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

      

October 15, 2007 

Mr. Edward Gitlitz
Avis Budget Car Rental, LLC
6 Sylvan Way
Parsippany, N.J. 07054
    
    

Dear Mr. Gitlitz:

2008 MODEL YEAR

1.  
      
Avis Budget Car Rental, LLC will purchase or lease from GM dealers of their choice a minimum quantity of 2008 model GM vehicles under the terms and conditions of GM’s 2008 Model Year Daily Rental Purchase Program (refer Attachment 1).  Avis Budget Car Rental, LLC has agreed to purchase these GM vehicles in a mix which includes a considerable number of GM’s higher priced models and which represents a higher percentage of these units than Avis Budget Car Rental, LLC otherwise would purchase.  The agreed mix of units is listed in Attachment 2.
      
      

      
      
    

a.  
      
GM or its subsidiary will purchase such model year 2008 vehicles from Avis Budget Car Rental, LLC (to the extent tendered to GM or its subsidiary) in accordance with the terms and conditions of GM’s 2008 Model Year Daily Rental Purchase Program.
      
      

      
      
    

2.  
      
GM agrees to offer Avis Budget Car Rental, LLC the availability of the YT1 2008 Model Year Daily Rental Short-Term Purchase Program with a cap of [REDACTED] of the total volume purchase.  If the limits for YT1 are exceeded, GM will request reimbursement for depreciation for the number of units that exceed the YT1 limits.  Refer to Attachment 3 for program guidelines.  Specified rates and brands are described in Attachment 3A.
      
      

      
      
    

a.  
      
GM or its subsidiary will purchase from Avis Budget Car Rental, LLC (to the extent tendered to GM or its subsidiary) vehicles acquired by Avis Budget Car Rental, LLC under the YT1 2008 Model Year Daily Rental Short-Term Purchase Program in accordance with the terms and conditions of such YT1 2008MY Daily Rental Short-Term Purchase Program.
      
      

      
      
    

3.  
      
Avis Budget Car Rental, LLC agrees to the following conditions for all production after April 16, 2007:
      
      

      
  
    

a.  
      
Avis Budget Car Rental, LLC will attempt to place orders no more than 30% or less than 20% of a months production in any week provided GM can make such a production commitment. After two weeks of moving orders to event code 3000 for a given production period the orders will be deemed to comply with the limitation indicated above.
      

      
      
 
b.  
      
All vehicle minimum equipment requirements will be placed for production on a monthly basis.
      

      
 
c.  
      
Any vehicles which do not meet the minimum equipment requirements will be deducted from the Model Year Bonus.
      

      


    

4.  
      
In exchange for ABG’s Agreement to purchase, promote, and service the number of 2008 models and in a vehicle mix satisfactory to GM, as described in Attachment 2.  GM will provide Avis Budget Car Rental, LLC with a per unit amount detailed in Attachment 2 in addition to any incentives due under the terms and conditions of GM’s 2008 Model Year Daily Rental Purchase Program. Payment of these per unit amounts will be made upon submission of such vehicles in accordance with Paragraph 8
      
      

      
 
    

5.  
      
Avis Budget Car Rental, LLC shall purchase 2008 models noted in Attachment 6 under the terms and conditions of the 2008 Model Year National Fleet Risk Purchase Program (VX7 Program - refer to Attachment 5 for program guidelines) and in exchange GM agrees to provide a per unit amount detailed in Attachment 6 in addition to any incentives due under the terms and conditions of GM’s 2008 Model Year National Risk Purchase Program. All incremental monies due to up level minimum trim requirements will be paid in September of 2008 after purchase requirements have been verified by General Motors.   Payment of these amounts will be made upon submission of such vehicles in accordance with Paragraph 8.
      
      

      
 
    

6.  
      
GM agrees to provide the following total model year volume bonus payment, providing Avis Budget Car Rental, LLC meets the required total model year volume commitment, placing final model year orders for production by July 31, 2008. Avis Budget Car Rental, LLC’s vehicle production orders must be accepted in GM’s Vehicle Order Management System (VOMS) by April 16, 2008.
      
      

      
      
    

      
      
      
 
 
      
The total model year volume bonus will be paid on applicable volume in August of 2008, dependent on Avis Budget Car Rental, LLC’s total 2008 model year production as of July 31, 2008.
 
Above required volume is a combination of Daily Rental Purchase Programs (VN9, YT1) and National Rental Program (VX7) units and includes the total of purchases made by Avis Budget Car Rental, LLC as part of the total volume requirement for the specific bonus level attainment.
 
If Avis Budget Car Rental, LLC exceeds the highest volume bonus level as noted above, GM will maintain the $/per unit payment for each unit at or above that level.  All payments of the above sums will be made in Septemb
er of 2008, and handled under the terms and conditions of Paragraph 8 excluding the requirement of the electronic media transmission to RIMS.
 
All vehicle minimum equipment requirements must be met by carline and by program (VN9 or VX7) per the terms of Attachments 1D, 3B, and 5A.  If minimum equipment requirements are not met by Avis Budget Car Rental for the carline, [REDACTED] unless Avis places an order for and General Motors cannot build any of such vehicles with the required minimum equipment.  As an example, if minimum equipment requirements are not met for Impala under the VN9 program (Attachment 1D, 3B), [REDACTED]  provided that GM can build the vehicles with the required minimum equipment.
      
      
      

      
     
    

7.  
      
GM shall offer Avis Budget Car Rental, LLC a 2008 Model Year Reclassification Program.  The 2008 Model Year reclassification payments will be based upon the attached schedule and guidelines. (See Attachment 4 and 4A).  Avis Budget Car Rental, LLC must submit [REDACTED] of the total 2008 model year daily rental vehicle purchases (excluding any type of rejected turn-back vehicles) before GM will process any incentives toward a reclassification application.  These vehicles must be identified by VIN through electronic media transmission to GM (C3 De-Enroll File Format). Once processed, these units will be identified in the GM’s Auction System (RIMS) as permanent auction rejects and will be ineligible for return to GM.  GM agrees to remove from the c
alculation of the requirement of an average of [REDACTED] prior to resale, any vehicle(s) that are taken out of the normal used vehicle stream of commerce by virtue of being damaged and not repaired and sold in that condition.
      
      

      
 
 
8.  
      
GM will pay to Avis Budget Car Rental, LLC a pro rata portion of the per unit amount described in Paragraphs 4, 5, 6, and 7 by the 25th day of the month following vehicle delivery and receipt of an electronic media transmission to GM’s Remarketing Information System (RIMS) by GM, provided GM receives Avis Budget Car Rental, LLC’s electronic media transmission by the last business day of the month.  It is understood that payment of the sums due to ABG in Paragraph 6 are based upon achieving the minimum purchase volume requirements cited in those paragraphs and the related schedules.  It is further understood that any payments received prior to attaining the indicated volume will be returnable to GM at the close of the model year should the volume not be attained by ABG.  An electronic media tran
smission received after the last business day of the month will be
      
      

      
      

 
      
 

      
      
 
      
      

 
 
      
paid by the 25th of the following month.  This electronic media transmission must include VIN numbers on the portion of the minimum quantity of units detailed in Attachment 2 and Attachment 6, delivered in the preceding month, and not covered in previous payments.  Application for this incentive must be made no later than December 31, 2008.
      
      

      
 
 
9.  
      
In the event that Avis Budget Car Rental, LLC does not purchase or lease the agreed number of vehicles at the agreed mix stated in Attachment 2 and Attachment 6, save for GM’s failure to deliver, all payments made to Avis Budget Car Rental, LLC as described in Paragraph 8 by General Motors will be reimbursed to GM on demand subject to Paragraph 12.
      
      

      
   
 
10.  
      
In the event Avis Budget Car Rental, LLC chooses to cancel any order placed by Avis Budget Car Rental, LLC through GM dealers, at event code 3000, GM will assess a penalty of $500 per vehicle to be paid to GM upon demand. This penalty will be waived if the current production week has been delayed more than three weeks from the original requested production week. Further, this penalty will not apply if Avis Budget Car Rental, LLC chooses to redirect the shipment of any vehicles in event code 3000.
      
      

      
      
 
11.  
      
All volume and mix requirements are subject to reasonable minor adjustments based upon mutual agreement between the parties.  It is understood that these adjustments may require Avis Budget Car Rental, LLC to purchase a comparably priced mix of product.
      
      

      
      
 
 
12.  
      
In the event that either party cannot fulfill any terms of this Agreement due to events beyond its control, such as acts of God,  acts of terror, labor disputes, or severe economic downturn as defined by the Federal Government, the parties will enter negotiations with the intent of allowing both to continue business without substantial penalty.
      
      

      
      
 
13.  
      
Avis Budget Car Rental, LLC agrees that in all advertising and promotional materials, developed for its Avis brand during the 2008 Model Year (September 1, 2007 through August 31, 2008), Avis advertising will feature only General Motors products where any vehicle is featured or promoted.  Consequently, when Avis advertising or promotional materials feature or promote a vehicle, a General Motors product shall be featured and promoted provided GM manufactures a vehicle in the advertised segment in accordance with the custom of the Rent A Car industry with a tag line substantially similar to the following:
 
“We feature (Tra
de name GM vehicle) and other fine GM vehicles”
 
Refer to Attachment 7 for further guidelines relative to advertising and promotional materials.  In the event GM is not represented in a given segment, or is represented but chooses not to sell vehicles in that segment to Avis Budget Car Rental, LLC,  Avis Budget Car Rental, LLC is free to promote a non-GM vehicle in that rental segment.  It is the intent of AvisBudget Car Rental, LLC to feature General Motors products at its Avis brand including Avis advertising, and promotions. This commitment will not apply to activities that are internet based. It is understood that vehicles will be moved between Rent A Car brands owned by Avis Budget Car Rental, LLC (&
#8220;Avis”/”Budget)
      
      

      
  

 

 
      
 

      
      
 
      
      


14.  
      
If Avis Budget Car Rental, LLC purchases an existing Avis Licensee or substantially all of the assets of an existing Avis Licensee during the 2008 model year, and such existing Avis Licensee is:
 
A participating Avis Licensee under the terms of the Agreement between the Avis Licensee Association and GM dated October 1, 2007 (“ALA Agreement”), GM agrees to accept an assignment to Avis Budget Car Rental, LLC of the purchase volume, mix, and monies identified in the Participation Form executed by the Participating Avis Licensee under the ALA  Agreem
ent;
 
Provided such agreement is signed by such existing Avis Licensee, the Avis Licensee Association, if applicable, and Avis Budget Car Rental, LLC, and is in a form acceptable to GM.
      
      

      
   
 
15.  
      
If Avis Budget Car Rental, LLC purchases an existing Budget Licensee or substantially all of the assets of an existing licensee during the 2008 model year, and such existing Budget Licensee is:
 
A participating  Budget Licensee under the terms of the Agreement between the Car Rental Licensee Association and GM for the 2008 Model Year, GM agrees to accept an assignment to Avis Budget Car Rental, LLC of the purchase volume, mix, and monies identified in the Participation Form executed by the Participating Budget Licensee under the Car Rental Licensee Association Ag
reement;
 
Provided such agreement is signed by such existing Budget Licensee, the Car Rental Licensee Association, if applicable, and Avis Budget Car Rental, LLC, and is in a form acceptable to GM.
      
      

      


16.  
      
GM will provide Avis Budget Car Rental, LLC with GM’s 2008 Model Year Daily Rental Purchase Program depreciation rates as detailed in Attachments 1, 1A, 1B, and 3A on the units described in Attachment 2.  GM agrees that if such depreciation rates are reduced, Avis Budget Car Rental, LLC will receive a similar reduction.
      
      

      
      

17.  
      
Avis Budget Car Rental, LLC will provide to GM, at the beginning of each month, a schedule of anticipated purchases of 2008 model year vehicles (model year fleet plan) by division and car line, by month and model year.  Avis Budget Car Rental, LLC, at a minimum, also agrees to provide to GM, by mid-month, a schedule of vehicle returns by month for the next 3 calendar months and to provide GM at the end of each month, a schedule of 2007 and 2008 model vehicle returns by month for the 2007 and 2008 calendar years.  Receipt of the information described in this Paragraph is a condition of payment of the amounts discussed in this Agreement.
      
      

      
      

18.  
      
Avis Budget Car Rental, LLC shall retain any documents or records relevant to vehicles purchased under this Agreement or any GM program and/or claims submitted for payment under this Agreement or any other GM program for two years after the close of the program.  Avis Budget Car Rental, LLC agrees to permit any designated representative of GM to examine, audit, and take copies of any accounts and records Avis Budget Car
      
      

      
      

 
      
 

      
      
 
      
      

 
 
  
      
Rental, LLC is to maintain under this Agreement.  Avis Budget Car Rental, LLC agrees to make such accounts and records readily available at its facilities during regular business hours.  GM agrees to furnish Avis Budget Car Rental, LLC with a list of any reproduced records.
      
      
      

      
        
      
 
19.  
      
Part of the consideration for Avis Budget Car Rental, LLC’s entry into this Agreement is GM or its subsidiary’s continuing obligation to purchase vehicles from Avis Budget Car Rental, LLC in accordance with the terms of GM or its subsidiary’s 2007 Model Year Daily Rental Purchase Programs.  Accordingly, it shall be a condition to Avis Budget Car Rental, LLC’s obligations to purchase vehicles under this 2008 Model Year Daily Rental Purchase Program Agreement at any time that GM or its subsidiary has performed its vehicle purchase obligations in all material respects with respect to eligible vehicles tendered by Avis Budget Car Rental, LLC and under the terms of GM or its subsidiary’s 2007 model year Purchase Programs.
      
      

      
     

20.  
      
Avis Budget Car Rental LLC agrees that it shall hold harmless General Motors Corporation, its subsidiaries, affiliates, or agents from any and all liabilities arising from making available auctions which it may sponsor, promote, organize, or otherwise create as a facility for sale of vehicles by an authorized auctioneer for the benefit of Avis Budget Car Rental LLC, except for the gross negligence or intentional misconduct by any of the indemnified parties.
      
      

      
      

MODEL YEAR 2009 THROUGH 2011
 
 
 This letter also confirms the Agreement reached between Avis Budget Car Rental, LLC and GM regarding Avis Budget Car Rental, LLC’s purchase or lease of GM vehicles for model year 2009 through 2011.  The details of this Agreement are as follows:
      

      
      

 
  
21.  
      
GM shall extend the terms and conditions of GM’s 2008 Model Year Daily Rental Purchase Program (refer Attachments 1, 1A and 1B) for model year 2009.  GM reserves the right to place “new” models (as defined by GM) on any of the four (4) 2008 MY purchase percentage tiers or create a new tier.  Additionally, GM reserves the right to shift vehicles only to higher percentage tiers, (e.g. shift from tier 1 to tier 2, thus lowering ABG’s vehicle depreciation cost).
 
GM reserves the right to revise depreciation rates in Attachment 1, 1A, 1B, and 3A in the 2009 through 2011 model year.
      
      

      
  
 
22.  
      
GM shall commit to Avis Budget Car Rental, LLC the availability of daily rental vehicles under any or all of the following purchase programs, VX7, VN9, YT1 for model years 2009 through 2011. GM and Avis Budget Car Rental, LLC agree that all volumes purchased under the VX 7 program will be combined with VN9 and YT1 volumes toward the overall volume commitment, and for model year volume bonus payments.
      
      

      
      

23.  
      
GM agrees that Avis Budget Car Rental, LLC may purchase or lease from GM dealers of its choice a minimum of [REDACTED]vehicles in the 2009 Model Year, [REDACTED]vehicles in the 2010 Model Year and [REDACTED]vehicles in the 2011 Model Year.
      
      

      
      


 
      
 

      
      
 
      
      



24.  
      
GM and Avis Budget Car Rental, LLC agree that vehicle mix and production timing provided to Avis Budget Car Rental, LLC in Model Year 2009 through Model Year 2011 will be mutually satisfactory to both parties. GM and Avis Budget Car Rental, LLC also agree that the volume and mix of vehicles within the purchase categories, VX7, VN9 and YT1 will also be mutually satisfactory to both parties.
      
      

      
      

25.  
      
During the term of this Agreement, provided GM can meet Avis Budget Car Rental, LLC’s Fleet Purchase requirements, Avis Budget Car Rental, LLC agrees that in all Avis brand advertising and promotional materials, which Avis Budget Car Rental, LLC undertakes for future model years, Avis will feature only General Motors products where any vehicle is featured or promoted as defined and outlined for the 2008 model year in Paragraph 13.  Accordingly, Avis Budget Car Rental, LLC agrees to allow such space in Avis advertising and include such tag lines as is in accordance with the custom of the trade and industry.  In exchange, GM will provide Avis Budget Car Rental, LLC with a base sum of [REDACTED]for [REDACTED]units in model year 2009, a base sum o
f [REDACTED]for [REDACTED]units in model year 2010 and a base sum of [REDACTED]for [REDACTED]units in model year 2011 .  Should ABG choose to reduce purchase volume below [REDACTED]units in model year 2009 and [REDACTED]units in model year 2010, the base sums will be maintained on a per unit basis [REDACTED]for the lower volumes purchased. Final incentives will be negotiated for each model year.  These sums are in addition to any incentives due under the terms and conditions of GM’s Model Year Daily Rental Fleet Programs, if any are available.
      
      

      
    

26.  
      
General Motors is hereby notified that Avis Budget Car Rental, LLC” and its subsidiaries, AESOP Leasing L.P. (“AESOP Leasing”), Avis Rent A Car System, LLC. (“Avis”) and Budget Rent A Car System, Inc. (“Budget”), have engaged AESOP Exchange Corporation as a qualified intermediary (“QI”) for the purpose of facilitating a like kind exchange program under Section 1031 of the Internal Revenue Code of 1986, as amended.  As such, Avis Budget Car Rental, LLC, AESOP Leasing, Avis and Budget have assigned to AESOP Exchange Corporation, acting in its capacity as QI, all of their rights, but not their obligations, in any existing manufacturer purchase agreements they may have with General Motors either for the purchase of replacement vehicles or after a qualifier term of use for the 
purchase of relinquished vehicles.  This notification will apply to either all future purchases of replacement vehicles or the purchases of relinquished vehicles unless specifically excluded in writing.
      
      

      
      

27.  
      
This Agreement is confidential between the Parties (Avis Budget Car Rental, LLC and GM) and is intended for the sole use of Avis Budget Car Rental, LLC and GM.  This Agreement may not be disclosed to any person, other than a party’s parent, subsidiaries, AESOP Leasing, and their respective outside counsel and accountants and interested financial institutions and the SEC, except as required by legal process without the consent of the other Party. In the event of legal process, the Party served shall notify the other Party or Parties to allow them sufficient time to interpose legal objections to disclosure.
      
      

      
      

28.  
      
Selected General Motors vehicles are equipped with OnStar.  For details regarding notification of OnStar equipment and services, please refer to Attachment 8. Avis Budget Car Rental, LLC agrees to print the language contained in Attachment 8 in its rental contract at the next major printing of new contracts after the signing of this agreement.
      
      

      
      


 
      
 

      
      
 
      
      


 
 
 
 This agreement shall in all respects be interpreted, enforced and governed under the laws of the state of Michigan, without regard to the conflicts of law and principles there of.
 
This letter represents the sole Agreement, regarding the subjects herein, between Avis Budget Car Rental, LLC and GM and can be m
odified only in a writing executed by an authorized representative of each of the Parties.
 
On behalf of the General Motors’ Car and Truck Divisions, I would like to express my appreciation for your business and hope this Agreement will continue to strengthen our business relationship.
 
Please return a copy of this letter acknowledging your agreement to the above.
      
      

      
      
      
 

Very truly yours,



/s/ Brian McVeigh
Brian McVeigh
General Manager
Fleet & Commercial Operations

Acknowledged and Agreed
Avis Budget Car Rental, LLC .



By:/s/ Edward Gitlitz                                                                           Date: October 15, 2007
Edward Gitlitz      
      
Senior Vice President – Fleet Services, Avis Budget Car Rental, LLC 

 


 
      
 

      
      
 
      
      

                     
 
Attachments Key
 

 

Attachment 1                                           2008 MY Long Term VN9 – Daily Rental Purchase Program Guidelines
Attachment 1A                                           VN9 Tier Table
Attachment 1B                                           VN9 Depreciation Rate Table
Attachment 1C                                           VN9 Return Guidelines
<
font style="DISPLAY: inline; FONT-SIZE: 10pt; FONT-FAMILY: Times New Roman;">Attachment 1D                                           VN9 Minimum Equipment Requirements

Attachment 2                                           VN9 Program Volume and Incentives

Attachment 3                                           2008 MY Short Term YT1 – Daily Rental Purchase Program Guidelines
Attachment 3A                                           YT1 Depreciation Rate Table
Attachment 3B                                           YT1 Minimum Equipment Requirements
Attachment 3C                                           YT1 Return Guidelines

Attachment 4                                           Reclassification Program Guidelines
Attachment 4A                                           Reclassification Program Incentives

Atta
chment 5                                           2008 MY Risk VX7 – National Fleet Risk Purchase Program Guidelines
Attachment 5A                                           VX7 Minimum Equipment Requirements

Attachment 6                                           VX7 Program Volume and Incentives

Attachment 7                                           Advertising and Promotion

Attachment 8
                                           Onstar



 
      
 

      
      
 
      
      

Attachment 1

             
 
GENERAL MOTORS CORPORATION
2008MY LONG-TERM VN9 - DAILY RENTAL PURCHASE PROGRAM GUIDELINES

 1.
      
PROGRAM NAME AND NUMBER:
      
      

      
    
 
      
2008 Model Year Long-Term Daily Rental Purchase Program for Daily Rental Operators\
Program Code:  VN9
      
Program No. 01-08GRP0-3
      
      
      

      
     

 2.
      
PROGRAM DESCRIPTION:
      
      

      
   
 
      
To provide General Motors dealers purchase information on selected 2008 model year passenger cars and light duty trucks sold and delivered by GM dealers to qualified daily rental operators and eligible for purchase by General Motors in accordance with the guidelines herein.
      
      

      
     
 
      
This program contains the following attachments:
      
      

      
     
Attachment 1A:
Attachment 1B:
Attachment 1C:

Attachment 1D:
      
      
      
      
Model Tier Level
Vehicle Depreciation Rates
      
GM 2007CY Daily Rental Guaranteed Residual Program Process, Procedures, And Return Standards
      
Required Minimum Equipment Levels
      
      
      

      
       

 3.
      
PROGRAM ALLOWANCES:
      
      

      
   
 
      
The purchase amount shall be calculated as a percent of dealer invoice including freight.  The purchase percentage varies month by month and is determined by the month the vehicle is returned to and accepted by General Motors in accordance with GM2007CY Daily Rental Guaranteed Residual Program Process, Procedures, And Return Standards (Attachment “1C”).
      
      

      
      
 
 
      
-
      
Vehicles are assigned into one of the four tier groups.  (Refer Attachment "1A" for tier composition and Attachment "1B" for respective tier monthly purchase percentage).
      
      

      
     
 
      
-
      
The daily purchase rate equals the change in the monthly rate divided by the number of calendar days for that month.
      
      

      
   
 
      
-
      
Depreciation from capitalized cost will be based on specific purchase percentages of dealer invoice, scaled by vehicle assignment into one of four tier groups.  Purchase percentages vary by month of return to and acceptance by GM (out-of-service date as described in Attachment “1B”).
      
      

      
     
 
      
-
      
In-service date shall be five (5) days following the expiration in-transit date as shown on the factory invoice.
      
      

      
     

 
      
 

      
      
 
      
      

 
 
Attachment 1
      
 
      
-
      
Out-of-service date shall be the date the vehicle is returned to an approved GM turn-in site provided the rental company meets all program parameters and completes the sign-off procedures.
      
      

      
      
 
      
      
 
      
Units in the program are ineligible for the following:
      
      

      
     
 
      
-
      
Vehicles are not eligible for Preferred Equipment Group (P.E.G.)/Option package discounts.
      
      

      

 
      
-
      
Ineligible Models:  Van Conversions (including Hi-Cube and Step-Van), Full Size Cargo Vans, Hummer H1, Saturn Astra, and Select Saab Models.
      
      

      
     
 
      
-
      
Vehicles delivered from dealer inventory are not eligible for enrollment in the 2008 Daily Rental Purchase Program.
      
      

      
      

4.
      
ORDER/ DELIVERY/IN-SERVICE/PRODUCTION PERIOD:
      
      

      
      
 
      
Order - beginning with announcement of the 2008 model year program and ending when dealers are notified that 2008 model year orders are no longer being accepted.
      
      

      
               All Orders must be received under the FDR order type.

 
      
Delivery, In-Service, Production - 2008 model year.
      
      

      
      
 
      
Delivery must be reported as 020 – Daily Rental Delivery type
      
      

      
      
 
      
IMPORTANT - Acceptance of an order on any vehicle line does not constitute a commitment to build or to build in a requested time frame.
      
      

      
   
 
      
Minimum In-Service Period - None.
      
      

      
      
 
      
Maximum In-Service Period - 24 months or July 31, 2010 (which ever occurs first).
      
      

      
      
 
      
Mileage Requirements:
      
      

      
      
 
      
-
      
No maximum mileage limitations.
      
      

      
      
 
      
-
      
Refer to Attachment “1B” for excess mileage penalties.
      
      

      
      

 
      
All units to be purchased by General Motors Corporation under this program must be returned and accepted by July 31, 2010.  Non-returned vehicles must remain in service a minimum of six (6) months (180 days) from in-service date as noted on page 1 of these program guidelines.  GM reserves the right to audit the rental company to ensure compliance with the minimum six (6) month in-service requirement.  Frame, fire and/or water damaged vehicles which are ineligible for purchase have no minimum in-service period.  Documentation on these vehicles must be retained on file for audit purposes.
      
      

      
      

5.
      
ELIGIBLE MODELS/REQUIRED OPTIONS AND/OR ORDER TYPES:
      
      

      
 
 
      
All new and unused 2008 General Motors models, specified on Attachment "1A", with required minimum factory installed equipment levels specified (see “2008 VN9 MY Minimum Equipment File” – Attachment 1D) and processing options ordered for qualified daily rental operators for use as daily rental vehicles and delivered by GM dealers.
      
      

      
   
 
      
All qualified fleet orders for eligible models received from dealers must contain a valid fleet order type - FDR.
      
      

      
     

 
      
 

      
      
 
      
      

Attachment 1
      
 
      
Ordering Instructions:  All purchase orders must contain fleet processing option VN9 and your customer UPC processing code.  Vehicles must be ordered with minimum option requirements specified (see Attachment 1D).
      
      

      
      
 
      
Dealer must take full responsibility for including the proper processing option on all orders.  Should errors occur in the ordering of vehicles, resulting in diversions or reinvoicing, the dealer may be charged an administrative fee.
      
      

      
    
 
      
All qualified fleet orders for eligible models received from the dealer must contain the Fleet Account Number (GM FAN) of record and account name.
      
      

      
 
      
The ordering entity is responsible for checking dealer order acknowledgements to verify accuracy of order submitted.
      
      

      
 
 
      
Dealer orders currently on hand or in the system that qualify under this program, unless they do not contain the appropriate processing options, can be amended or canceled and reordered if they have not been released to production.  This is the ordering dealer's responsibility.
      
      

      
    
 
      
Fleet orders submitted with Fleet Processing Option VN9 and incompatible retail incentive options will be rejected with an error message.
      
      

      

 
      
Colors Not Eligible for Purchase - Refer mandatory optional equipment (See Attachment 1D).
      
      

      
   
 
      
Required Options - Processing Option VN9 and your customer assigned UPC processing code must be ordered by the dealer on purchase vehicles to be enrolled in the 2008 Model Year Long-Term Daily Rental Purchase Program.  Processing Option VN9 will provide a net invoice - less holdback.
      
      

      
 

 6.
      
COMPATIBLE INCENTIVE/ALLOWANCE PROGRAMS:
      
      

      
   
 
      
Vehicles enrolled in the 2008 Model Year Long-Term Daily Rental Purchase Program are not eligible for any other fleet/retail program, including, but not limited to, the Dealer Fleet Ordering Assistance Program (VQ), and any General Motors Dealer Rent A Car program.
      
      

      
    

 7.
      
METHOD OF APPLICATION:  Not Applicable.
      
      

      
      

 8.
      
METHOD OF PAYMENT:
      
      

      

 
      
Check to title holder or financial institution upon receipt and clearance of proper paperwork at an approved GM turn-in site and General Motors Corporation.
      
      

      
 
 
      
Purchase payment is made in the form of a check to the title holder or financial institution at the address shown on the title, or address information received in the form of a RAVE record, unless prior arrangements are made.
      
      

      
     
 
      
The Payment Modification System (PMS) provides an effective method to redirect purchase checks to lending institutions as co-payee with the titled owner.
      
      

      
     
 
      
If a lender and a daily rental operator desire co-payee/redirection, please direct requests for additional information in writing to:
      
      

      
     

 
 
      
 

      
      
 
      
      
      
Attachment 1
       
 
ACS    
1225 W. Washington 
Suite 300
Tempe, Az.  85281-1210 
      
 
Yaw Asante
Ph# 602-797-5342
Fax 602-797-6551
Yaw.Asante@acs-inc.com
gmincentives@acs-inc.com
      
 
      

      
    
    

9.  
      
FINAL DATE FOR SUBMISSION OF APPLICATIONS AND RESOLUTION OF ALL APPLICABLE REJECTS:  Not Applicable
      
      

      
  
10.  
      
POLICY FOR CORRECTING VEHICLE PROGRAM STATUS:
      
      

      
      
 
      
Units are eligible to be moved from one program type to another upon submitted request to General Motors.  Based on verification and approval by General Motors, vehicles will be invoice adjusted in BARS to reflect a change in program enrollment.  BARS will electronically transmit an updated Enrollment Record to RIMS within 3 business days thereby acknowledging the change though out all General Motors systems.  For example, units can be moved from long-term tiered depreciation programs to short-term flat rate depreciation programs or vice versa.  Some examples of acceptable situations are errors due to GM VOMS order editing tables and customer/dealer order entry (Note:  Exa
mples listed are not intended to be an inclusive list of acceptable reasons for change.  Other reasons may also be valid). 
 
General Motors will make every effort to accommodate request to rectify errors in program status.  Unfortunately General Motors can not correct program status errors outside of its control.  It is the responsibility of the rental account to identify such problems and make request on a VIN detail basis prior to the vehicle entering the auction process.  Changes will not be considered after the vehicle has a valid Grounding Record in RIMS.
 
Request for program change on 2008 model year vehicles must be made prior to December 31, 2008 and 15 business days prior to a valid grounding record in RIMS.  No change will be considered on in-service vehicles outside of this policy.
      
      
      

      
     
 

11.  
      
OTHER PROGRAM GUIDELINES:
      
      

      
    
 
      
A.
      
This is the General Motors guideline regarding the definition of a "rental" vehicle:
      
      

      
      
 
      
"The bona fide rental of a vehicle involving use and payment by a customer on an hourly, daily, weekly, or monthly basis.  Usage of any such vehicle(s) by a customer for a period of four (4) consecutive months or longer shall be deemed to constitute leasing and not rental and will make the vehicle ineligible for purchase."
      
      

      

 
      
In the event a vehicle enrolled in the Daily Rental Purchase Program is found to be on-rent (lease) to a customer in excess of the above guideline, or if the customer consecutively rents multiple enrolled vehicles for an aggregate term of four (4) or more months, all vehicles involved in such transactions will not be considered rental and will be ineligible for purchase.  If necessary, General Motors will audit the rental company to ensure compliance with this guideline.
      
      

      
      
 
      
B.
      
All General Motors general guidelines and definition of terms relative to incentive programs (refer to General Motors Dealer Sales Allowance and Incentive Manual Articles 2 and 3) that were supplied to your dealership apply to this program.
      
      

      
      
 
      
 

      
      
 
      
      

Attachment 1
      

 
 
      
C.
      
All eligible units must be delivered to the ultimate customer through a General Motors dealership or a qualified drop-ship location.  Purchases or deliveries made through any other entity or individual are ineligible for payment.
      
      

      
     
 
      
D.
      
All deliveries to customers with a valid Fleet Account Number (GM FAN) must be reported as 020 Daily Rental fleet delivery regardless of order type.
      
      

      
    
 
      
E.
      
Failure to comply with these guidelines may result in the dealer being disqualified for future participation in fleet programs and terminations of dealer sales and service agreement(s).
      
      

      
     
 
      
F.
      
Orders not produced during the 2008 model production period will be canceled.  There are no provisions for dealers and/or rental customers to receive any allowance for canceled orders.
      
      

      
     
 
      
G.
      
Capitalized cost shall be calculated at dealer cost of base vehicle and optionalequipment, plus freight, less Hawaii excise tax and tire weight tax, if applicable.
      

      
           
      
 
      
H.
      
General Motors reserves the right to cancel, amend, revise, or revoke any program at any time based on its sole business judgments.  Final decisions in all matters relative to the interpretation of any rule or phase of this activity rests solely with General Motors.
      
      

      

      


 
      
 

      
      
 
      
      

Attachment 1


Attachment A
 
 
 
Attachment 1
2008 Model Year – Daily Rental Fleet Program
Tier Repurchase Program
      
      

      
    

Tier 1
      
 
Tier 2
      
 
Tier 3
      
 
Tier 4
      
      
 
 
 
 
 
 
 
      
Aveo
Astra
Cobalt
HHR
Vibe
Solstice
Sky
Aura
G5
G6
G6 Convertible
Classic
Malibu
Grand Prix
LaCrosse
VUE
Equinox
Torrernt
      
 
Impala
Express
Savana
H3
Uplander
Trailblazer
Envoy
Silverado
Sierra
SAAB 9-3
SAAB 9-3 Convt.
G8
      
 
Lucerne
Canyon
Colorado
Suburban
Yukon XL
Tahoe
Yukon
Escalade
H2
Arcadia
Outlook
Enclave
CTS
SAAB 9-5
SAAB 9-5 Convt.
Corvette
      
 
DTS
STS
SRX
      
      

      
      


 
      
 

      
      
 
      
      

Attachment 1

 
 
Attachment B
2008 Model Year – Daily Rental Fleet Program
Tier Repurchase Program

      
 

                
 
 
 Month Of 
Vehicle 
Return & 
Acceptance:
      
 
Avg.
 
INC.
2008 MY
 
Purchase
      
Inv.
 
 DFC
 
 
Percentages
      
 
 
 
 
      
 
Tier 1 %
      
Tier 2
%
      
Tier 3
%
      
Tier 4
%
      
Free Miles (1)
      
Excess Mileage
Penalty
      
Damage
Allowance (2)
      
      
July 2007
      
87.5
      
87.5
      
88.5
      
91.5
      
20,000
      
$0.20
      
400
      
      
Aug
      
87.5
      
87.5
      
88.5
      
91.5
      
20,000
      
$0.20
      
400
      
      
Sep
      
87.5
      
87.5
      
88.5
      
91.5
      
20,000
      
$0.20
      
400
      
      
Oct
      
87.5
      
87.5
      
88.5
      
91.5
      
22,500
      
$0.20
      
400
      
      
Nov
      
86.5
      
86.5
      
87.5
      
90.5
      
22,500
      
$0.20
      
400
      
      
Dec
      
85.5
      
86.5
      
87.5
      
90.5
      
22,500
      
$0.20
      
400
      
      

      

      
Jan 2008
      
84.5
      
85.5
      
86.5
      
89.5
      
25,000
      
$0.20
      
400
      
      
Feb
      
82.5
      
84.5
      
85.5
      
88.5
      
25,000
      
$0.20
      
400
      
      
Mar
      
81.5
      
83.5
      
85.5
      
88.5
      
25,000
      
$0.20
      
400
      
      
Apr
      
80.5
      
82.5
      
84.5
      
87.5
      
27,500
      
$0.20
      
400
      
      
May
      
79.5
      
81.5
      
83.5
      
86.5
      
27,500
      
$0.20
      
400
      
      
June
      
78.5
      
80.5
      
82.5
      
85.5
      
29,250
      
$0.20
      
400
      
      

      

      
July
      
79
      
80
      
82
      
85
      
29,250
      
$.025
      
400
      
      
Aug
      
77
      
79
      
81
      
84
      
29,250
      
$.025
      
400
      
      
Se[
      
75
      
78
      
80
      
83
      
29,250
      
$.025
      
400
      
      
Oct
      
75
      
77
      
79
      
82
      
29,250
      
$.025
      
400
      
      
Nov
      
75
      
77
      
78
      
81
      
29,250
      
$.025
      
400
      
      
Dec
      
75
      
77
      
77
      
80
      
29,250
      
$.025
      
400
      
      

      

      
Jan 2009
      
76
      
77
      
77
      
80
      
31,000
      
$0.25
      
400
      
      
Feb
      
75
      
76
      
77
      
80
      
31,000
      
$0.25
      
400
      
      
Mar
      
74
      
75
      
76
      
79
      
31,000
      
$0.25
      
400
      
      
Apr
      
73
      
74
      
75
      
78
      
33,000
      
$0.25
      
400
      
      
May
      
72
      
73
      
74
      
77
      
33,000
      
$0.25
      
400
      
      
June
      
71
      
72
      
73
      
76
      
33,000
      
$0.25
      
400
      
      

      

      
July
      
69
      
70
      
71
      
74
      
35,000
      
$0.35
      
400
      
      
Aug
      
68
      
69
      
70
      
73
      
35,000
      
$0.35
      
400
      
      
Se[
      
67
      
68
      
69
      
72
      
35,000
      
$0.35
      
400
      
      
Oct
      
67
      
68
      
68
      
71
      
37,500
      
$0.35
      
400
      
      
Nov
      
66
      
67
      
68
      
70
      
37,500
      
$0.35
      
400
      
      
Dec
      
66
      
67
      
68
      
70
      
37,500
      
$0.35
      
400
      
      

      

      
Jan 2010
      
66
      
67
      
68
      
69
      
40,000
      
$0.35
      
400
      
      
Feb
      
64
      
66
      
67
      
68
      
40,000
      
$0.35
      
400
      
      
Mar
      
62
      
64
      
64
      
65
      
40,000
      
$0.35
      
400
      
      
Apr
      
60
      
63
      
63
      
64
      
42,500
      
$0.35
      
400
      
      
May
      
58
      
61
      
61
      
63
      
42,500
      
$0.35
      
400
      
      
June
      
56
      
59
      
61
      
62
      
42,500
      
$0.35
      
400
      
      
July
      
52
      
55
      
56
      
61
      
42,500
      
$0.35
      
400
      
      

      

(1)  $0.20 - $0.35 excess mileage penalty   

    

(2) Up to a $200 service fee on units in excess of guidelines

 
Major Program Features
 
-  100% Purchase Program
 
-  Purchase amount calculated as percent of Capitalized Cost  based on month of return to & acceptance by GM

-  The daily purchase rate equals the monthly rate difference divided by the number of days in that month
 
-  No Minimum In-Service 24 Month Maximum in-Service

-  No Maximum Mileage Limitations 
Effective date of mileage change is the first day of the month

-  Out-of-stock vehicles not eligible

-  P.E.G. discounts not available

-  All units to be purchased by  General Motors must be returned and accepted by:
  2007 Models - July 31, 2009
  2008 Models - July 31, 2010

 
      
 

      
      
 
      
      
      
 
Attachment 1C and 3C
    

GENERAL MOTORS 2007 CALENDAR YEAR
DAILY RENTAL GUARANTEED RESIDUAL PROGRAM
TURN-IN STANDARDS and PROCEDURES
Effective for all vehicles inspected and accepted on or after March 19, 2007
    

 Table of Contents     
 
 
 Page 
      
I. General Condition Standards
      
 
 
2
      
      
A. Vehicle Return Requirements
      
 
 
2
      
      
B. Title, Registration, Tax, VIN Plate
      
 
 
3
      
      
C. Collision Damage
      
 
 
4
      
      
D. Damage Allowance, Existing Damage, Previous Repairs
      
 
 
5
      
      
E. Vehicle Maintenance
      
 
 
6
      
      
II.  Normal Wear and Tear
      
 
 
6
      
      
A. Glossary
      
 
 
7
      
      
B. Sheet Metal and Paint
      
 
 
7
      
      
C. Convertible Tops
      
 
 
7
      
      
D. Front and Rear Bumpers
      
 
 
8
      
      
E. Tires
      
 
 
9
      
      
F. Wheels, Covers and Aluminum Wheels
      
 
 
9
      
      
G. Vehicle Lighting
      
 
 
10
      
      
H. Interior Soft Trim and Carpets
      
 
 
10
      
      
I.  Carpet Retainers / Sill Plates
      
 
 
10
      
      
J. Vehicle Glass
      
 
 
10
      
      
III.  Original Equipment, Aftermarket Equipment and Accessories
      
 
 
11
      
      
IV.  Missing Equipment Program (MET)
      
 
 
11
      
      
V.  Vehicle Integrity
      
 
 
12
      
      
VI. Litigation Liability
      
 
 
12
      
      
VII. General Turn-In Procedures
      
 
 
13
      
      
A.  Forecast
      
 
 
13
      
      
B.  Delivery
      
 
 
13
      
      
C.  Inspection
      
 
 
13
      
      
D.  Reviews
      
 
 
14
      
      
E.  Acceptance
      
 
 
15
      
      
F.  Payments
      
 
 
15
      
      
G.  Rejects
      
 
 
16
      
      
H.  Other
      
 
 
16
      
      
VIII.  Permanently Rejected Vehicles
      
 
 
17
      
      
IX.  Miscellaneous Items
      
 
 
17
      
      
A.  General Return Facility Guideline
      
 
 
17
      
      
B.  Holidays
      
 
 
17
      
      
C.  Contact Information
      
 
 
18
      
      
X.  Exhibits
      
 
 
 
      
A. Vehicle Categories
      
 
 
19
      
      
B.  PDR Process and Limitations
      
 
 
20
      
      
C.  MET Program Price List/ Misc. MET Item
      
 
 
21
      
      
D.  Mid – Rail and Engine Cradle Damage Definitions
      
 
 
24
      
      
E.  GM Authorized Return Locations
      
 
 
26
      
      
F.  GM Approved 2007 Replacement Tire Tables
      
 
 
30
      
      
G.  MET Tire Program
      
 
 
31
      
      
H.  GM Windshield Glass Manufacturers
      
 
 
32
      
      
I.  Title Shipping and Handling Procedure
      
 
 
33
      
      
J.  Aluminum Wheel Repair
      
 
 
34
      
      
K.  Commonly Used Damage Charges
      
 
 
36
      
      

      
     
    

 
      
 

      
      
 
      
      

 
Attachment 1C and 3C

GENERAL MOTORS 2007 CALENDAR YEAR
DAILY RENTAL GUARANTEED RESIDUAL PROGRAM
TURN-IN STANDARDS and PROCEDURES
Effective for all vehicles inspected and accepted on or after March 19, 2007