Avis 2008 Annual Report Download - page 162

ARTICLE II – DEFINITIONS
Wherever used herein, the following terms have the meanings set forth below, unless a different meaning is clearly required by the context:
(a) any one person, or more than one person acting as a group, acquires ownership of stock of the Company that, together with stock held
by such person or group, constitutes more than 50% of the total fair market value or total voting power of the stock of the Company;
(b) any one person, or more than one person acting as a group, acquires (or has acquired during the twelve-month period ending on the
date of the most recent acquisition by such person or persons) ownership of stock of the Company possessing 30% or more of the total
voting power of the stock of the Company;
(c) a majority of members of the Company’s Board of Directors is replaced during any twelve-month period by directors whose
appointment or election is not endorsed by a majority of the members of the Company’s Board of Directors before the date of the
appointment or election; or
(d) any one person, or more than one person acting as a group, acquires (or has acquired during the twelve-month periods ending on the
date of the most recent acquisition by such person or persons) assets from the corporation that have at total gross fair market value equal
to more than 40% of the total gross fair market value of all of the assets of the Company immediately before such acquisition or
acquisitions.
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2.1
Account
means, for each Participant, the account established for his or her benefit under Section 5.1.
2.2
Beneficiary
means the person(s) or entity designated by the Participant in accordance with the provisions of Article VII to receive
benefits under the Plan as a result of a Participant
’
s death.
2.2
Board
means the Board of Directors of the Company.
2.3
Change of Control
means the date on which:
2.4
Code
means the Internal Revenue Code of 1986, as amended from time to time. Reference to any section or subsection of the Code
includes reference to any comparable or succeeding provisions of any legislation which amends, supplements or replaces such section or
subsection.
2.5
Committee
means a Committee of one or more persons appointed by the Board to administer the Plan. In the absence of such
appointment, or if, due to resignation or other cause, no appointed members remain, the Board shall be the Committee.
2.6
Compensation
means a Participant’s annual base salary, annual bonus and commissions received from the Employer as compensation
for services.
2.7
Disabled or Disability
means the inability of a Participant to engage in any substantial, gainful activity by reason of any medically
determinable physical or mental impairment