Avis 2008 Annual Report Download - page 39

shares. In the event of any change in corporate capitalization, any reorganization of our company or a similar event, shares subject to
outstanding options, the exercise price of outstanding options and the number and type of shares remaining to be made subject to options
under this plan may be adjusted or substituted for, as the Compensation Committee or Board may determine. The terms and conditions of
options granted under this plan are to be determined by the Compensation Committee, provided that the exercise price of an option may not
be less than the fair market value of the shares covered thereby on the date of grant. Each option granted under this plan will become
immediately exercisable upon a “change-of-control transaction” (as defined in the plan). Unless otherwise determined by the Compensation
Committee, following termination of employment, options granted under this plan generally will remain exercisable, to the extent
exercisable at the time of termination, for one year (two years, in the case of retirement, death or disability).
1997 Employee Stock Plan . This plan provides for the grant of awards of stock options, stock appreciation rights and restricted stock to our
employees and affiliates. Shares issued pursuant to awards granted under this plan may be authorized and unissued shares or treasury shares.
In the event of any change in corporate capitalization, any reorganization of our company or a similar event, shares subject to outstanding
awards, the exercise price of outstanding options and the number and type of shares remaining to be made subject to awards under this plan
may be adjusted or substituted for, as the Compensation Committee or Board may determine. The terms and conditions of awards granted
under this plan are to be determined by the Compensation Committee, provided that the exercise price of an option may not be less than the
fair market value of the shares covered thereby on the date of grant. Under this plan, stock appreciation rights may be granted only in
tandem with an option, and will be cancelled to the extent the related option is exercised or cancelled. The vesting of restricted stock awards
granted under this plan may be subject to the attainment of predetermined performance goals. Unless otherwise determined by the
Compensation Committee, following termination of employment, options and stock appreciation rights granted under this plan generally
will remain exercisable, to the extent exercisable at the time of termination, for one year (two years, in the case of retirement, death or
disability). Unless otherwise determined by the Compensation Committee, following termination of employment for any reason, shares that
are subject to restrictions under a restricted stock award will be immediately forfeited.
Issuer Purchases of Equity Securities
None.
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