Avis 2006 Annual Report Download - page 250

2.6. Lessor’s Right to Cause Vehicles to be Sold . (a) If a Lessee does not elect to purchase any Vehicle leased by it hereunder
pursuant to Section 2.5 , then:
(i) notwithstanding anything to the contrary contained herein, with respect to Program Vehicles leased hereunder, and subject
to Sections 13.2 and 2.5 , the Lessor shall have the right, at any time following the date ninety (90) days prior to the expiration of the
Maximum Term for such Program Vehicle, to require that such Lessee or another Person designated by the Lessor, which Person’s
compensation will be payable solely from the proceeds from the sale of such Vehicle, exercise commercially reasonable efforts to arrange
for the sale of such Vehicle to a third party for the Vehicle Purchase Price with respect to such Vehicle, in which event such Lessee or
such other designated Person shall, until not later than the date thirty (30) days prior to the expiration of such Maximum Term, exercise
commercially reasonable efforts to arrange for the sale of such Vehicle to a third party for a price (as reduced by the amount of
compensation to be paid to any such other designated Person) equal to or greater than the Termination Value thereof. If a sale of such
Program Vehicle is arranged by such Lessee or such other designated Person prior to such date thirty (30) days prior to the expiration of
such Maximum Term, then (i) such Lessee or such other designated Person shall deliver such Vehicle to the purchaser thereof, (ii) such
Lessee or such other designated Person shall cause to be delivered to the Lessor the funds paid for such Vehicle by the purchaser and
(iii) the Administrator shall request the Trustee to cause its Lien to be removed from the Certificate of Title for such Vehicle. If such
Lessee or such other designated Person is unable to arrange for a sale of such Vehicle prior to such date thirty (30) days prior to the
expiration of such Maximum Term, then such Lessee or such other designated Person shall cease attempting to arrange for such a sale
and such Lessee shall return or cause to be returned such Vehicle in the manner provided in Section 13.2(b) (and, if so requested by such
Lessee, the Lessor shall cooperate with the Lessee to effect any such return in accordance with the provisions of the Master Exchange
Agreement). If a Lessee shall fail to satisfy any provision of Section 13.2(a)(y) or 13.2(b) , then such Lessee shall pay within five
(5) days after the Vehicle Finance Lease Expiration Date the amount of the Termination Value of such Vehicle immediately prior to such
Vehicle Finance Lease Expiration Date (rather than the Residual Value Payment required by Section 2.6(c) ); and
(ii) with respect to Non-Program Vehicles leased hereunder and subject to the exercise of each Lessee’s rights under
Section 2.5 , each Lessee shall use commercially reasonable efforts to arrange for the sale of each Non-Program Vehicle leased by such
Lessee hereunder to a third party for the Vehicle Purchase Price with respect to such Vehicle on or prior to the date that is the last
Business Day of the month that is eighteen (18) months after the month in which the Vehicle Finance Lease Commencement Date occurs
with respect to such Vehicle. In no event may any Vehicle be sold pursuant to this Section 2.6(a)(ii) unless the funds to be paid to the
Lessor with respect to such Vehicle (net of any disposition expenses but including any Non-Program Vehicle Special Default Payments)
equal or exceed the Termination Value of such
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