Avis 2008 Annual Report Download - page 286

Any reference to the Limited Partnership Agreement made in any documents delivered pursuant thereto or in connection therewith shall be
deemed to refer to the Limited Partnership Agreement as amended or supplemented from time to time.
5
2.4
Section 3.3(b) of the Limited Partnership Agreement is hereby deleted in its entirety and replaced with the following:
“
(
b)
The balance of the STARS Limited Partner
’
s Capital Account shall not at any time exceed an amount equal to the sum of
$215,000,000 plus the aggregate Principal Amount of Bonds issued and outstanding by the STARS Limited Partner at the time of
determination. The balance of the Bay Street Limited Partner’s Capital Account shall not at any time exceed an amount equal to the
sum of $125,000,000 plus the aggregate Principal Amount of Bonds issued and outstanding by the Bay Street Limited Partner at the
time of determination.
”
2.5
Section 5.2(i) of the Limited Partnership Agreement is hereby deleted in its entirety and replaced with the following:
“
(
i)
The General Partners shall ensure that at all times (i) at least 50% of the Partnership Vehicles are Partnership Program Vehicles,
(ii) no more than 20% of the Partnership Vehicles are manufactured by Hyundai, no more than 5% of the Partnership Vehicles are
manufactured by Kia and no more than 5% of the Partnership Vehicles are manufactured by Mazda, (iii) no more than 5% of the
Partnership Vehicles in the aggregate, and no more than 2% of such vehicles on an individual Manufacturer basis, are manufactured
by Manufacturers (or, in the case of the 2% threshold, any one Manufacturer) other than Chrysler, Ford, GM or another Eligible
Manufacturer, Hyundai, Kia, Mazda, Nissan or Toyota, (iv) no more than 1% of the Partnership Vehicles are service vehicles, (v) no
more than 1% of the Partnership Program Vehicles have been purchased from either a Nissan or Toyota Approved Dealer which has
entered into a Repurchase Agreement pursuant to which such Vehicles may be repurchased, (vi) no more than 10% of the Partnership
Vehicles are Used Vehicles, (vii) no Partnership Vehicle that is a Used Vehicle has mileage of more than 90,000 kilometres, and
(viii) the average Original Book Value of each of the Partnership Vehicles is not more than $40,000 ; for the purposes of this
subsection 5.2(i), any reference to a particular percentage of Partnership Program Vehicles or Partnership Vehicles is a reference to a
percentage of the aggregate of (i) the Current Book Value of such Vehicles and (ii) the amount of receivables from Eligible
Manufacturers and Nissan and Toyota Approved Dealers then outstanding in respect of the repurchase of Partnership Program
Vehicles or Partnership Vehicles, as the case may be, pursuant to Repurchase Agreements with such Eligible Manufacturers and
Nissan and Toyota Approved Dealers.
”
3.
Other Documents
4.
Miscellaneous
(a)
With the exception of the foregoing amendments, the Limited Partnership Agreement shall continue in full force and effect,
unamended.