRock 39 USD The Hertz Corporation Money Market BlackRock 60 USD The Hertz Corporation Money Market BlackRock 62 USD The Hertz Corporation Money Market BlackRock 1107 USD The Hertz Corporation Money Market BlackRock 1197 USD The Hertz Corporation Interest Bearing Account Credit Suisse First Boston - NY N/A USD The Hertz Corporation Money Market Deutsche Bank 250 USD The Hertz Corporation Money Market Deutsche Bank 2403 USD The Hertz Corporation Money Market Dreyfus 289 USD The Hertz Corporation Money Market Federated Bank 5 USD The Hertz Corporation Money Market Federated Bank 68 USD The Hertz Corporation Money Market Federated Bank 636 USD The Hertz Corporation Money Market Fidelity 695 USD The Hertz Corporation Money Market Fidelity 2014 USD The Hertz Corporation Money Market HSBC 6058 USD The Hertz Corporation Money Market HSBC 6059 USD The Hertz Corporation Money Market HSBC 6060 USD The Hertz Corporation Money Market JP Morgan Chase Bank 836 USD The Hertz Corporation Money Market JP Morgan Chase Bank 3915 USD The Hertz Corporation Money Market JP Morgan Chase Bank 3918 USD The Hertz Corporation THC Master Account JP Morgan Chase Bank XXXXX4295 USD The Hertz Corporation Operating Account JP Morgan Chase Bank XXXXX8913 USD The Hertz Corporation Operating Account JP Morgan Chase Bank XXXXX2505 USD The Hertz Corporation Controlled Disbursement Account JP Morgan Chase Bank XXX8748 USD Thrifty Rent-A-Car System LLC Depository JP Morgan Chase Bank XXXXX2062 USDThrifty Rent-A-Car System LLC Lockbox Bank of New York Mellon (Lockbox) XXX7338 USD Thrifty Rent-A-Car System LLC Operating Account JP Morgan Chase Bank XXXXX7171 USDList of Canadian Bank Accounts Entity Name Account Description Bank Name Account Number Currency CMGC Canada Acquisition ULC Canadian Master Account Bank of Montreal XXXXXXXX9479 CAD CMGC Canada Acquisition ULC Operating Account Toronto Dominion Bank XXXXXXX9021 CADDollar Thrifty Automotive Group Canada Inc. Controlled Disbursement Account Bank of Montreal XXXXXXX1802 CAD Dollar Thrifty Automotive Group Canada Inc. Field Depository Bank of Montreal XXXXXXX9463 CAD Dollar Thrifty Automotive Group Canada Inc. DTAG Canada Operating Account Bank of Montreal XXXXXXX2354 CAD Dollar Thrifty Automotive Group Canada Inc. Controlled Disbursement Account Harris Bank XXX3058 USD Donlen Fleet Leasing, Ltd. Donlen Canada CDA Bank of Montreal XXXXXXXX3179 CAD Donlen Fleet Leasing, Ltd. Donlen Canada CDA Bank of Montreal XXXXXXXX8714 CAD Donlen Fleet Leasing, Ltd. Donlen Canada CDA Bank of Montreal XXXXXXXX9075 CAD Donlen Fleet Leasing, Ltd. Donlen Canada Operating Account Bank of Montreal XXXXXXXX4832 CAD DTG Canada Corp. ABS Canada Program Bank of Montreal XXXXXXX4384 CAD Hertz Canada Limited Hertz Canada CDA AP JP Morgan Chase Bank of Canada XXXXXX1245 CAD Hertz Canada Limited Hertz Canada CDA Petty Cash JP Morgan Chase Bank of Canada XXXXXX1246 CAD
Case 20-11218-MFW Doc 19 Filed 05/24/20 Page 72 of 80Entity Name Account Description Bank Name Account Number Currency Hertz Canada Limited Hertz Canada CDA Payroll Toronto Dominion Bank XXXXXXX1011 CAD Hertz Canada Limited Hertz Canada Concentration Account Toronto Dominion Bank XXXXXXX9240 CAD* Certain Money Market Accounts are identified by "fund" numbers rather than "account" numbers
Exhibit D Retainers Paid (Form IR-2)
In re The Hertz Corporation, et al. Case No. 20-11218 (MFW) Debtors Reporting Period: Through May 22, 2020SCHEDULE OF RETAINERS PAID TO PROFESSIONALS (This schedule is to include each Professional paid a retainer)PayeeCheck / ACH / Wire Payment Date NumberName of PayorCurrencyAmountAmount Applied to Date Balance (1)FTI Consulting, Inc. (2) 5/1/2020 CHIP Ref: 0226404 The Hertz Corporation USD$ 500,000 $223,783 $276,217FTI Consulting, Inc. (2) 5/21/2020 FED Ref: 0521B1QGC02C010195 The Hertz Corporation USD 417,703 - 417,703White & Case LLP 4/23/2020 424077509 EFT The Hertz Corporation USD 500,000 500,000 - White & Case LLP 5/14/2020 JPM Ref: 4416200135JO The Hertz Corporation USD 1,000,000 1,000,000 - White & Case LLP 5/15/2020 JPM Ref: 5151500136JO The Hertz Corporation USD 1,373,048 361,039 1,012,009Prime Clerk LLC 5/1/2020 FED Ref: 0501B1QGC07C016240 The Hertz Corporation USD 75,000 70,295 4,705 Prime Clerk LLC 5/20/2020 FED Ref: 0520B1QGC01C020243 The Hertz Corporation USD 63,119 - 63,119 Prime Clerk LLC 5/22/2020 CHIP Ref: 0438986 The Hertz Corporation USD 30,000 - 30,000Publicis Communications Collections (3) 5/22/2020 CHIP Ref: 0468132 The Hertz Corporation USD 350,000 77,000 273,000Richards, Layton & Finger, P.A. 5/4/2020 0506B1QGC05C005743 The Hertz Corporation USD 150,000 150,000 - Richards, Layton & Finger, P.A. 5/22/2020 0522B1QGC02C008453 The Hertz Corporation USD 150,000 84,554 65,446Cassels Brock (3) 5/4/2020 0504B1QGC07C013065 The Hertz Corporation USD 50,000 39,241 10,759 Fox Rothschild 4/28/2020 JPM Ref: 4852200119JO The Hertz Corporation USD 50,000 34,822 15,179 Haynes & Boone LLP 5/21/2020 390223 The Hertz Corporation USD 50,000 - 50,000 McCarthy Tetrault 5/4/2020 0504B1QGC08C025790 The Hertz Corporation USD 150,000 120,504 29,496TOTALS$ 4,908,870 $2,661,237 $2,247,632Notes: (1) All retainers are Evergreen Retainers as of the filing date unless otherwise noted. (2) Prior to the petition date, the Debtors paid FTI $3,040,406 for fees billed of $2,346,486, leaving cash on account in the amount of $693,920. FORM IR-2 (3) Retainer is not Evergreen.