gm-agreement.htm


                            

    
	 

      	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:

    
      	This
              letter will confirm the agreement (“Agreement”) reached between Avis
              Budget Car Rental, LLC and General Motors (“GM”) regarding Avis
              Budget Car Rental, LLC’s  (“ABG”) purchase or lease of GM
              vehicles for model year 2008.  The details of this Agreement are
              as follows: 
              
                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.

      


      

    
    
      
        	 	
                 

                Model
                  Year

                Bonus

              	
                 

                Volume

                08MY

              	
                08MY

                Order

                Bonus

              	
                08MY

                Order
                  Bonus

                ($/Unit)

              
	 	
                 

                Orders
                  placed

                in
                  VOMS

                by
                  April 16, 2008

                 

              	 	
                 

                 

                [REDACTED]

              	 


      

    

    


      

      
      
 
	 

      	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 September 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 calculation 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 transmission 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 (Trade 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 (“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  Agreement;
 
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 Agreement;
 
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 of [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 modified 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
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


Attachment 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:  Examples 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

      
    
    
	 

      	The interpretation of these Guidelines is solely the discretion of General Motors Corporation (or “GM”).

      



	 

      	The Daily Rental Guaranteed Residual Program is available to the major rental accounts (Vanguard, Avis, and Hertz), including its eligible affiliates as agreed to in writing by GM, a  “Major Daily Rental Company”.  Under the Daily Rental Guaranteed Residual Program, vehicles will continue to be returned by a Major Daily Rental Company to an approved GM turn-in site where they will be inspected and accepted by GM for inclusion in the Daily Rental Guaranteed Residual Program. 

      

 
	 

      	 Notwithstanding anything contained in this Attachment 1C and 3C and the 2007MY Daily Rental Purchase Program, all vehicles turned-in by a Major Daily Rental Company to GM under the Daily Rental Guaranteed Residual Program will continue to be owned by such Major Daily Rental Company and such Major Daily Rental Company shall continue to be the legal owner of such vehicles until the earlier to occur of the sale of such vehicles to automotive dealers or the sale to GM through transfer to the Daily Rental Acquisition Program.  Prior to any such sale, possession of such vehicle and its title is not intended to and does not constitute transfer of legal title to or an ownership interest of any kind in such vehicle. 

      

      




      

      

      

      

      
   
    
	I.  

      	GENERAL CONDITION STANDARDS

      

           


    
	A.

      	Vehicle Return Requirements

      

  

    
    
	1.  

      	Vehicle must be returned washed and vacuumed.  Vehicles with dirty interiors including newspapers, cups and other trash will be charged a $35 Dirty Interior MET Fee.

      


   

    
    
	a.  

      	The dirty interior charge will be used when the interior of the vehicle is littered with trash.  Excessive trash in the vehicle such as cups, bottles, newspapers, food bags, roadmaps, etc that would hinder interior inspection would be assessed the $35.00 dirty interior MET charge.

      


      

    
    
	b.  

      	One of the following items will be allowed at no charge, 1) gum wrapper 2) Plastic bottle / bottle cap 3) straw or straw wrapper.

      



 
    
	c.  

      	General Motors’ expectation of a vehicle’s condition, when returned by the rental company, is that it will be in the same condition as it is when provided to a rental customer.

      



  
    
	d.  

      	This modification is on a pilot bases only, and will be reviewed periodically for behavior that requires return to the original Dirty Interior Guideline.

      




    
    
	2.  

      	Vehicles with an exterior that is too dirty to inspect will be gate released to the rental account for washing.  When the vehicle is returned and inspected a $75.00 re-inspection fee will be charged.

      



  
    
	3.  

      	Vehicles must have a minimum 1⁄4 tank of gasoline with the exception of Hawaii vehicles, which cannot exceed a 1⁄4 tank of gasoline.

      



     
    
	4.  

      	Emission labels are required to be in place and legible on all vehicles returned to General Motors.  Vehicles without an emission label will be Currently Ineligible and gate released to the rental account.  A $75.00 re-inspection fee will be charged when the vehicle is repaired and returned.

      


      

    
    
	5.  

      	Vehicles must have two (2) sets of keys, all owner manuals, floor mats, and programmed keyless remotes/key fobs and all other remotes, included as original equipment.

      


         

    
    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

    



    
    
      
 

      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

      


    
      	
              6.  

            	
              General
                Motors Vehicles store the vehicle mileage in one of two locations,
                either
                the vehicle’s Instrument Cluster or the Body Control Module,
                BCM.  Vehicles with the mileage stored in the BCM can be
                restored using the Tech 2 scan tool and a code supplied by GM Techline,
                refer to the appropriate GM Shop Manual for complete
                instructions.  Rental accounts with General Motors Warranty
                In-shop facilities may be able to restore the mileage after a BCM
                replacement with the proper training and tools.  For vehicles
                with the mileage stored in the Instrument Cluster, the mileage will
                be
                restored by the AC Delco Service Center prior to returning the cluster
                to
                the customer.  Vehicle mileage restoration MUST be done
                at the time of the repair as the stored information must be recovered
                and
                transferred to the new / replacement part.  If any of the above
                repairs cannot be properly completed by the rental account’s service
                department, the vehicle must be taken to the appropriate GM dealer
                for
                repairs.  Vehicles with 0 mileage or a mileage statement will no
                longer be accepted for return to General
                Motors.

            


    

    
      	
              7.  

            	
              A
                vehicle must comply with all aspects of the applicable program parameter
                guidelines or it is not eligible for
                return.

            


    

    
      	
              8.  

            	
              Each
                vehicle and all accessories shall be in sound mechanical and electrical
                operating condition.  Repair of these items must be made prior
                to turn-in or the vehicle will be
                rejected.

            


    

    
      	
              9.  

            	
              All
                warranty and campaign claims should be completed prior to returning
                the
                vehicle to General Motors.  Failure to complete warranty and/or
                campaign claims may render the vehicle Currently Ineligible.  A
                $75.00 re-inspection fee will be charged when the vehicle is
                returned.  Vehicles released for warranty, mechanical or
                campaign repairs will not be required to repair existing body damage
                to
                bring the vehicle to $0.

            


    

    
      	
              10.  

            	
              Any
                vehicle equipped with supplemental inflatable restraints (S.I.R.)
                including driver, passenger or side airbags that have been deployed,
                missing or otherwise disconnected, must be replaced with the approved
                OEM
                replacement and must meet GM standards prior to
                turn-in.

            


    

    


    
      
        	
                
                  B.

                

              	
                Title,
                  Registration, Tax, VIN Plate

              


      

    

    
      	
              1.  

            	
              A
                vehicle submitted with a COV (Certificate of Origin for a Vehicle)
                or a
                branded title, is not eligible for return under the Daily Rental
                Guaranteed Residual Program.

            


    

    
      	
              2.  

            	
              All
                vehicles must have a valid and current registration.  State and
                local taxes must be paid prior to turn-back. The Major Daily Rental
                Company must comply with State regulations pertaining to proof of
                payment
                for State and local taxes.

            


    

    
      	
              3.  

            	
              The
                vehicle’s Vehicle Identification Number Plate (VIN) must be readily and
                completely readable and properly attached to the dash
                panel.  Any obstruction causing a portion of the plate to be
                covered is not acceptable.

            


    

    
      	
              4.  

            	
              The
                plate must be flush and secure with the rivets intact and
                tight.

            


    

    
      	
              5.  

            	
              The
                plate cannot be bent, cracked or torn and the rivets cannot be damaged
                in
                any manner.

            


    

    
      	
              6.  

            	
              Bent
                or loose VIN plates cannot be repaired or replaced.  General
                Motors cannot replace a VIN plate or the rivets used to attach it
                to the
                dash panel.

            


    

    
      	
              7.  

            	
              VIN
                plates not meeting these criteria will render the vehicle Permanently
                Ineligible for this Program.

            


    

     

    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

    


    


    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

    


    


    
      	
              8.  

            	
              Titles
                for all turn-in vehicles for the Major Daily Rental Companies must
                be received by the SGS Title Center within three (3) business days of
                vehicle turn-in to the address shown below.  The vehicle turn-in
                date is considered the first day.  See Exhibit I for detailed
                title shipping instructions.

            


    

    SGS
      Title
      Center

    9805-C
      North Cross Center Court

    Huntersville,
      NC 28078

    Phone:   704-997-1082

    FAX:       704-997-1090

    


    
      	
              9.  

            	
              The
                Major Daily Rental Company must remove each vehicle at an auction
                or
                turn-in site if the title for such vehicle is not received within
                30 days
                of the turn-in date.  The vehicle will be Currently Ineligible
                and will be assessed a re-inspection fee if / when it is
                returned.

            


    

    
      	
              10.  

            	
              Titles
                for vehicles returned by a Major Daily Rental Company to GM under
                the
                Daily Rental Guaranteed Residual Program shall be delivered to SGS
                on
                behalf of such Major Daily Rental Company as owner, at the SGS Title
                Center in preparation of, and in order to facilitate, such sale on
                behalf
                of such Major Daily Rental Company.

            


    

    
      	
              11.  

            	
              The
                Major Daily Rental Companies, as owners of the vehicles, will provide
                Power of Attorney to the SGS Title Center and to auction companies
                designated by GM to facilitate the assignment of Major Daily Rental
                Company-owned vehicle titles to eligible automotive dealers or to
                GM.

            


    

    
      	
              12.  

            	
              SGS
                and approved Auction Companies shall assign and/or transfer Title
                to each
                such vehicle on behalf of the applicable Major Daily Rental Company
                only
                upon the sale of such vehicle to an automotive dealer or the purchase
                of
                such vehicle by GM following the transfer of such vehicle from the
                Daily
                Rental Guaranteed Residual Program to the Daily Rental Acquisition
                Program.

            


    

    
      	
              13.  

            	
              For
                vehicles sold to automotive dealers, the title will be assigned directly
                from the Major Daily Rental Company to automotive
                dealers.

            


    

    


    
      
        	
                
                  C.

                

              	
                Collision
                  Damage

              




    

    
      	
              1.  

            	
              The
                GM Disclosure Policy mandates that all prior damage and repairs must
                be
                electronically disclosed prior to turn back, excluding warranty repairs
                performed by the Major Daily Rental Company or a GM
                Dealer.

            


    

    
      	
              2.  

            	
              Collision
                damage must be disclosed and be supported by repair orders, if requested
                by the inspection provider on behalf of General
                Motors.

            


    

    
      	
              3.  

            	
              Repair
                orders must accurately reflect all work performed and include all
                associated repair costs.

            


    

    
      	
              4.  

            	
              The
                inspection provider, on General Motors behalf, will request a Repair
                Order
                when:

            


    

    
      	
              5.  

            	
              Previous
                repaired damage noted during the inspection does not agree with the
                disclosure.

            


    

    
      	
              6.  

            	
              The
                dollar amount disclosed appears too high or low based on the visual
                inspection.

            


    

    
      	
              7.  

            	
              The
                disclosed damage areas and the disclosed repair amount appear
                significantly out of line.

            


    

    
      	
              8.  

            	
              Requested
                repair orders must be received by the inspection provider within
                two
                business days of the request for the rental account to maintain their
                original turn in date.  Requested repair orders not
                received by the inspection provider within seven (7) business days
                will
                cause the vehicle to be deemed Currently Ineligible and must be gate
                released and

            


    

    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

    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

    


    


    removed
      from the yard until the repair order is available.  A $75.00
      re-inspection fee will be charged when the vehicle is returned with the
      requested repair order.

     

    
      	
              9.  

            	
              The
                electronic disclosure must be checked in the appropriate box (Yes
                or No),
                confirming or denying previous damage.  Failure to disclose
                previous damage at turn-in will be grounds for rejecting the vehicle
                (Refer to Section V - Vehicle
                Integrity).

            


    

    
      	
              10.  

            	
              Prior
                repairs cannot exceed $2,250 for Category 1 vehicles, $2,750 for
                Category
                2 vehicles, $3,250 for Category 3 vehicles and $4,250 for Category
                4
                vehicles.  These amounts exclude costs related to vehicle glass,
                tires, wheels and wheel covers, and Supplemental Inflatable Restraint
                (SIR) system components including air bags and other related major
                SIR
                parts such as modules, sensors and coils. “Loss of use charges” are also
                excluded. Vehicles exceeding these maximums are not eligible for
                turn-in.  See Exhibit A - Vehicle
                Categories.

            


    

    


    
      
        	
                
                  D.

                

              	
                Damage
                  Allowance, Existing Damage and Previous
                  Repairs

              


      



    
      	
              1.  

            	
              GM
                will absorb the cost of repairs on those vehicles returned with less
                than
                or equal to $400 existing damage. Non-chargeable and chargeable items
                will
                be listed on the AD006 (Vehicle Condition Report) with charged items
                only
                being priced and applied to the $400 damage allowance per
                vehicle.

            


    

    
      	
              2.  

            	
              GM
                will charge the Major Daily Rental Company for current damage in
                excess of
                the $400 damage allowance plus a service fee. The service fee will
                be
                applied as follows:

            


    

    
 

    
      
        	 	
                AMOUNT
                  IN EXCESS OF $400

              	 	
                SERVICE
                  FEE

              	 
	 	
                $0
                  TO $99.99

              	 	
                EQUAL
                  TO AMOUNT OVER $400

              	 
	 	
                $100.00
                  TO $1,099.99

              	 	
                $100

              	 
	 	
                $1,100.00
                  TO $1,599.99

              	 	
                $200

              	 


      

       

    

    
      	
              3.  

            	
              Vehicles
                with existing damage exceeding $2,000 are not eligible for
                return.

            


    

    
      	
              4.  

            	
              For
                "Poor Prior Repairs" valued at $500 or less, GM will accept the vehicle
                and charge the estimated repair cost to the Major Daily Rental Company
                under the MET program.

            


    

    
      	
              5.  

            	
              For
                “Poor Prior Repairs” valued at over $500, GM will consider the vehicle
                “Currently ineligible.”

            


    

    
      	
              6.  

            	
              If
                a vehicle is identified as “currently ineligible” as a result of a tire
                problem, unacceptable glass, inoperable item (e.g. light or horn)
                or other
                mechanical reason, such as warranty repair, GM will allow the unit
                to be
                gate released, repaired for these reasons only, returned and re-inspected
                without the Major Daily Rental Company having to repair the existing
                chargeable damages, regardless of dollar amount (over or under
                $400).  The $75 Re-inspection Fee will
                apply.

            


    

    
      	
              7.  

            	
              If
                the return unit has had partial repairs on any chargeable damage
                that was
                identified on the unit when it was originally inspected, the entire
                vehicle must be repaired to zero dollars ($0) chargeable.  The
                intent is to not allow partial repairs to chargeable damages facilitating
                the avoidance of charges by the Major Daily Rental Company in bringing
                the
                current damages below the $400 chargeable
                allowance.

            


    

    
      	
              8.  

            	
              Any
                vehicle with identified “Poor Prior Repairs,” totaling $500 or less, that
                is removed by the Major Daily Rental Company as a result of a tire
                problem, unacceptable glass, inoperable item (e.g. light or horn)
                or other
                mechanical reason, such as warranty
                repair,

            


    

     

     

    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

    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

    


    may
      repair the unit for the reason it was removed and return it without repairing
      the “Poor Prior Repairs” which will be charged as a MET item.

     

    
      	
              9.  

            	
              If
                a vehicle is removed to repair any existing damage and / or “Poor Prior
                Repairs,” all existing damage and / or “Poor Prior Repairs” must be
                repaired to GM standards prior to return.  Repairs must bring
                the vehicle back to zero chargeable damage excluding MET
                items.

            


    

    
      	
              10.  

            	
              Missing
                equipment will not be included as part of the chargeable damage allowance,
                but will be charged per the Missing Equipment Program (MET, refer
                to
                Section IV). Missing equipment are small items such as owners manual,
                cigarette lighters, etc. that are easily lost and/or replaced during
                turn-back.

            


    

    
      
        	
                E.

              	
                Vehicle
                  Maintenance

              


      



    
      	
              1.  

            	
              Vehicles
                must be maintained as described in the Vehicle Owners Manual. Failure
                to
                comply will result in permanent rejection of the vehicle.  The
                repair/replacement of an engine or transmission failure that is due
                to
                non-compliance of vehicle maintenance will be chargeable to the Major
                Daily Rental Company whether at acceptance/receipt or sale. An authorized
                representative for General Motors will conduct
                inspections.

            




    
      
        


        
          
            	
                    II.  

                  	
                    NORMAL
                      WEAR AND
                      TEAR

                  


          

        

      

    

     

    Listed
      below are the "normal" vehicle wear and tear conditions.  All damage
      beyond normal wear and tear will be charged back to the Major Daily Rental
      Company.

    


    
      
        	
                A.  

              	
                GLOSSARY
                  OF TERMS

              


      

    

     

    
      	
              1.  

            	
              Abrasion–
                A scratched or worn area of the finish, either paint, clear coat,
                or
                chrome, that does not penetrate through the finish into the base
                material
                of the part or panel.

            


    

    


    
      	
              2.  

            	
              Chip–
                A chip is a confined area where material has been removed from the
                finish
                or base material.

            


    

    


    
      	
              3.  

            	
              Dent–
                A depression of any size in the panel material whether metal,
                composite, or other, with or without paint
                damage.

            


    

    


    
      	
              4.  

            	
              Ding
                – Most common use of the term ding, is a small dent an inch or less
                in
                diameter with or without paint
                damage.

            


    

     

    
      	
              5.  

            	
              Gouge–
                An area where the damage has penetrated the finish and scooped out
                or
                removed a portion of the base material of the part or
                panel.

            


    

    


    
      	
              6.  

            	
              Scratch–
                A thin shallow cut in a surface that may or may not penetrate the
                finish
                and leave an impression in the base material of the part or
                panel.

            


    

     

    
      	
              7.  

            	
              Scuff–
                A worn or rough spot that is deep enough to disturb the base material
                of
                the part or panel but does not remove any base
                material.

            


    

    


    
      	
              8.  

            	
              Stamped
                Steel Wheel– A base wheel usually painted black which utilizes a
                hub cap or wheel cover.

            


    

     

     

    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

     

    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

    


    


    
      	
              9.  

            	
              Aluminum
                / Alloy Wheel– A wheel made of aluminum or aluminum
                alloy.  These wheels are typically coated with either, 1) clear
                coat 2) paint with or with out clear coat 3) polished and clear coated
                or
                4) chrome plated.

            


    

    


    
      
        	
                B.  

              	
                SHEET
                  METAL AND PAINT

              


      

      
      

       

      
        
          
            	
                     

                  	
                    The
                      following are acceptable return conditions with regard to sheet
                      metal and
                      paint:

                  


          



      

    

     

    


    
      	
              1.  

            	
              Maximum
                of two dents per panel that are individually no larger than one (1)
                inch
                in diameter, does not break the paint, and qualifies for Paintless
                Dent
                Removal (PDR).

            


    

    
      	
              2.  

            	
              Maximum
                of three chips to the leading edge (first 4 inches) of the hood,
                individually no larger than one-eighth (1/8) inch in
                diameter.

            


    

    
      	
              3.  

            	
              Maximum
                of 2 chips per panel that are individually no larger than one- eighth
                (1/8) inch in diameter will be assessed a $20.00 appearance fee per
                affected panel.  Maximum of two scratches that
                individually do not exceed 1⁄4 inch in length will be assessed a $20.00
                appearance fee per affected panel.  Chips and scratches may be
                used in combination but not exceeding two in any
                combination.

            


    

    
      	
              4.  

            	
              An
                appearance fee and PDR may be used on the same panel but the appearance
                fee cannot be used to touch up a chip / scratch as part of a PDR
                repair.

            


    

    
      	
              5.  

            	
               Scratches
                or damages in the clear coat that do not penetrate to the color coat
                and
                can be removed during normal
                reconditioning.

            


    

    
      	
              6.  

            	
              Chips
                to door, hood or deck lid edges that do not reach flat panel
                surfaces.

            


    

    
      	
              7.  

            	
              Chips
                and scratches, that exceed the guidelines outlined above, will be
                charged
                for Panel Refinish.

            


    

    
      	
              8.  

            	
              Vehicles
                with damage confined to either the upper or lower half of a panel
                may
                qualify for a partial panel repair.  A partial panel repair can
                only be considered when there is a clean break between the upper
                and lower
                portion of the panel.  A clean break is
                defined as a body side molding, cladding, etc. that runs from one
                end of
                the panel to the other with no gaps at either end.  Body lines
                are not a clean break and partial panel repair does not
                apply.

            


    

    
      	
              9.  

            	
              The
                floor of a pick-up truck box is considered one panel and is covered
                by the
                above guideline of two dents per panel no larger than (1) inch that
                does
                not break the paint.  One dent to each wheelhouse no larger than
                (1) inch, that does not break the paint, is
                acceptable.  Paintless Dent Removal cannot be used on the floor
                or wheelhouse of a pick-up truck.

            


    

    
      	
              10.  

            	
              Paintless
                Dent Removal (PDR), see Exhibit B.

            


    

    
      


      
        
          	
                  C.  

                	
                  CONVERTIBLE
                    TOPS

                




      

    

    
      	
               

            	
              The
                following are acceptable return conditions with regard to convertible
                tops:

            


    

    


    
      	
              1.  

            	
              Stains
                that can be removed by normal
                reconditioning.

            


    

    
      	
              2.  

            	
              Abrasions
                that are not visually offensive.

            


    

    
      	
              3.  

            	
              Top
                structure must be operational and not
                damaged.

            


    

     

     

    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

    
       

      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

    
      
        


        
          
            	
                    D. 

                  	
                    FRONT
                      AND REAR BUMPERS

                  


          

        

      

    

    


    Bumpers
      will be inspected from a standing position.

    


    The
      following are acceptable return conditions with regard to front and rear soft
      painted bumper fascia and textured bumpers:

    


    
      	
              1.  

            	
              Maximum
                of two scratches or chips per bumper that are no longer than two
                (2)
                inches and no wider than 1⁄4 inch or, one scratch no longer than four (4)
                inches and no wider than 1⁄4 inch that penetrates the color coat, exposing
                the black bumper material, but not penetrating the black base material
                that would require filler.

            


    

    
      	
              2.  

            	
              Minor
                indentations in the rear bumper cover, directly below the trunk opening,
                without paint damage are acceptable and should be
                non-chargeable.

            


    

    
      	
              3.  

            	
              Maximum
                of 2 chips per bumper fascia that are individually no larger than
                one-
                eighth (1/8) inch in diameter will be assessed a $20.00 appearance
                fee per
                bumper.  Maximum of two scratches that individually do not
                exceed 1⁄4 inch in length will be assessed a $20.00 appearance fee per
                affected bumper.  Chips and scratches may be used in combination
                but not exceeding two in any
                combination.

            


    

    
      	
              4.  

            	
              Damage
                on the underside of the bumper, observed during the undercarriage
                inspection, other than breakage, will not be
                chargeable.  Cracked or broken bumpers, regardless of location,
                will remain chargeable as a repair or
                replacement.

            


    

    
      	
              5.  

            	
              Partial
                bumper repairs may be charged using the following criteria for either
                painted or textured bumpers.

            


    

    
      	
              a.  

            	
              The
                damaged area cannot exceed 1/3 or 33% of the bumper area.  The
                33% area cannot be added across the bumper to equal 33%; it must
                be one
                single section of the bumper, either end or the
                center.

            


    

    
      	
              b.  

            	
              Partial
                bumper repairs cannot be used for vehicles utilizing paints commonly
                referred to as pearl or tri-color due to color matching
                concerns.

            


    

    
      	
              c.  

            	
              The
                $20 appearance fee may be used on bumper in conjunction with a partial
                bumper repair if the damage is located on different areas of the
                bumper.
                (Example) The partial bumper charge can be assessed for damage to
                the
                center of the bumper and an appearance fee for minor chips on the
                left end
                of the bumper eliminating the need to charge for a full
                refinish.

            


    

    
      	
              6.  

            	
              Crack(s)
                in the bumper, not exceeding a total combined length of four (4)
                inches in
                total length, or a puncture not exceeding the diameter of a U.S.
                Quarter,
                or a maximum of two dents, individually not exceeding two (2) inches
                in
                diameter and confined to 1/3 of the bumper area, as described in
                1) above,
                will be charged a repair fee of $125.00 for painted bumpers or $175.00
                for
                a textured bumper.

            


    

    
      	
              7.  

            	
              Bumpers
                that are both painted and textured will be treated as separate chargeable
                bumpers and charged the full repair amount for each panel if the
                damage
                follows the above guidelines.

            


    

    
      	
              8.  

            	
              A
                maximum of two (2) dents that are individually no larger than one
                (1) inch
                in diameter and do not damage the paint or chrome on metal bumpers
                will be
                charged $100.00.  Damage exceeding the above criteria will be
                charged for a bumper
                replacement.

            


    

    
      	
              9.  

            	
              Any
                bumper damage that removes any of the chrome plating will be charged
                for a
                bumper replacement.

            


    

    


    


    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

    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

    


    
      	
              10.  

            	
              Scratched
                or scuffed painted metal bumpers can be refinished.   A
                maximum of two scratches or chips per bumper that are no longer than
                two
                (2) inches and no wider than 1⁄4 inch or, one scratch no longer than four
                (4) inches and no wider than 1⁄4 inch that penetrates the color coat, that
                would not require filler are acceptable.


            


    

     

     

    
      
        


        
          
            	
                    E. 

                  	
                    TIRES

                  


          

        

      

      
 

    

    The
      following are acceptable conditions with regard to all tires except the Space
      Saver spare tire.  Any vehicle with a full size spare must meet the
      same inspection criteria as a road tire:

    


    
      	
              1.  

            	
              The
                space saver spare tire used on most General Motors vehicles do not
                fall
                into the same criteria as the other four road tires.  The space
                saver spare must be in the vehicle, inflated and undamaged.  The
                minimum 5/32 inch tread depth cannot be used as these tire’s tread depth
                varies by manufacturer.  They also may not be the same make as
                the road tires.

            


    

    
      	
              2.  

            	
              All
                tires must have 5/32 inch or better original tread across all primary
                tread grooves without any exposed belts.  The spare tire is not
                required to have 5/32 inch tread depth.  Tread depth is not an
                inspection criteria.

            


    

    
      	
              3.  

            	
              All
                tires must match by size, make and type.  The spare tire may not
                match by make to the road tires.

            


    

    
      	
              4.  

            	
              Only
                GM original equipment tires or GM approved replacement tires are
                acceptable.  Refer to Exhibit F - GM Approved 2007 Replacement
                Tire Table.

            


    

    
      	
              5.  

            	
              When
                the replacement tire shown in Exhibit F is not available the first
                step
                should be to contact the tire manufacturer through their Customer
                Assistance phone number.  This information is located in the
                Tire Warranty Book included with the vehicle’s warranty
                information.  If the replacement tire cannot be located a
                replacement exhibiting the same TPC code as the original tire may
                be used,
                however, all tires must match by size, make and
                type.

            


    

    
      	
              6.  

            	
              Tires
                without a TPC rating or when another manufacturer cannot supply the
                same
                TPC rated tire, any other OE supplier shown on Exhibit F can be used
                as
                long as the tire matches the original by size, load rating and speed
                rating.  The same rule as above will apply, all four tires must
                match by size, make and type.

            


    

    
      	
              7.  

            	
              Tires
                with mushroom-type plug/s, installed from the inside out, in the
                tread
                only, are acceptable.   All other plugs/ patches are not
                acceptable.  General Motors reserves the right to charge the
                Major Daily Rental Company via the MET Tire Program for any unacceptable
                plugged tire found and replaced prior to the sale of the vehicle,
                with no
                right to review.

            


    

    
      	
              8.  

            	
              Exhibit
                G - MET Tire Program, provides details for tire replacement under
                the MET
                program.  This program is available to Major Daily Rental
                Companies at their discretion.

            


    

    
      


      
        
          	
                  F. 

                	
                  WHEELS,
                    COVERS AND ALUMINUM
                    WHEELS

                


        

      

    

     

    The
      following are acceptable return conditions with regard to wheels, covers and
      aluminum wheels:

    


    Refer
      to Exhibit J for GM approved wheel repairs.

    


    The
      following are acceptable return conditions with regard to stamped steel
      wheels, wheel covers and aluminum / alloy wheels:


    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    


    
      
 

      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

      
    

    


    
      	
              1.  

            	
              The
                face of the wheel cover or wheel may have a maximum of
                two (2) scratches or scuffs to the surface not penetrating through
                to the
                base material that are no longer than 1 1/2 inches and no wider then
                1/4
                inch. Scratches or scuffs within one inch of the outside edge of
                the wheel
                or wheel cover are acceptable, provided they do not, in total, exceed
                one-third (1/3) the circumference of the
                wheel.

            


    

    
      	
              2.  

            	
              Abrasions
                and light scratches to the outer one (1) inch of the edge of an Aluminum
                or Alloy wheel that can be removed with light sanding are acceptable
                and
                will be charged a $50.00 MET repair
                fee.

            


    

    
      	
              3.  

            	
              Scratches,
                scuffs or gouges that remove material or distort the outer edge of
                the
                wheel can be repaired, see Exhibit
                J.

            


    

    
      	
              4.  

            	
              The
                following prices apply to aluminum, alloy and chrome plated steel
                wheels
                as shown in Exhibit J.

            


    

    
      	
              a.  

            	
              All
                car and truck aluminum with clear coat or painted surface
                $165.00,

            


    

    
      	
              b.  

            	
              All
                car and truck chrome plated aluminum or steel
                $205.00.

            


    

    
      	
              c.  

            	
              All
                car and truck brightly polished aluminum
                $235.00,

            


    

    
      	
              5.  

            	
              Gouges
                of the base material are not acceptable or repairable on any other
                portion
                of the wheel.

            


    

     

    
      
        
          
            


            
              
                	
                        G. 

                      	
                        VEHICLE
                          LIGHTING

                      


              

            

          

          
 

        

      

    

    The
      following are acceptable return conditions with regard to vehicle
      lighting:

    


    
      	
              1.  

            	
              All
                lights/lamps must be operational.  (Front, Rear, Side and
                Interior)

            


    

     

    
      
      

      
        


        
          
            	
                    H. 

                  	
                    
                      INTERIOR
                        SOFT TRIM AND
                        CARPETS

                    

                  


          

        

      

      


    

    The
      following are acceptable return conditions with regard to interior soft trim
      and
      carpets:

    


    
      	
              1.  

            	
              All
                stains which can be removed by normal
                reconditioning.

            


    

    
      	
              2.  

            	
              Maximum
                of one (1) burn that is not larger than one-quarter (1/4) inch in
                diameter
                and not through the backing
                material.

            


    

    
      	
              3.  

            	
              Carpet
                stains that require bleaching and dying of the carpet will be charged
                $65
                per section, ie. right front, left front,
                etc.

            


    

    
      	
              4.  

            	
              Torn
                or punctured carpet may be repaired using the following
                pricing:

            


    

    
      	
              a.  

            	
              $50
                charge for a puncture not exceeding 3⁄4 inch in
                diameter.

            


    

    
      	
              b.  

            	
              $125
                charge for a tear not exceeding two (2) inches in
                length.

            


    

    
      	
              5.  

            	
              Damage
                exceeding the above defined conditions will require carpet
                replacement.

            


    

     

    
      
        


        
          
            	
                    A. 

                  	
                    
                      
                        CARPET
                          RETAINERS/ SILL
                          PLATES

                      

                    

                  


          

        

      

    

    
 

    The
      following are acceptable return conditions with regard to carpet retainers/sill
      plates:

    


    
      	
              1.  

            	
              Carpet
                retainers and sill plates must be in
                place.

            


    

    
      	
              2.  

            	
              Minor
                surface scuffs/scratches are
                acceptable.

            


    

    
       

      
 

    

    
      
        
          
            	
                    B. 

                  	
                    
                      
                        VEHICLE
                          GLASS

                      

                    

                  


          

        

      

    

    
    

    



    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

    
 

    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

    
     

    The
      following are acceptable return conditions with regard to windshields, rear
      windows or side windows:

     

    
      	
              1.  

            	
              Minor
                chips or vertical scratches in the side glass will be
                acceptable and noted in the non-chargeable portion of the
                AD006.

            


    

     

    
       

      
        	
                2.  

              	
                Windshield
                  

              


      

    

    
      	
              a.  

            	
              Pinpoint
                chips are non-chargeable providing the glass is not
                sandblasted.  Sandblasted glass is defined as a series of
                pinpoint chips in a concentrated
                area.

            


    

    
      	
              b.  

            	
              Four
                (4) chips (without legs) from one-eighth (1/8) inch not to exceed
                three
                sixteenth (3/16) inch are non-chargeable providing no more than two
                (2)
                chips reside in the driver's side wiper
                area.

            


    

    
      	
              c.  

            	
              Chips
                (without legs) one-eighth (1/8) inch or less located within one (1)
                inch
                inbound from the "Frit Band" (windshield outer perimeter darkened
                area)
                are non-chargeable.

            


    

    
      	
              d.  

            	
              General
                Motors will not accept glass that has been repaired.  Only OEM
                glass is acceptable (see Exhibit H: GM Windshield Glass
                Manufacturers.)

            


    

    
      	
              e.  

            	
              Damaged
                windshields may be replaced under the terms of the MET
                program.

            


      
         

        
          	
                  3.  

                	
                  General
                    Motors reserves the right to charge the Major Daily Rental Company
                    $210
                    for each windshield replaced at auction prior to sale of vehicle
                    where
                    previously written as “chipped no charge”, with no right to
                    review.  GM will monitor windshield replacements at each site
                    and analyze any significant deviations from the
                    norm.

                


        

      

    

    
    

    
      


      
        
          	
                  III.  

                	
                  ORIGINAL
                    EQUIPMENT, AFTERMARKET EQUIMENT AND
                    ACCESSORIES

                


        

         

        
          	
                  A.

                	
                  Original
                    Equipment - All original equipment and accessories noted on the
                    factory
                    invoice must be on the vehicle.  All missing parts (such as body
                    side moldings, wheel covers, trunk mat, spare tire, correct rear
                    van
                    seats, jack and wheel wrench) are to be replaced prior to return
                    and must
                    be original GM equipment.  All OEM options and accessories must
                    be installed on the vehicle prior to being placed in daily rental
                    service.

                


        

        


        
          	
                  B. 

                	
                   After-Market
                    Equipment - Any after-market parts or accessories i.e. GPS /
                    navigational
                    systems, pick-up truck bed liners, running boards, etc. installed
                    by the
                    rental account or their agent must have prior  GM Remarketing
                    approval prior to installation.  Drilling, electrical
                    modifications, etc. without prior approval will render the vehicle
                    permanently ineligible.  Pick-up truck bed liners, running
                    boards, etc. must be left on the vehicle at turn
                    back.

                


        

      

       

      
        


        
          
            	
                    IV.  

                  	
                    MISSING
                      EQUIPMENT PROGRAM
                      (MET)

                  




        

        
          	
                  A.  

                	
                  The
                    Missing Equipment Program (MET) is designed to expedite turn-in
                    by
                    allowing the Major Daily Rental Company to pay for select missing
                    parts or
                    accessories as determined by GM Remarketing (refer to Exhibit
                    C), as
                    opposed to the Major Daily Rental Company replacing the part
                    or
                    accessories.  MET items will be deducted from the repurchase
                    payment to the Major Daily Rental Company.  MET items will not
                    be included as part of the $400 chargeable damage allowance (Refer
                    to
                    Section I-D, Damage Allowance).

                


        

        
          	
                  B.  

                	
                  Vehicles
                    turned in with one or all the mats missing, on vehicles so equipped,
                    will
                    be assessed a MET charge for missing mats or for the set if none
                    are
                    returned with the vehicle.  All 2005 and subsequent model year
                    vehicles will be assessed the appropriate MET fee for any missing
                    floor
                    mats.  Floor mats are required per the “Minimum Equipment
                    Requirements” for all model year
                    vehicles.

                


        

        


        
          
            
              
              

            

            
              
              

              
                

              

            

            
              
              

            

          

        

        
        

      

    

    
      
        
 

        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

        


    

    
      


      
        	
                C.  

              	
                Keyless
                  remote / key fobs must be operational.  Key fobs that are not
                  functional will be charged $30.00 for re-programming.  Missing
                  key fobs will be assessed the programming fee, which is included
                  in the
                  Met fee for the missing key
                  fob(s).

              


      

    

    
      


      
        
          	
                  V.  

                	
                  VEHICLE
                    INTEGRITY

                




        
          
            	
                    A.  

                  	
                    Damage
                      which compromises the integrity of the vehicle, repaired or
                      not, will be
                      grounds for rejecting the vehicle as a permanent reject.  Minor
                      damage that has not been repaired (i.e., small dents, scrapes,
                      or
                      scratches) which does not compromise the structural integrity
                      of the
                      vehicle is acceptable on the following
                      components:

                  


          

          
            	
                    1.  

                  	
                    Floor
                      Panel / Trunk Floor

                  


          

          
            	
                    2.  

                  	
                    Mid
                      – Rail Assembly  (See Exhibit D, Part
                      1)

                  


          

          
            	
                    3.  

                  	
                    Outer
                      Rocker Panels / Pinch Welds

                  


          

          
            	
                    4.  

                  	
                    Frame
                      Rails / Rail Extensions

                  


          

          
            	
                    5.  

                  	
                    Sub-Frame
                      Assemblies (Engine Cradles) (See Exhibit D, Part
                      2)

                  


          

          


          
            	
                    B.  

                  	
                    Total
                      time for Frame Set-up and Measure of 2.0 hours or less and
                      1.5 hours or
                      less for any cosmetic repairs is acceptable, on the following
                      components,
                      provided there is no structural damage and the repairs meet
                      GM
                      standards:

                  


          

          
            	
                    1.  

                  	
                    Frame
                      Rail / Rail Extensions

                  


          

          
            	
                    2.  

                  	
                    Apron
                      / Upper Reinforcements

                  


          

          
            	
                    3.  

                  	
                    Cowl
                      Panel

                  


          

          
            	
                    4.  

                  	
                    Hinge
                      / Windshield "A" Pillar

                  


          

          
            	
                    5.  

                  	
                    Center
                      / "B" Pillar

                  


          

          


          
            	
                    C.  

                  	
                    The
                      cosmetic repair time shown above is just that, cosmetic.  This
                      may include aligning the ends of the frame rails to align the
                      bumper,
                      etc.  Pulling or sectioning frame rails, doorframes, and pillars
                      are not acceptable repairs for rental vehicles being turned
                      back to
                      General Motors.  A cosmetic repair to frame rails does not
                      include adding body filler / Bondo.  This practice will
                      permanently reject the vehicle.

                  


          

          


          
            	
                    D.  

                  	
                    Repaired
                      damage or replacement of the following components is
                      acceptable:

                  


          

          
            	
                    1.  

                  	
                    Radiator
                      Core Support

                  


          

          
            	
                    2.  

                  	
                    Frame
                      Rail Extensions

                  


          

          
            	
                    3.  

                  	
                    Engine
                      Sub-Frame

                  


          

          
            	
                    4.  

                  	
                    Outer
                      Rocker Panel

                  


          

          
            	
                    5.  

                  	
                    Rear
                      Body Panel

                  


          

          
            	
                    6.  

                  	
                    Quarter
                      Panel (Proper Sectioning is
                      Acceptable)

                  


          

          
            	
                    7.  

                  	
                    Roof
                      (Repair only, no repair to the Roof
                      Rails)

                  


          

           

          
            
              
                
                  	
                          VI.  

                        	
                          LITIGATION
                            LIABILITY

                        


                

                
                  
                    	
                             

                            C.  

                          	
                            
                               

                              Non-disclosure
                                of damages or the use of non-GM
                                OEM parts by the Major Daily Rental Company may result,
                                at GM's
                                discretion, in the Major Daily Rental Company being
                                named as a participant
                                in any litigation brought against GM.  If a Major Daily Rental
                                Company attempts to return vehicles with non-disclosed
                                damage, or
                                purposely conceal prior repairs, it will result in
                                GM refusing to accept
                                additional vehicles for
                                turn-back.

                            

                          


                  

                

                 

              

            

          

        

      

    

     

    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

     

    


    
      
 

      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

      
    

    


    


    
      
        	
                VII.  

              	
                GENERAL
                  TURN-IN PROCEDURES

              


      

    

    


    
      
        	
                A.  

              	
                FORECAST

              


      

    

    


    
      	
              1.  

            	
              At
                least 30 days prior to vehicle turn-in, the GM Remarketing Department
                is
                to be notified, in writing (E-mail) by the Corporate Office of the
                Major
                Daily Rental Company of the
                following:

            


    

    
      	
              a.  

            	
              Turn-in
                location

            


    

    
      	
              b.  

            	
              Quantity

            


    

    


    Please
      E-mail this forecast to your Account Representative.  E-mail address
      can be found in Section IX-C.

    


    
      	
              2.  

            	
              Two
                weeks prior to turn-in, the Major Daily Rental Company is to advise
                the GM
                approved turn-in location of tentative quantities and days for turn-in
                via
                written confirmation.  Subject to the turn-in limits set forth
                in the last sentence under Subsection E. Acceptance below, GM reserves
                the
                option to limit daily returns, provided the limits are consistent
                with the
                practical limitations of the turn-in sites and their
                staffing.  Failure to comply with this procedure may result in
                GM's refusal to allow any vehicle to be returned, thus delaying the
                actual
                acceptance date.

            


    

    


    
      
        	
                B.  

              	
                DELIVERY

              


      

    

    


    Vehicles
      returned for repurchase shall be delivered to a GM approved turn-in location
      and
      parked in the designated return area at no expense to GM.  A list of
      GM approved locations is attached and is subject to change at GM's discretion
      (Exhibit D).  Normal operating hours for delivery is 8am to 5pm,
      Monday through Friday.  The Major Daily Rental Company should allow
      sufficient time to prepare the vehicle for turn-in, i.e. clean, vacuum,
      repaired/replaced items, etc.

    


    
      
        	
                C.  

              	
                INSPECTION

              


      

    

    


    
      	
              1.  

            	
              Vehicles
                will be inspected by an authorized representative of GM, using the
                electronic Form AD006.  The initial vehicle inspection will be
                provided to the Major Daily Rental Company at General Motor's
                expense.  The Major Daily Rental Company will be charged $75 for
                each inspection and/or verification required after the initial
                inspection.  Hawaii vehicles will be charged $115 for each
                inspection required after the initial
                inspection.

            


    

    
      	
              2.  

            	
              The
                $75 re-inspection fee will be charged when a vehicle has been previously
                inspected and removed by the Major Daily Rental Company prior to
                acceptance, or when the Daily Rental Company replaces MET
                items.

            


    

    


    
      
        	
                D.  

              	
                REVIEWS

              


      

    

    


    
      	
              1.  

            	
              The
                Met/Non-Met report will be printed twice daily - at mid-day and
                end-of-business (5:00 PM).  The end-of-day report will not
                contain the day's summary but rather summarize what was completed
                after
                the mid-day report.

            


    

    
      	
              2.  

            	
              Vehicle
                worksheets are printed and available throughout the
                day.

            


    


    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    


    
      
 

      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

      
    

    


    
      	
              3.  

            	
              Reviews
                can be conducted throughout the day.  However, reviews must be
                completed prior to three (3:00) PM the day following printing of
                the
                worksheet.  This will permit prompt shipment of
                vehicles.  If the review is not completed prior to three (3:00)
                PM, the vehicle will be processed as per the original
                inspection.

            


    

    
      	
              4.  

            	
              Vehicles
                with current damage not exceeding $400 and MET charges collectively
                not
                exceeding $40 will be processed as written, with no right to
                review.  Keyless entry key fob programming is not included in
                the $40 total and is not considered a reviewable MET
                charge.

            


    

    


    
      
        	
                E.  

              	
                ACCEPTANCE

              


      

    

    


    
      	
              1.  

            	
              A
                copy of the Form AD006 or an electronic file will serve as the acceptance
                receipt for the Major Daily Rental Company.  The date used to
                stop depreciation will be identified on the acceptance line of Form
                AD006
                or on the electronic file.

            


    

    
      	
              2.  

            	
              The
                Major Daily Rental Company will have three (3) business days from
                the
                vehicle turn-in date to provide the vehicle title to the SGS Title
                Center:
                9805-C NorthCross Center Court, Huntersville, NC 28078 in order to
                receive
                the turn-in date as the depreciation stop date/acceptance date (should
                all
                other conditions be satisfied). The day the vehicle is turned in
                is
                considered the first business day.  See Exhibit I for more
                details.

            


    

    
      	
              3.  

            	
              Turn-In
                Limits - No more than 25% of the Major Daily Rental Company’s annual GM
                purchases can be turned-in in a single month or 30 day
                period.  No more than 34% of the Major Daily Rental Company’s
                annual GM purchases can be returned in the 4th quarter.  In the
                event of a Major Daily Rental Company’s bankruptcy, GM would allow the
                Major Daily Rental Company at its option, to turn-in vehicles subject
                to
                the Daily Rental Guaranteed Residual Program evenly over any 3 month
                timeframe.

            


    

    
      	
              4.  

            	
              Transportation
                Liability - The Major Daily Rental Company is responsible for turning
                the
                vehicle to the appropriate turn-back location for
                acceptance.  After acceptance, GM will be responsible for
                logistics and collection of any subsequent damage.  The
                acceptance process will remain unchanged and after acceptance, GM
                will
                have sole responsibility for controlling the sale.

            


    

    


    
      
        	
                F.  

              	
                PAYMENTS

              


      

    

    


    
      	
              1.  

            	
              When
                a vehicle accepted under the Daily Rental Guaranteed Residual Program
                is
                sold at auction, the auction will direct the net sale proceeds to
                the
                Major Daily Rental Company owning the vehicle, or its
                assignees.  Net sale proceeds are defined as gross sales price
                less auction sales fees/expenses and transportation
                expense.  The Major Daily Rental Company will receive the
                net sale proceeds within 2 business days after sale of the
                vehicle.  The net sale proceeds will be forwarded to the Major
                Daily Rental Company’s designated bank account via EFT.  On a
                monthly basis, GM will process a true-up payment for each of the
                Major
                Daily Rental Company’s vehicles sold in the previous month.  The
                true-up payment, with respect to each vehicle, will be equal to the
                Guaranteed Repurchase price less penalties less net sale proceeds
                already
                transmitted.  GM will process the true-up payment on the 5th
                work day of each month and EFT the funds to the Major Daily Rental
                Company
                on the 7th work day.  Should the net sale proceeds of any
                vehicle exceed the Guaranteed Repurchase price less penalties, the
                Major
                Daily Rental Company that owns the vehicle will refund the excess
                back to
                GM by either an offset against
                other

            


    


    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    


    
      
 

      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

      
    

    true-up
      payments being paid to the Major Daily Rental Company or by payment from a
      manual invoice prepared by GM.

     

    
      	
              2.  

            	
              Each
                Major Daily Rental Company and GM are both interested in ensuring
                that the
                correct payments are made to the Major Daily Rental Companies by
                the
                auctions upon the sale of such vehicles.  Accordingly, GM will
                review the net sales proceeds before they are released but will not
                be
                permitted to stop the release, except to correct
                for  misdirected funds for which GM is responsible for making
                corrective payments to or collections from the appropriate Major
                Daily
                Rental Company.  In the event that funds are misdirected by an
                auction, GM will assume responsibility for making any correcting
                payments
                to or collections from the appropriate Major Daily Rental
                Company.  This will be accomplished via invoicing and credit
                payment.  As a convenience to the Major Daily Rental Companies,
                GM will provide reporting to each Major Daily Rental Company on net
                sales
                proceeds on a daily, consolidated
                basis.

            


    

    


    
      	
              3.  

            	
              Buyback
                Provision - In the event that a vehicle accepted under the Daily
                Rental
                Guaranteed Residual Program is unsold through the 90th day after
                acceptance, GM will transfer the vehicle from the Daily Rental Guaranteed
                Residual Program to the Daily Rental Acquisition Program status on
                the
                91st day, unless GM receives instructions from the Major Daily Rental
                Company to the contrary by the 89th day pursuant
                to Section
                VII-H - Other.  Upon transfer to the Daily Rental Acquisition
                Program, GM will initiate payment to the Major Daily Rental Company
                owning
                the vehicle for the full guaranteed repurchase price (less penalties)
                within the BARS system.  The Major Daily Rental Company will be
                paid in approximately 7 days.  The Major Daily Rental Company
                will assign the title of such vehicle, or cause such title to be
                assigned,
                to GM on the 91st
                day after acceptance.  GM will perform a weekly scan of the
                inventory with a run cycle to occur over the weekend to avoid mid-week
                program changes.  Should the number of returned and accepted
                vehicles that remain unsold for over 90 days after acceptance for
                any
                Major Daily Rental Company exceed 3% of that Major Daily Rental Company's
                total accepted inventory (“Excess Amount”), the auctions will be
                instructed not to transfer vehicle titles to GM for these vehicles
                until
                the Major Daily Rental Company has received payment from GM with
                respect
                to these returned vehicles so the Excess Amount is
                eliminated.  Once the Major Daily Rental Company receives
                payment for these vehicles, GM will instruct the auctions to transfer
                title to GM for these returned vehicles.  This metric (3%) will
                be calculated on a weekly basis concurrent with the scan of
                inventory.

            


    

    


    
      	
              4.  

            	
              Late
                Auction Fees - In the event that a vehicle accepted under the Daily
                Rental
                Guaranteed Residual Program is unsold through the 25th day after
                acceptance, GM will accrue $3.00/day owing such vehicle to the Major
                Daily
                Rental Company starting on the 26th day. On the 61st day after acceptance,
                the rate will increase to $4.50/day until the vehicle is either sold
                or
                transferred to the Daily Rental Acquisition Program.  Amounts
                accrued will be paid monthly with the true-up
                payment.

            


    

    


    
      	
              5.  

            	
              Hawaii
                Vehicles - Due to the extended transportation time for Hawaii vehicles,
                Hawaii vehicles will be segregated in the GM system.  The
                transfer of Hawaii vehicles from the Daily Rental Guaranteed Residual
                Program to the Daily Rental Acquisition Program  will be
                implemented at 120 days vs. 90 for these vehicles and Late Auction
                Fees
                will begin accruing at $3.00/day for vehicles in inventory over 56
                days
                and at $4.50/day for vehicles in inventory over 91
                days.

            


    

    



    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    


    
      
 

      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

      
    

    
      	
              6.  

            	
              General
                Motors does not staff, nor process payments during the Christmas
                holiday
                or any period of time General Motors is closed (e.g. two week mandatory
                shutdown during July).  Payment processing will not resume until
                General Motors officially returns to
                work.

            


    

    


    
      
        	
                G.  

              	
                REJECTS

              


      

    

    


    
      	
              1.  

            	
              Rejected
                vehicles left at marshalling yards in excess of three (3) business
                days
                upon removal notification may result in no additional vehicles being
                approved for return.

            


    

    
      	
              2.  

            	
              Vehicles
                at an auction waiting for title more than 30 days must be removed
                by the
                Major Daily Rental Company.  The vehicle will be classified as
                Currently Ineligible and will be assessed a re-inspection fee if
                / when it
                is returned. General Motors and all approved turn-in locations are
                not
                responsible for any liability regarding rejected vehicles, not removed
                within three (3) business days.

            


    

    
      	
              3.  

            	
              Vehicles
                that are classified as a Permanent Reject will be assessed a $50
                service
                charge.  General Motors Remarketing will provide a quarterly
                invoice which will include the turn back location, turn-in date,
                VIN, and
                the reject reason.

            


    

     

    
      


      
        
          	
                  H.  

                	
                  OTHER

                


        

      

       

    

    
      	
              1.  

            	
              Mechanical
                and body shop labor rates used to calculate chargeable damage will
                be
                subject to change.  The following are the current labor rates
                for metal repairs, paint, and mechanical (part
                replacement):

            


    

    a.  $37.80
      Metal Repair

    b.  $37.80
      Paint

    c.  $38.00
      Part Replacement (mechanical)

    


    
      	
              2.  

            	
              Through
                the 89th day after
                a
                vehicle is turned-in by the Major Daily Rental Company and accepted
                by GM,
                and the vehicle remains unsold, the Major Daily Rental Company may
                request
                the return of such vehicle, and immediately upon such request if
                permitted
                as set forth below, such vehicle will be released to or at the direction
                of the Major Daily Rental Company, in accordance with the guidelines
                set
                forth below.

            


    

    


    
      	
              a.  

            	
              Rental
                Account request for vehicle return “prior” to
                acceptance

            


    

    
      	
              i.  

            	
              Vehicle
                will be temporarily rejected by General Motors and the vehicle and
                the
                title will be returned to the Major Daily Rental
                Company.

            


    

    
      	
              ii.  

            	
              If
                the vehicle is returned, at a later date, a $75.00 re-inspection
                fee will
                be charged.

            


    

    


    
      	
               

            	
              b.  Rental
                Account request for vehicle return “after”
                acceptance

            


    

    
      	
               

            	
              i.  Payment
                can be stopped - The vehicle and its title will be released to the
                Major
                Daily Rental Company from its current location.  A $250
                administrative fee will be charged to the Major Daily Rental Company
                in
                addition to all other expenses incurred by GM on the vehicle, including
                but not limited to inspection fees, shipping, marshalling yard, and
                auction expenses, on a cost basis.

            


    

     


    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    


    
      
 

      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

      
    

     

    
      	
               

            	
              ii.  Payment
                can not be stopped or funds have already been disbursed - The vehicle
                will
                not be returned to the rental
                account.

            


    

     

    
      


      


      
        
          	
                  VIII.  

                	
                  PERMANENTLY
                    REJECTED VEHICLES

                


        

      

      
 

    

    
      	
              A.  

            	
              Should
                disqualifying damage be noted after vehicle acceptance, General Motors
                will invoice the Major Daily Rental Company for the vehicle purchase
                price, an administrative fee of $250, plus any additional costs incurred
                following vehicle acceptance by GM (i.e., freight, cleanup, repairs),
                by a
                debit to current funds, or if no funds are available, a check forwarded
                to:

            


    

    


    General
      Motors Corporation

    Fleet
      and
      Commercial Operations - Remarketing

    Renaissance
      Center

    Tower
      100, 16th
      Floor

    MC
      482-A16-B36

    Detroit,
      MI 48265-1000

    


    
      	
              B.  

            	
              Vehicles
                removed from the program in accordance with the terms and conditions
                of
                the Program become the responsibility of the Major Daily Rental
                Company.  The Major Daily Rental Company is responsible for
                arranging vehicle pick-up at a location designated by General
                Motors.

            


    

     

    
      


      
        
          	
                  IX.  

                	
                  MISCELLANEOUS
                    ITEMS

                


        

      

       

    

    
      
        	
                A.  

              	
                GENERAL
                  RETURN FACILITY GUIDELINE

              


      

    

    


    Any
      abuse
      of personnel or property at a GM authorized return facility by a Major Daily
      Rental Company representative will result in the immediate expulsion of said
      person from the GM authorized return facility.

    


    
      
        	
                B.  

              	
                HOLIDAYS

              


      

    

     

    General
      Motors approved turn-in locations will be closed on the following
      dates:

     

    2007
      CY -
      January 1st, May 28th,
      July 4th, September 3rd,
      November 22nd, and December
      25th, through January 1st,
      2008.  General Motors reserves the right to amend this list of dates
      at its discretion.

    


    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

    
      
 

      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

      
    

    


    


    
      
        	
                C.  

              	
                CONTACT
                  INFORMATION

              


      

    

    


    All
      questions pertaining to the foregoing Turn-In Standards and Procedures should
      be
      directed to the appropriate General Motors Remarketing Customer Support Team
      Member:

    


    
      	
              GM
                RENTAL SUPPORT GROUP

            
	
              John
                Pruse, Mgr.

            	
              313-665-1410

            	
              john.pruse@gm.com

            
	
              Tom
                Hanlon, Avis Budget / Licensees

            	
              313-665-6458

            	
              tom.hanlon@gm.com

            
	
              Sandy
                Grinsell, Vanguard / Licensees

            	
              313-667-6437

            	
              sandy.grinsell@gm.com

            
	
              Tom
                Martin, Inspection Providers, Technical Bulletins and Rental Return
                Guidelines

            	
              313-667-6434

            	
              thomas.martin@gm.com

            
	
              Leonard
                Osinski, Hertz / Licensees, In Transit Damage and
                Salvage

            	
              313-665-2765

            	
              leonard.m.osinski@gm.com

            
	
              Audre’
                Walls, Inspection Providers and Special Projects

            	
              313-667-6444

            	
              audre.walls@gm.com

            
	
              John
                Hargraves, Independent Rental Accounts / Rental
                Support

            	
              313-665-1438

            	
              john.hargraves@gm.com

            


    

    



    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    


    
      
 

      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

      


    


    EXHIBIT
      A

    GENERAL
      MOTORS

    VEHICLE
      CATEGORIES / PRIOR REPAIR LIMITS

    
      	
              #1
                $2,250

            	
              #2
                $2,750

            	
              #3
                $3,250

            	
              #4
                $4,250

            
	
              Cavalier

            	
              Grand
                Am

            	
              Impala

            	
              Deville/DTS

            
	
              Sunfire

            	
              Pontiac
                G6

            	
              Monte
                Carlo

            	
              Seville/STS

            
	
              Saturn
                S / Ion

            	
              Classic

            	
              Grand
                Prix

            	
              CTS

            
	
              Aveo

            	
              Malibu
                / Maxx

            	
              GTO

            	
              Park
                Avenue

            
	
              Cobalt

            	
              Aura

            	
              Century

            	
              Lucerne

            
	
              G5

            	 	
              Regal

            	
              Tahoe

            
	
              HHR

            	
              Vibe

            	
              LaCrosse

            	
              Yukon

            
	
              Solstice

            	
              Torrent

            	
              Saturn
                L

            	
              Suburban

            
	
              Sky

            	
              Equinox

            	
              LeSabre

            	
              Yukon
                XL

            
	 	
              Tracker

            	
              Bonneville

            	
              Escalade

            
	 	 	
              Venture

            	
              Escalade
                EXT / EXV

            
	 	 	
              Montana

            	
              Hummer
                / H2 / SUT

            
	 	 	
              Montana
                SV6

            	
              Corvette

            
	 	 	
              Terraza

            	
              SSR

            
	 	 	
              Relay

            	
              SRX

            
	 	 	
              TrailBlazer
                / EXT

            	
              XLR

            
	 	 	
              S/T
                Blazer

            	 
	 	 	
              S/T
                Jimmy

            	 
	 	 	
              Envoy
                / XL / XUV

            	 
	 	 	
              Rainier

            	 
	 	 	
              Hummer
                H3

            	 
	 	 	
              Aztek

            	 
	 	 	
              Rendezvous

            	 
	 	 	
              Vue

            	 
	 	 	
              Astro
                Van

            	 
	 	 	
              Safari
                Van

            	 
	 	 	
              Express
                Van

            	 
	 	 	
              Savana
                Van

            	 
	 	 	
              Colorado

            	 
	 	 	
              Canyon

            	 
	 	 	
              Silverado

            	 
	 	 	
              Sierra

            	 
	 	 	
              Avalanche

            	 
	 	 	
              Acadia

            	 
	 	 	
              Outlook

            	 
	 	 	
              Enclave

            	 


    

    Revised
      Damage Limit Categories
      5/11/2007

     

    



    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

    
 

    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

    
    


    


    EXHIBIT
      B

    


    PAINTLESS
      DENT REMOVAL (PDR)

    PROCESS
      AND LIMITATIONS

    


    
      	
              A.  

            	
              PDR
                Categories

            


    

    


    
      	
              1.  

            	
              Size
                of rounded dent, up to four (4) inches in
                diameter.

            


    

    
      	
              2.  

            	
              Number
                of dings per panel, up to seven (7) per panel, at $50 per
                panel.

            


    

    
      	
              3.  

            	
              Number
                of dings per panel, between eight (8) and twelve (12) per panel,
                at $75
                per panel.

            


    

    
      	
              4.  

            	
              Number
                of dings per panel, between thirteen (13) and fifteen (15) per panel,
                at
                $100 per panel.

            


    

    
      	
              5.  

            	
              One
                single dent, up to six (6) inches in diameter or one large shallow
                dent up to 18 inches in the hood, roof or decklid, at
                $100.

            


    

    


    
      	
              B.  

            	
              PDR
                Process - The PDR process can be utilized in the repair of the following
                areas:

            


    

    


    
      	
              1.  

            	
              Dings
                and dents varying in size and
                shape.

            


    

    
      	
              2.  

            	
              Minor
                creases, shallow palm prints and
                protrusions.

            


    

    


    
      	
              C.  

            	
              PDR
                Limitations

            


    

    


    
      	
              1.  

            	
              General
                Motor’s inspection providers will utilize the Dent Wizard, Paintless Dent
                Removal Guide to determine panel accessibility by
                vehicle.

            


    

    
      	
              2.  

            	
              Creases
                that exceed six (6) inches will not be
                considered.

            


    

    
      	
              3.  

            	
              Sharp
                creases, regardless of size, will not be
                considered.

            


    

    
      	
              4.  

            	
              If
                the paint is broken, PDR is not to be
                considered.

            


    

    
      	
              5.  

            	
              Hail
                damage is not eligible for
                PDR.

            


    

    
      	
              6.  

            	
              No
                hole drilling will be acceptable in the PDR
                process.

            


    

    
      	
              7.  

            	
              PDR
                may be used to repair existing, qualifying PDR repairable, damage
                to a
                previously repaired panel that meets GM and industry repair
                standards.  PDR is not acceptable for use on a poor previously
                repaired panel.

            


    

    


    
      	
              D.  

            	
              If
                the damage exceeds the PDR limitations of these guidelines, paint
                and
                metal time will apply.

            


    

    


    



    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    


    


    
      
 

      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

      


    


    EXHIBIT
      C

    


    MET
      PROGRAM PRICE
      LIST

    
      	
              INTERIOR

            	
              PRICE

            
	
              ’05
                and subsequent Navigational CD / DVD

            	
              $260

            
	
              13
                Inch Tire

            	
              $110

            
	
              14
                Inch Tire

            	
              $120

            
	
              15
                Inch Tire

            	
              $130

            
	
              16
                Inch Tire P

            	
              $160

            
	
              16
                Inch Tire T

            	
              $210

            
	
              16
                Inch Tire U

            	
              $195

            
	
              17
                Inch Tire All

            	
              $240

            
	
              17
                Inch Tire P

            	
              $240

            
	
              18
                Inch Tire All

            	
              $250

            
	
              20
                Inch Tire All

            	
              $310

            
	
                    Alloy
                Wheel Appearance Fee

            	
              $
                50

            
	
              Ash
                Tray

            	
              $  20

            
	
              Ash
                Tray – Multiple

            	
              $
                40

            
	
              Ash
                Tray with Lid

            	
              $
                23

            
	
                    Cargo
                Cover – Malibu Maxx

            	
              $250

            
	
                    Cargo
                Cover – TrailBlazer / Envoy Rear Floor Storage

            	
              $59

            
	
              Cargo
                Net – Trunk

            	
              $
                17

            
	
              Cargo
                Package Shelf

            	
              $180

            
	
              Cargo
                Shade

            	
              $108

            
	
              Cavalier
                Mud Guards (2)

            	
              $31.22

            
	
              CD
                DVD Storage Holder

            	
              $
                15

            
	
              Cell
                Phone / Sun glass Holder

            	
              $
                18

            
	
              Cigarette
                Lighter

            	
              $   8

            
	
              Cigarette
                Lighter – Multiple

            	
              $
                16

            
	
                    Console
                – Second Row Mini Van

            	
              $235

            
	
              Cup
                Holder

            	
              $  15

            
	
              Cup
                Holder – Multiple

            	
              $
                30

            
	
              Dirty
                Interior

            	
              $  35

            
	
              Dome
                Light
                Cover

            	
              $   5

            
	
              Dome
                Light Cover - Multiple

            	
              $
                10

            
	
              DVD
                Remote

            	
              $
                48

            
	
              DVD
                Wireless Headphone

            	
              $
                55

            
	
              Emergency
                Highway Package

            	
              $
                144

            
	
              Floor
                Mat – Cargo Area – SUV and Van   ‘05 and Subsequent
                MY

            	
              $50

            
	
              Floor
                Mat Set – Front – Passenger Car - ‘05 and Subsequent MY

            	
              $34

            
	
              Floor
                Mat Set – Front –
                SUV                   ‘05
                and Subsequent MY

            	
              $40

            
	
              Floor
                Mat Set – Front –
                Van                     ‘05
                and Subsequent MY

            	
              $22

            
	
              Floor
                Mat Set – Rear – Passenger Car    ‘05 and Subsequent
                MY

            	
              $24

            
	
              Floor
                Mat Set – Rear –
                SUV                   ‘05
                and Subsequent MY

            	
              $45

            
	
              Floor
                Mat Set – Rear –
                Van                      ‘05
                and Subsequent MY

            	
              $30

            


    


    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

    
 

    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

    
    


    
      	
                    Foot
                Pedal Pad

            	
              $5

            
	
                    Foot
                Pedal Pad – Multiple

            	
              $10

            
	
              Hanger
                Hook

            	
              $   5

            
	
              Hawaii
                Outer Island Shipping
                Fee

            	
              $  75

            
	
                   Hawaii
                Ship Back Surcharge

            	
              $450

            
	
              Interior
                Emblem

            	
              $   8

            
	
              Interior
                Emblem – Multiple

            	
              $
                16

            
	
              Key
                - Electronic
                Engine

            	
              $  27

            
	
              Key
–
Engine

            	
              $   4

            
	
              Key
–
Trunk

            	
              $   4

            
	
              Keyless
                Remote (1) Includes
                programming

            	
              $  65

            
	
              Keyless
                Remote (2) Includes programming

            	
              $120

            
	
              Keyless
                Remote Reprogram 1 or 2

            	
              $
                30

            
	
              Manual
–
All
                Other

            	
              $  10

            
	
              Manual
–
                Cadillac

            	
              $  25

            
	
              MET
                Verification

            	
              $75

            
	
              Misc.
                MET #1

            	
              $
                10

            
	
              Misc.
                MET #2

            	
              $
                20

            
	
              Misc.
                MET #3

            	
              $
                30

            
	
              Mobile
                Office Package

            	
              $204

            
	
              On
                Site Repair Verification

            	
              $
                75

            
	
              Onstar
                Antenna (Glass Mounted)

            	
              $
                32

            
	
              Organizer
                Package Cargo

            	
              $120

            
	
              Pontiac
                Aztek Cooler

            	
              $
                65

            
	
              Radio
                Knob

            	
              $   5

            
	
              Repair
                Verification

            	
              $
                75

            
	
              Seat
                Belt
                Molding

            	
              $   5

            
	
              Spare
                tire cover (Passenger car - trunk)

            	
              $45

            
	
              Trunk
                Mat –
                Cadillac

            	
              $  34

            
	
              U
–
                Van Air Kit

            	
              $101

            
	
              EXTERIOR

            	 
	
              Antenna
                Mast

            	
              $   8

            
	
              Convertible
                Boot – Center
                Cover

            	
              $192

            
	
              Convertible
                Boot – Outer
                Cover

            	
              $377

            
	
              Convertible
                Boot
                Bag

            	
              $  55

            
	
              Hood
                Ornament

            	
              $  25

            
	
              Plastic
                Lug Nut
                Cover

            	
              $  13

            
	
              Spare
                Tire Cover – Truck
                only

            	
              $  72

            
	
              Spare
                Tire Hanger –
                Van

            	
              $  50

            
	
              Windshield
                Glass

            	
              $210

            


    

    


    


    To
      facilitate throughput of the vehicle, the MET item value is not charged against
      the $400 damage allowance.


    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    


    
      
 

      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

      


    MISCELLANEOUS
      – MET ITEM

    


    The
      MET
      program also includes the acceptance of vehicles with miscellaneous missing
      or
      broken items to facilitate vehicle turn-ins.  Examples of these items
      are:

     

    


     

    
      	
              Ø  

            	
              Missing/broken
                knobs and switches

            


    

    
      	
              Ø  

            	
              Loose
                rear speaker wires

            


    

    
      	
              Ø  

            	
              Missing
                windshield washer cap

            


    

    
      	
              Ø  

            	
              Missing
                emblems

            


    

    


     

    The
      MET
      codes for these items reflect a flat rate charge as follows:

      

    MET
      #1...........................$10 

    MET
      #2...........................$20 

    MET
      #3...........................$30

     

     

    Hawaii
      Outer Island Shipping
      Fee............................................................   $75 

     

    Hawaii
      Ship-Back Surcharge.
............................................................. $450 

     

    “Poor
      Prior Repairs” –
Maximum............................................................    $500

      

    Vehicles
      will be accepted with “Poor Prior Repairs” up to $500 and charged as a MET item
      if requested by the Daily Rental Company (refer to I-D, Damage Allowance, Normal
      Wear and Tear).

     

    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

    
      
 

      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

      
    

    EXHIBIT
      D, 1 of 2

    


    
      MID
–
        RAIL ASSEMBLY

    

    


    The
      Mid –
Rails are structural components located directly below the occupant compartment
      of a vehicle just inboard of the inner rocker panel.  They are welded
      to the Torque Box and the vehicle floor pan.

      

    
      	
              A.  

            	
              ACCEPTABLE
                DAMAGE

            


    

     

    
      	
              1.  

            	
              Minor
                dents in the Torque Box Cover not caused by
                collision.

            


    

    
      	
              2.  

            	
              Minor
                dents in the surface of the Mid-Rail that do not bulge, dent or in
                anyway deform the sides of the
                rail.

            


    

    
      	
              3.  

            	
              Stamped
                holes in the Mid - Rail that are enlarged or deformed but not
                torn.

            


    

    
      	
              4.  

            	
              Scrapes
                and scratches confined to the surface of the Mid-Rail not exceeding
                12”.

            


    

    
      	
              5.  

            	
              Minor
                damage to the Mid - Rail caused by the assembly process’ use of Jigs and
                Fixtures.

            


    

     

    
      	
              B.  

            	
              REPAIRS

            


    

     

    
      	
              1.  

            	
              There
                are no acceptable or approved
                repairs.

            


    

     

    
      	
              C.  

            	
              CAUTIONS
                / CONCLUSION

            


    

     

    
      	
              1.  

            	
              TIE
                DOWN HOLES

            


    

     

    
      	
              a.  

            	
              Mid
                – Rails are not a component of vehicle tie down.  Stamped holes
                in the Mid – Rail cannot not be used for vehicle tie down. Tie down slots
                are typically 18mm X 35mm reinforced slots in the
                underbody.  Four to six slots per vehicle are engaged via common
                hardware to secure a vehicle to commercial transportation
                equipment.

            


    

     

    
      	
              2.  

            	
              JACKING
                AND LIFTING

            


    

     

    
      	
              a.  

            	
              Significant
                damage to the Mid – Rail can occur from improper
                lifting.

            


    

    
      	
              b.  

            	
              Reasonable
                care should be taken when jacking or lifting any
                vehicle.  Proper jack and hoist placement locations are shown in
                the vehicle’s Owners Manual and Shop
                Manual.

            


    

    


     

    


    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

     

     

    
      
 

      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

      
    

     

                                       EXHIBIT
      D, 2 0f
      2

     

    


     

    
      ENGINE
        CRADLE

        

    

    The
      engine cradle is generally the lowest part of the vehicle.  Due to its
      location on the vehicle, it is subject to abrasions, scarring, and minor denting
      from road debris.  These conditions are normal and not indicative of a
      product failure or evidence of prior front-end damage.

    


    Upon
      inspection, minor conditions such as the above are to be noted, as
      non-chargeable as long as there is no disclosure of prior damage or repair
      to
      the front of the vehicle, or evidence of misalignment.  The Turn Back
      Guidelines clearly allow the Rental Account to replace the engine cradle, as
      it
      is a bolt on part.  Sectioning or pulling this part is not
      allowed.

    


     

    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

     

    
      
 

      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

      


    


    EXHIBIT
      E: 1 OF 4

    ATTENTION:  Some
      of the return sites listed below are located at an auction.  Please
      note the address is where the vehicles are to be returned and not necessarily
      the auction address.

    


    GM
      REMARKETING VEHICLE TURN-IN LOCATIONS

    The
      turn
      in locations listed below are at GM's discretion, and are subject to
      change.

     

    
 

    
      	
              Alabama

              ADESA
                BIRMINGHAM

              804
                Sollie Dr.

              Moody,
                AL 35004-0817

              (205)
                640-7761

               

            	
              Colorado

              MANHEIM’S
                DENVER
                AUTO

              AUCTION

              17500
                West 32nd
                Avenue

              Aurora,
                CO 80011

              (303)
                340-3518

               

            
	
              Arizona

              EL
                MIRAGE DIST.
                CENTER

              11925
                West Thompson Ranch
                Road

              El
                Mirage, AZ 85336

              (623)
                875-2967

               

            	
              Connecticut

              SOUTHERN
                AUTO
                AUCTION

              164
                South Main St.

              East
                Windsor,
                CT  06088-0388

              (860)
                292-7550

               

            
	
              California

              RICHMOND
                DIST.
                CENTER

              861
                Wharf Street

              Richmond,
                CA 94804

              (510)
                232-9883

               

            	
              Florida

              ORLANDO
                DIST. CENTER

              1600
                Pine Avenue

              Orlando,
                FL
                32824

              (407)
                438-5505

               

            
	
              SAN
                BERNARDINO DIST. CENTER

              1698
                Santa Fe Way

              San
                Bernardino, CA
                92410

              (909)
                381-9050

            	
              JACKSONVILLE
                DIST. CTR.

              5761
                West 12th
                Street

              Jacksonville,
                FL  32254

              (904)
                786-3990

               

               

            
	
              MANHEIM’S
                SOUTHERN CALIFORNIA AUTO AUCTION

              10873
                Elm Street, 2nd
                floor

              Fontana,
                CA 92337

              909
                829-1825

               

            	
              PALM
                CENTER DIST. CENTER

              15400
                Corporate Road
                West

              Jupiter,
                FL
                33478

              (561)
                625-9615

               

            
	
              SAN
                DIEGO DIST. CENTER

              1300
                Crosby Street/Cesar Chavez
                Pky.

              San
                Diego, CA 92113

              (619)
                231-4710

            	
              TAMPA
                DIST. CENTER

              7001
                Anderson Road

              Tampa,
                FL 33634

              (813)
                888-9469

            
	
              Fremont
                Marshalling Yard

              6700
                Stevenson Blvd.

              Fremont,
                CA 94538

              510-668-1240

            	
              Georgia

              ATLANTA
                AUTO AUCTION

              4900
                Buffington Rd.

              Red
                Oak,
                GA  30272

              (404)
                895-7376

               

            


    

    


    
      
        
          
          

        

        
          
          

          
            

          

        

        
          
          

        

      

    

     

    
      
 

      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

      
    

    


    

      
        	
                Hawaii

                HONOLULU
                  DIST CENTER

                Pier
                  51 B

                Sand
                  Island Road

                Honolulu,
                  HI 96819

                (808)
                  848-8146

                 

              	
                Maryland

                BALTIMORE
                  / JESSUP

                8459
                  Dorsey Run Road

                Jessup,
                  MD 20794

                (301)
                  604-7316

                 

              
	
                 

                MAUI
                  DIST CENTER

                Pier
                  1 - 105 Ala Luna
                  Street

                Kahului,
                  HI 96732

                 

              	
                Massachusetts

                ADESA
                  BOSTON /
                  FRAMINGHAM

                63
                  Western Avenue

                Framingham,
                  MA 01701

                (508)
                  620-2959

                 

              
	
                Idaho

                IDAHO
                  AUTO AUCTION

                7355
                  Eisenman Rd

                Boise,
                  ID 83716

                208-395-3111

                 

              	
                Michigan

                WOODHAVEN
                  DIST.
                  CENTER

                21100
                  Hayden Drive

                Woodhaven,
                  MI  48183

                734-675-5139

                 

              
	
                Illinois

                MANHEIM’S
                  ARENA AUTO
                  AUCTION

                550
                  South Bolingbrook
                  Drive

                Bolingbrook,
                  IL 60440

                (630)
                  783-1261

              	
                FLINT
                  / COLDWATER

                1245
                  East Coldwater
                  Road

                Flint,
                  MI 48505

                (810)
                  785-3077

              
	
                Indiana

                ADESA
                  INDIANAPOLIS

                2950
                  East Main
                  Street.

                Indianapolis,
                  IN
                  46168

                (317)
                  838-5777

                 

              	
                Minnesota

                MANHEIM’S
                  NORTHSTAR AUTO AUCTION

                CANTERBURY
                  PARK

                1100
                  Canterbury Road

                Shakopee,
                  MN 55379

                (952)
                  403-9560

                 

              
	
                Kentucky

                MID-AMERICA
                  AUTO
                  AUCTION

                620
                  West Shipp
                  Avenue

                Louisville,
                  KY 40208

                (502)
                  479-9649

              	
                Mississippi

                MISSISSIPPI
                  AUTO
                  AUCTION

                7510
                  US Hwy. 49
                  North

                Hattiesburg,
                  MS  39402

                (601)
                  296-0201

                 

              
	
                Louisiana

                SHREVEPORT
                  AUTO
                  AUCTION

                7666
                  Highway 80 W.Shreveport, LA
                  71109(318) 938-7903 x425

              	
                Missouri

                METRO
                  AUTO AUCTION OF
                  KC

                1121
                  S.E. Browning

                Lee’s
                  Summit, MO
                  64081

                (816)
                  246-6008

                 

              
	 	
                MANHEIM’S
                  ST. LOUIS

                AUTO
                  AUCTION

                13813
                  St. Charles Rock
                  Road

                Bridgeton,
                  MO  63045

                314-298-2175

                 

              


      


      
        
          
          

        

        
          
          

          
            

          

        

        
          
          

        

      



    
      
 

      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

      
    

     

    
      	
              Nebraska

              OMAHA
                AUTO AUCTION

              9201
                S. 144th St.

              Omaha,
                NE  68138

              (402)
                894-5855

            	
              North
                Dakota

              TRI-STATEAUTO
                AUCTION

              1650
                East Main Ave.

              West
                Fargo, ND 58078

              701-282-8203
                x139

               

            
	
              Nevada

              BRASHER’S
                RENO AUTO AUCTION

              6000
                Echo Ave.

              Reno,
                NV 89506

              (775)
                828-3427

               

            	
              Ohio

                         COLUMBUS
                FAIR AA

                         5050
                Groveport Road

                         Columbus,
                OH 43207

                         (614)
                497-1710

               

               

            
	
              MANHEIM’S
                GREATER NEVADA AUTO AUCTION

              6600
                Auction
                Lane

              North
                Las Vegas, NV
                89165

              (702)
                632-1249

               

            	
              LORDSTOWN DIST. CENTER

                          2188
                Lyntz Road

                         Warren,
                OH 44481

                         (330)
                824-9015

            
	
              New
                Jersey

              PORT
                NEWARK DIST.
                CENTER

              Lot
                B Craneway
                Street

              Port
                Newark, NJ
                07114

              (973)
                274-1737

               

            	
              Oklahoma

              DEALERS
                AUTO AUCTION
                OF

              OKLAHOMA
                CITY

              2900
                West Reno Ave.

              Oklahoma
                City,
                OK  37107

              (405)
                290-7192

               

            
	
              New
                Mexico

              ALBUQUERQUE
                AUTO
                AUCTION

              102
                Woodward

              Albuquerque,
                NM  87102

              (505)
                242-3808

               

            	
              Oregon

              PORTLAND
                AUTO
                AUCTION

              3000
                North Hayden Island
                Dr.

              Portland,
                OR 97217

              (503)
                286-8884

               

            
	
              New
                York

              ADESA
                BUFFALO

              12200
                Main Street

              Building
                B

              Akron,
                NY 14001

              (716)
                542-4403

               

            	
              Pennsylvania

              BUTLER
                AUTO AUCTION

              145
                Lindsay Road

              Zelienople,
                PA 19014

              (724)
                631-0094

               

            
	
              STATE
                LINE AUTO AUCTION

              830
                Talmadge Hill
                Road

              Waverly,
                NY 14892

              (607)
                565-3533

            	
              TWIN
                OAKS DIST. CENTER

              147B
                Conchester Hwy.

              Aston
                PA 19041

              (610)
                485-8120

               

               

            
	
              North
                Carolina

              STATESVILLE
                AUTO
                AUCTION

              I-77
                and Hwy 21
                North

              Statesville,
                NC  28676

              (704)
                876-6920

               

            	
              South
                Carolina

              Manheim's
                Darlington Auto
                Auction

              AKA
                Clanton’s

              Hwy.
                34 West

              1111
                Harry-Bird Hwy.

              Darlington,
                SC  29532

              (843)
                393-2000

            


    

    


    
      
        
          
          

        

        
          
          

          
            

          

        

        
          
          

        

      

    

     

    
      
 

      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

      
    

     

    


    
      
        	
                TennesseeADESA
                  MEMPHIS

                5400
                  Getwell Rd.

                Memphis,
                  TN  37210

                (901)
                  365-8978

                 

              	
                Washington

                TACOMA
                  DIST.
                  CENTER

                2810
                  Marshall Ave. Suite
                  “B”

                Tacoma,
                  WA
                  98421

                (253)
                  719-1761

                 

              
	
                Tennessee

                NASHVILLE
                  AUTO AUCTION

                8400
                  Eastgate Blvd.

                Mt.
                  Juliet,
                  TN  37122

                (615)
                  773-4961

                 

              	
                Wisconsin

                MANHEIM’S
                  METRO MILWAUKEE AUTO AUCTION

                2833
                  South 27th
                  Street

                Franksville,
                  WI
                  53126

                (262)
                  824-2529

                 

              
	
                Texas

                MANHEIM’S
                  SAN ANTONIO AUTO AUCTION

                2042
                  Ackerman Road

                San
                  Antonio,
                  TX  78219

                (210)
                  447-0348

                 

              	 
	
                PEARLAND
                  MARSHALLING YARD

                8706-A
                  Villa Drive

                Houston,
                  TX 77061

                (713)
                  454-1125

              	 
	
                MANHEIM’S
                  BIG “H” AUTO AUCTION

                14450
                  West Road

                Houston,
                  TX 77041

                (281)
                  955-4654

              	 
	
                MANHEIM’S
                  DALLAS AUTO AUCTION

                2620
                  S.
                  Ledbetter

                Dallas,
                  Texas 75211

                214-467-6365

                 

              	 
	
                Utah

                UTAH
                  AUTO AUCTION

                1650
                  W. 500 South

                West
                  Bountiful, UT
                  84087

                (801)
                  299-9871

              	 


      


      
        
          
          

        

        
          
          

          
            

          

        

        
          
          

        

      


      
 

      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

      


    EXHIBIT
      F

    


    


    GM
      Approved 2007 MY Replacement

    Tire
      Table

    


    


    For
      Electronic Receipt,

    See
      Replacement Tire Table.xls file

    


    


    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

     

    
      
 

      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

      
    

    


    EXHIBIT
      G

    


    MET
      Tire
      Program Replacement Tires

    


    


    A
      MET
      code will be applied in the event a tire does not comply with certain
      parameters.

    


    There
      are
      many advantages for such a program. For the Rental Companies, it will eliminate
      the delay in processing the vehicle for payment; reduce the necessity for the
      administrative expense of removal and return of the vehicle in the event a
      tire
      must be replaced.  It will reduce the time and expense
      of  for the gate release and re-inspection, and finally, it will
      improve the throughput for General Motors. The MET Charges are as
      follows:

    
 

    
      
        	
                MET
                  Number

              	 	
                Tire
                  Size

              	 	
                MET
                  Charge

              
	
                00000168

              	 	
                13
                  Inch

              	 	
                $110.00

              
	
                00000169

              	 	
                14
                  Inch

              	 	
                $120.00

              
	
                00000170

              	 	
                15
                  Inch

              	 	
                $130.00

              
	
                00000171

              	 	
                16
                  InchP

              	 	
                $160.00

              
	
                00000207

              	 	
                16
                  InchU

              	 	
                $195.00

              
	
                00000208

              	 	
                16
                  InchT

              	 	
                $210.00

              
	
                00000206

              	 	
                17
                  Inch All

              	 	
                $240.00

              
	
                00000607

              	 	
                18
                  Inch All

              	 	
                $250.00

              
	
                00000609

              	 	
                20
                  Inch All

              	 	
                $310.00

              


      
 

    Legend:

    P
–
      Passenger Car

    U
–
      Venture, Silhouette and Montana Vans

    T
–
Blazer,
      TrailBlazer, Envoy, Bravada
      Sport Utilities, Light Truck

    Exceptions:

    


    Since
      the
      turn-back locations have no repair facilities and space is limited, a vehicle
      returned with a flat tire will not be accepted. Moreover, the Tire MET charges
      for a vehicle is limited to two (2) tires per vehicle and any mismatched or
      incorrect tires will not be considered for the MET tire
      program.  Since we have assured the Auctions we will monitor this
      activity and keep it to a minimum as indicated by the Rental Companies, GM
      will
      maintain the option to cancel the program.

    


    If
      there
      are any questions, please contact your GM Representative in the GM Remarketing
      Department.

    


     

    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    


    
      
 

      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

      


    EXHIBIT
      H

    


    GM
      WINDSHIELD GLASS MANUFACTURERS

    


    AP
      Technoglass

    Asahi
      /
      Asahi of America

    Carlex

    Pilkington

    Guardian

    L.O.F.

    PPG

    Sekurit

    Vitro
      /
      Crinamex

    


    


    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

    
      
 

      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

      
    

     

    


    EXHIBIT
      I

    


    TITLE
      SHIPPING and HANDLING PROCEDURE

    


    This
      procedure will assure timely payment and processing of returned rental
      vehicle(s) to General Motors.  All titles must be received within
      three (3) Business days of the vehicle’s return to retain the original return
      date.  All titles must be sent to the SGS Title Center to the address
      below:

    


    SGS
      Title Center

    9805-C
      North Cross Center
      Court

    Huntersville,
      NC 28078

    704-997-1082

    


    Furthermore,
      all title shipments to the title center must contain a packing
      list.  The packing list must contain the following
      information:

    


    Company
      name and address

    Contact
      name and phone
      number

    FAX
      number

    
      	
               

            	
              Full
                Vehicle Identification Number (VIN), for each title in the
                package.

            


    

    


    An
      example of a packing list is shown below.  For packages containing
      more than ten titles, e-Mail an Excel Spreadsheet with a list of the full VIN
      for all titles to be sent to, Mike.Guthrie@sgs.com or
susan.miller@sgs.com at the SGS Title Center.  The spreadsheet
      should contain the same contact information shown above for a packing
      list.  The Title Center will enter the VIN list into their system and
      use it to verify the titles have been received and processed.  The
      sender will be notified of any missing or incorrect titles.

    


    SAMPLE
      PACKING LIST

    


    


    PACKING
      LIST

    


    Friendly
      Rent A Car

    123
      USA
      Drive

    Anywhere,
      USA 12312

    


    John
      Doe

    Phone                    123-123-4567

    FAX                      123-123-7654

    


    


    Full
      VIN
      for each title contained in the package.

    



    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    


    
      
 

      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

      
    

     

    


    


    EXHIBIT
      J

    


    Aluminum
      Wheel Repair Guidelines

    


    The
      following guidelines have been established to define the extent of repairable
      damage to an aluminum / alloy wheel.  The charge for wheels damaged as
      described below including mounting and balancing will be as
      follows:  All car and truck aluminum clear coat or paint $165.00, all
      car and truck polished aluminum $235.00, all car and truck chrome plated
      aluminum or steel $205.00.

    


    
      	
              ·  

            	
              The
                damaged area to be repaired cannot exceed 90 degrees of the wheel’s
                circumference, see chart below.

            


    

    
      	
              ·  

            	
              Curb
                rash is defined as a scrape or gouge to the outboard rim
                flange.  This is the part of the wheel where a clip-on balance
                weight would attach.

            


    

    


    

    


    
      	
              ·  

            	
              On
                a flanged wheel (one that will accept a clip-on balance weight),
                the
                damage cannot be deeper than 7 mm or (9/32”) 0.280”, which is the
                approximate distance to the surface where the lead or steel weight
                rests.

            


    

    
       

                  

      7
        MM or (9/32”) 0.280”

      Wheel
        Weight Flange = 7 MM

    

    


        


    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

    
      
 

      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

      
    

    


    


    
      	
              ·  

            	
              On
                a flangeless wheel (one that will not accept a clip-on balance weight),
                the damage cannot be deeper than 3 mm or (1/8”)
                0.120”.

            


    

    


    
      3
        MM or (1/8”) 0.120”

    

     

        

    


    
      	
              ·  

            	
              Damage
                to any other part of the wheel or damage to the rim flange exceeding
                the
                above conditions is not repairable and would require
                replacement.

            


    

    
      	
              ·  

            	
              A
                wheel with a crack or dent of any type is not acceptable for
                repair.

            


    

    


    ALLOWABLE
      WHEEL DAMAGE AREA IN INCHES

    
      	
              WHEEL
                SIZE

            	
              CIRCUMFERENCE

            	
              90
                DEGREE DAMAGE AREA IN INCHES

            
	
              14”

            	
              44”

            	
              11”

            
	
              15”

            	
              47”

            	
              12”

            
	
              16”

            	
              50”

            	
              12”

            
	
              17”

            	
              54”

            	
              14”

            
	
              18”

            	
              57”

            	
              14”

            
	
              20”

            	
              63
                ”

            	
              16”

            


    

    


    


    


    
      Only
        GM Approved Wheel Refinisher:  Transwheel
        Corp.  1-800-892-3733

    

    


    


    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

    
      
 

      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

      
    

     

    


    


    EXHIBIT
      K

    


    COMMONLY
      USED DAMAGE CHARGES

    


    The
      following table shows commonly used damages and their related
      charges.  Some of these damages and charges are new for
      2007.  This chart is meant to assist in proper pricing of certain
      common damages.  All charges are current chargeable damage unless
      otherwise specified.

    


    
      	
              Damage
                Description

            	
              Severity

            	
              Charge

            
	
              Carpet
                punctured

            	
              3⁄4
                inch or less in diameter.

            	
              $50.00

            
	
              Carpet
                torn or cut

            	
              2
                inches or less.

            	
              $125.00

            
	
              Carpet
                or upholstery stain

            	
              Mostly
                dirt that is removable during normal reconditioning.

            	
              No
                Charge

            
	
              Carpet
                or upholstery stain

            	
              Stain
                will require some additional effort to remove during reconditioning
                such
                as minor spills, etc.

            	
              $35.00
                interior stain not same as MET dirty interior charge.

            
	
              Heavy
                carpet stain.

            	
              Heavy
                stain in carpet from soft drink or other highly colored liquid, e.g.
                Red
                or Purple.

            	
              $65.00
                Bleach and dye per section. Carpet
                only.

            
	
              Alloy
                Wheel

            	
              Maximum
                of two (2) scratches or scuffs to the surface not penetrating through
                to
                the base material that are no longer than 1 1/2 inches and no wider
                then
                1/4 inch.

            	
              No
                Charge

            
	
              Alloy
                Wheel

            	
              Abrasions
                and light scratches, that do not penetrate the base material, to
                the outer
                one (1) inch of the edge of an Aluminum or Alloy wheel that can be
                removed
                with light sanding are acceptable.

            	
              $50.00
                MET Appearance charge.

            
	
              Alloy
                Wheel

            	
              Scratches,
                scuffs or gouges that remove base material or distort the outer edge
                of
                the wheel can be repaired, see Exhibit J page 30 for additional
                detail.

            	
              1.
                $165.00 All car and truck painted or clear coat.

               

              2.
                $205.00 All car and truck chrome plated aluminum or steel.

               

              3.
                $235.00 All car and truck brightly polished aluminum.

               

            
	
              Alloy
                Wheel

            	
              Damage
                other than stated above, see Exhibit J.

            	
              Wheel
                replacement RIMS Pricing.

              $387.00
                Car

              $291.00
                Truck

            


    

    


    


    



    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

     

    

    2008MY

    VOLUME/INCENTIVE
      DETAIL 

    ATTACHMENT
      2

         VN9                003-AVIS

    
      
        	
                BRANDS

              	
                INITIAL
                  CONTRACT

              	
                Sep-07

              	
                Oct-07

              	
                Nov-07

              	
                Dec-07

              	
                Mar-08

              	
                Jun-08

              	
                Jul-08

              	
                Aug-08

              	
                RECON

              	
                TOTAL
                  REVISION

              	
                REVISED
                  CONTRACT

              	
                REVISED
                  VS INITIAL

              	 	
                $
                  P/U

              	
                EXTENDED
                  INCENTIVE

              
	
                AVEO

              	
                [REDACTED]

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                [REDACTED]

              	
                -

              	
                 

              	
                [REDACTED]

              	
                [REDACTED]

              
	
                COBALT

              	
                [REDACTED]

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                [REDACTED]

              	
                -

              	
                 

              	
                [REDACTED]

              	
                [REDACTED]

              
	
                G5

              	
                [REDACTED]

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                [REDACTED]

              	
                -

              	
                 

              	
                [REDACTED]

              	
                [REDACTED]

              
	
                ASTRA

              	
                [REDACTED]

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                [REDACTED]

              	
                -

              	
                 

              	
                [REDACTED]

              	
                [REDACTED]

              
	
                VIBE

              	
                [REDACTED]

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                [REDACTED]

              	
                -

              	
                 

              	
                [REDACTED]

              	
                [REDACTED]

              
	
                HHR

              	
                [REDACTED]

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                [REDACTED]

              	
                -

              	
                 

              	
                [REDACTED]

              	
                [REDACTED]

              
	
                 TOTAL
                  SM / COMPACT

              	
                [REDACTED]

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                [REDACTED]

              	
                -

              	 	
                [REDACTED]

              	
                [REDACTED]

              
	
                CLASSIC

              	
                [REDACTED]

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                [REDACTED]

              	
                -

              	
                 

              	
                [REDACTED]

              	
                [REDACTED]

              
	
                MALIBU
                  386

              	
                [REDACTED]

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                [REDACTED]

              	
                -

              	
                 

              	
                [REDACTED]

              	
                [REDACTED]

              
	
                G6
                  NON-CONV

              	
                [REDACTED]

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                [REDACTED]

              	
                -

              	
                 

              	
                [REDACTED]

              	
                [REDACTED]

              
	
                G6
                  CONVERTIBLE

              	
                [REDACTED]

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                [REDACTED]

              	
                -

              	
                 

              	
                [REDACTED]

              	
                [REDACTED]

              
	
                AURA

              	
                [REDACTED]

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                [REDACTED]

              	
                -

              	
                 

              	
                [REDACTED]

              	
                [REDACTED]

              
	
                G8

              	
                [REDACTED]

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                [REDACTED]

              	
                -

              	
                 

              	
                [REDACTED]

              	
                [REDACTED]

              
	
                MONTE
                  CARLO

              	
                [REDACTED]

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                [REDACTED]

              	
                -

              	
                 

              	
                [REDACTED]

              	
                [REDACTED]

              
	
                GTO

              	
                [REDACTED]

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                [REDACTED]

              	
                -

              	
                 

              	
                [REDACTED]

              	
                [REDACTED]

              
	
                 TOTAL
                  MIDSIZE

              	
                [REDACTED]

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                [REDACTED]

              	
                -

              	 	
                [REDACTED]

              	
                [REDACTED]

              
	
                LACROSSE

              	
                [REDACTED]

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                [REDACTED]

              	
                -

              	
                 

              	
                [REDACTED]

              	
                [REDACTED]

              
	
                IMPALA

              	
                [REDACTED]

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                [REDACTED]

              	
                -

              	
                 

              	
                [REDACTED]

              	
                [REDACTED]

              
	
                GRAND
                  PRIX

              	
                [REDACTED]

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                [REDACTED]

              	
                -

              	
                 

              	
                [REDACTED]

              	
                [REDACTED]

              
	
                LUCERNE

              	
                [REDACTED]

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                [REDACTED]

              	
                -

              	
                 

              	
                [REDACTED]

              	
                [REDACTED]

              
	
                 TOTAL
                  FULLSIZE

              	
                [REDACTED]

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                [REDACTED]

              	
                -

              	 	
                [REDACTED]

              	
                [REDACTED]

              
	
                DTS

              	
                [REDACTED]

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	 	
                [REDACTED]

              	
                -

              	
                 

              	
                [REDACTED]

              	
                [REDACTED]

              
	
                STS

              	
                [REDACTED]

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                [REDACTED]

              	
                -

              	
                 

              	
                [REDACTED]

              	
                [REDACTED]

              
	
                SRX

              	
                [REDACTED]

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	 	
                [REDACTED]

              	
                -

              	
                 

              	
                [REDACTED]

              	
                [REDACTED]

              
	
                CTS

              	
                [REDACTED]

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                [REDACTED]

              	
                -

              	
                 

              	
                [REDACTED]

              	
                [REDACTED]

              
	
                XLR

              	
                [REDACTED]

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                [REDACTED]

              	
                -

              	
                 

              	
                [REDACTED]

              	
                [REDACTED]

              
	
                SAAB
                  9-2X

              	
                [REDACTED]

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                [REDACTED]

              	
                -

              	
                 

              	
                [REDACTED]

              	
                [REDACTED]

              
	
                SAAB
                  9-7X

              	
                [REDACTED]

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                [REDACTED]

              	
                -

              	
                 

              	
                [REDACTED]

              	
                [REDACTED]

              
	
                SAAB
                  9-3

              	
                [REDACTED]

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                [REDACTED]

              	
                -

              	
                 

              	
                [REDACTED]

              	
                [REDACTED]

              
	
                SAAB
                  9-5

              	
                [REDACTED]

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                [REDACTED]

              	
                -

              	
                 

              	
                [REDACTED]

              	
                [REDACTED]

              
	
                 TOTAL
                  LUXURY

              	
                [REDACTED]

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                [REDACTED]

              	
                -

              	 	
                [REDACTED]

              	
                [REDACTED]

              
	
                VUE

              	
                [REDACTED]

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                [REDACTED]

              	
                -

              	
                 

              	
                [REDACTED]

              	
                [REDACTED]

              
	
                H2

              	
                [REDACTED]

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                [REDACTED]

              	
                -

              	
                 

              	
                [REDACTED]

              	
                [REDACTED]

              
	
                H3

              	
                [REDACTED]

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                [REDACTED]

              	
                -

              	
                 

              	
                [REDACTED]

              	
                [REDACTED]

              
	
                TRAILBLAZER

              	
                [REDACTED]

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                [REDACTED]

              	
                -

              	
                 

              	
                [REDACTED]

              	
                [REDACTED]

              
	
                ENVOY

              	
                [REDACTED]

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                [REDACTED]

              	
                -

              	
                 

              	
                [REDACTED]

              	
                [REDACTED]

              
	
                RAINIER

              	
                [REDACTED]

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                [REDACTED]

              	
                -

              	
                 

              	
                [REDACTED]

              	
                [REDACTED]

              
	
                SSR

              	
                [REDACTED]

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                [REDACTED]

              	
                -

              	
                 

              	
                [REDACTED]

              	
                [REDACTED]

              
	
                SRX

              	
                [REDACTED]

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                [REDACTED]

              	
                -

              	
                 

              	
                [REDACTED]

              	
                [REDACTED]

              
	
                TAHOE

              	
                [REDACTED]

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                [REDACTED]

              	
                -

              	
                 

              	
                [REDACTED]

              	
                [REDACTED]

              
	
                YUKON

              	
                [REDACTED]

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                [REDACTED]

              	
                -

              	
                 

              	
                [REDACTED]

              	
                [REDACTED]

              
	
                ESCALADE

              	
                [REDACTED]

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                [REDACTED]

              	
                -

              	
                 

              	
                [REDACTED]

              	
                [REDACTED]

              
	
                SUBURBAN

              	
                [REDACTED]

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                [REDACTED]

              	
                -

              	
                 

              	
                [REDACTED]

              	
                [REDACTED]

              
	
                YUKON
                  XL

              	
                [REDACTED]

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                [REDACTED]

              	
                -

              	
                 

              	
                [REDACTED]

              	
                [REDACTED]

              
	
                 TOTAL
                  UTILITY

              	
                [REDACTED]

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                [REDACTED]

              	
                -

              	 	
                [REDACTED]

              	
                [REDACTED]

              
	
                SIERRA
                  900

              	
                [REDACTED]

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                [REDACTED]

              	
                -

              	
                 

              	
                [REDACTED]

              	
                [REDACTED]

              
	
                SILVERADO
                  900

              	
                [REDACTED]

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                [REDACTED]

              	
                -

              	
                 

              	
                [REDACTED]

              	
                [REDACTED]

              
	
                CANYON

              	
                [REDACTED]

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                [REDACTED]

              	
                -

              	
                 

              	
                [REDACTED]

              	
                [REDACTED]

              
	
                COLORADO

              	
                [REDACTED]

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                [REDACTED]

              	
                -

              	
                 

              	
                [REDACTED]

              	
                [REDACTED]

              
	
                AVALANCHE

              	
                [REDACTED]

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                [REDACTED]

              	
                -

              	
                 

              	
                [REDACTED]

              	
                [REDACTED]

              
	
                 TOTAL
                  PICKUP

              	
                [REDACTED]

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                [REDACTED]

              	
                -

              	 	
                [REDACTED]

              	
                [REDACTED]

              
	
                SOLSTICE

              	
                [REDACTED]

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                [REDACTED]

              	
                -

              	
                 

              	
                [REDACTED]

              	
                [REDACTED]

              
	
                SKY

              	
                [REDACTED]

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                [REDACTED]

              	
                -

              	
                 

              	
                [REDACTED]

              	
                [REDACTED]

              
	
                CORVETTE

              	
                [REDACTED]

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                [REDACTED]

              	
                -

              	
                 

              	
                [REDACTED]

              	
                [REDACTED]

              
	
                 TOTAL
                  SPORT

              	
                [REDACTED]

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                [REDACTED]

              	
                -

              	 	
                [REDACTED]

              	
                [REDACTED]

              
	
                ENCLAVE

              	
                [REDACTED]

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                [REDACTED]

              	
                -

              	
                 

              	
                [REDACTED]

              	
                [REDACTED]

              
	
                EQUINOX

              	
                [REDACTED]

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                [REDACTED]

              	
                -

              	
                 

              	
                [REDACTED]

              	
                [REDACTED]

              
	
                TORRENT

              	
                [REDACTED]

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                [REDACTED]

              	
                -

              	
                 

              	
                [REDACTED]

              	
                [REDACTED]

              
	
                ACADIA

              	
                [REDACTED]

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                [REDACTED]

              	
                -

              	
                 

              	
                [REDACTED]

              	
                [REDACTED]

              
	
                OUTLOOK

              	
                [REDACTED]

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                [REDACTED]

              	
                -

              	
                 

              	
                [REDACTED]

              	
                [REDACTED]

              
	
                 TOTAL
                  CROSS OVER

              	
                [REDACTED]

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                [REDACTED]

              	
                -

              	 	
                 

              	
                [REDACTED]

              
	
                UPLANDER

              	
                [REDACTED]

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                [REDACTED]

              	
                -

              	
                 

              	
                [REDACTED]

              	
                [REDACTED]

              
	
                EXPRESS

              	
                [REDACTED]

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                [REDACTED]

              	
                -

              	
                 

              	
                [REDACTED]

              	
                [REDACTED]

              
	
                EXPRESS
                  CUTAWAY

              	
                [REDACTED]

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                [REDACTED]

              	
                -

              	
                 

              	
                [REDACTED]

              	
                [REDACTED]

              
	
                EXPRESS
                  CARGO

              	
                [REDACTED]

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                [REDACTED]

              	
                -

              	
                 

              	
                [REDACTED]

              	
                [REDACTED]

              
	
                SAVANA

              	
                [REDACTED]

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                [REDACTED]

              	
                -

              	
                 

              	
                [REDACTED]

              	
                [REDACTED]

              
	
                RELAY

              	
                [REDACTED]

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                [REDACTED]

              	
                -

              	
                 

              	
                [REDACTED]

              	
                [REDACTED]

              
	
                 TOTAL
                  VAN

              	
                [REDACTED]

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                [REDACTED]

              	
                -

              	 	
                [REDACTED]

              	
                [REDACTED]

              
	
                 

              	 	 	 	 	 	 	 	 	 	 	 	 	 	
                 

              	
                [REDACTED]

              	
                [REDACTED]

              
	
                 08MY
                  GRAND TOTAL

              	
                [REDACTED]

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                [REDACTED]

              	
                -

              	 	
                [REDACTED]

              	
                [REDACTED]

              
	
                 

              	 	 	 	 	 	 	 	 	 	 	 	 	 	
                 

              	
                [REDACTED]

              	
                 

              
	
                 GRAND
                  TOTAL

              	
                [REDACTED]

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                -

              	
                [REDACTED]

              	
                -

              	
                 

              	
                [REDACTED]

              	
                 

              
	
                 

              	
                 

              	
                 

              	
                 

              	
                 

              	
                 

              	
                 

              	
                 

              	
                 

              	
                 

              	
                 

              	
                 

              	 	
                 

              	
                 

              	
                 

              	
                 

              


      

    

     

     

    
      
        	
                 

              	 	
                 

              	 	
                 

              

 Date                        Avis
        Approved                                 General
        Motors Approved


      
        
          
          

        

        
          
          

          
            

          

        

        
          
          

        

      



    Attachment
      3

     

    

    


    GENERAL
      MOTORS CORPORATION

    2008MY
      SHORT-TERM YT1 - DAILY RENTAL PURCHASE PROGRAM
      GUIDELINES

    


    
      	
               1.

            	
              PROGRAM
                NAME AND NUMBER:

            


    

    


    
      	
               

            	
              2008
                Model Year Short-Term Daily Rental Purchase Program for Daily Rental
                Operators

            


    

    
      	
               

            	
              Program
                Code:  YT1

            


    

    
      	
               

            	
              Program
                No. 03-08-GRP1-3

            


    

    


    
      	
               2.

            	
              PROGRAM
                DESCRIPTION:

            


    

    


    
      	
               

            	
              To
                provide General Motors dealers certain 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  3A:

            	
              Vehicle
                Depreciation Rates

            


    

    
      	
              Attachment  3B:

            	
              Required
                Minimum Equipment Levels

            


    

    
      	
              Attachment  3C:

            	
              GM
                2007CY Daily Rental Guaranteed Residual Program Process, Procedures,
                And
                Return Standards

            


    

    


    
      	
               3.

            	
              PROGRAM
                ALLOWANCES:

            


    

    


    
      	
               

            	
              The
                purchase amount shall be calculated beginning with dealer invoice
                including freight.  Deducted from Dealer Invoice will be
                depreciation factored on the monthly depreciation rate times 12 months
                and
                divided by 365 days in the year multiplied by the number of days
                in
                service determined by the day the vehicle is returned to and accepted
                by General Motors in accordance with GM Turnback Standards &
                Procedures (Attachment 3C).

            


    

    


    
      	
               

            	
              -

            	
              Return
                purchase amount will be net of calculated depreciation and applicable
                damage including MET items and/or mileage penalties as well as any
                other
                applicable administration fees as noted in the GM Turnback Standards
&
                Procedures      (Attachment
                3C).

            


    

    


    
      	
               

            	
              -

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

            


    

    


    -           Out-of-service
      date shall be the date the vehicle is returned to an approved GM turn-insite
      provided the rental fleet customer meets all program parameters and completes
      thesign-off procedures.

    


    
      	
               

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

            


    

    


    The
      following models are not eligible:  Van Conversions (including Hi-Cube
      and Step-Van), Full Size Cargo Vans, Hummer H1, Saturn Astra, and Select Saab
      Models.

    



    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

    Attachment
      3


    


    
      	
               

            	
              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.

            


    

    


    Fleet
      Order
      Type                                                                           FDR

    Mandatory
      Ordering
      Options                                                     VN9
      + YT1

    Customer
      Assigned
      UPC                                                                           

    Minimum
      Equipment                                                                     See
      Attachment 3B

    


    Delivery

    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.

     

    


    
      	
               

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

            


    

    


    Required
      Fleet Delivery
      Type                                                        020
– Daily Rental

    


    
      	
               

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

            


    

    


    
      	
               

            	
              In-Service
                Requirements

            


    

    
      	
               

            	
              Minimum
                In-Service Period - 5 months

            


    

    
      	
               

            	
              Maximum
                In-Service Period - 12 months

            


    

    
      	
               

            	
              Mileage
                Requirements:

            


    

    -           0-150
      days in Service - 19,000 Free Miles

    
      	
               

            	
              -

            	
              151-365
                days in Service - 24,000 Free Miles

            


    

    
      	
               

            	
              -

            	
              Excess
                Mileage Charge:  $0.40/excess
                mile

            


    

    


    
      	
               

            	
              All
                units to be purchased by General Motors Corporation under this program
                must be returned and accepted by July 31, 2009.  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:

            


    

    


    
      	
               

            	
              Eligible
                models are all new and unused 2008 General Motors models, specified
                on
                Attachment 3A, with required minimum factory installed equipment
                levels
                specified on Attachment 3B and processing options ordered for qualified
                daily rental operators for use as daily rental vehicles and delivered
                by
                GM dealers.

            


    


    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

    Attachment
      3


    


    
      	
               

            	
              All
                qualified fleet orders for eligible models received from dealers
                must
                contain a valid Fleet Order Type.

            


    

    


    
      	
               

            	
              Ordering
                Instructions:  All purchase orders must contain fleet processing
                option VN9, YT1 and your customer UPC processing code.  Vehicles
                must be ordered with minimum option requirements specified on Attachment
                3B.

            


    

    


    
      	
               

            	
              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 re-invoicing, 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.  Qualifying dealer orders
                currently on hand or in the system can be amended or canceled and
                reordered if they have not been released to production and the appropriate
                codes are included.  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.

            


    

    


    
      	
               

            	
              Required
                Options - Processing Option VN9+YT1 and your customer assigned UPC
                processing code must be ordered by the dealer on purchase vehicles
                to be
                enrolled in the 2008 Model Year 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 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:

            


    

    


    


    ACS                                               Yaw
      Asante

    1225
      W.
      Washington                           Ph#
      602-797-5342

    Suite
      300                                                 Fax
      602-797-6551

    Tempe,
      Az.  85281-1210                       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:  Examples 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.

            


    

    


     

     

    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

    
      Attachment
        3

       

    

    Attachment
      3A

    YT1
      Parameters and Rates

    2008
      Model Year Program

    

      
        	
                Vehicle
                  Segment

              	
                Depreciation

              	
                Deprecation

              
	
                 

                 

                Brand

              	
                $/month

                 

                1st
                  Cycle

                2008MY

              	
                $/month

                 

                2nd
                  Cycle

                2008MY

              
	
                Aveo

              	
                [REDACTED]

              	
                
                  [REDACTED]

                

              
	
                HHR

              	
                
                  [REDACTED]

                

              	
                
                  [REDACTED]

                

              
	
                Cobalt

              	
                
                  [REDACTED]

                

              	
                
                  [REDACTED]

                

              
	
                Vibe

              	
                
                  [REDACTED]

                

              	
                
                  [REDACTED]

                

              
	
                Astra

              	
                
                  [REDACTED]

                

              	
                
                  [REDACTED]

                

              
	
                G5

              	
                
                  [REDACTED]

                

              	
                
                  [REDACTED]

                

              
	 	 	 
	
                G6

              	
                
                  [REDACTED]

                

              	
                
                  [REDACTED]

                

              
	
                G6
                  Convertible

              	
                
                  [REDACTED]

                

              	
                
                  [REDACTED]

                

              
	
                Malibu

              	
                
                  [REDACTED]

                

              	
                
                  [REDACTED]

                

              
	
                Classic

              	
                
                  [REDACTED]

                

              	
                
                  [REDACTED]

                

              
	
                Impala

              	
                
                  [REDACTED]

                

              	
                
                  [REDACTED]

                

              
	
                Grand
                  Prix

              	
                
                  [REDACTED]

                

              	
                
                  [REDACTED]

                

              
	
                G8

              	
                
                  [REDACTED]

                

              	
                
                  [REDACTED]

                

              
	
                LaCrosse

              	
                
                  [REDACTED]

                

              	
                
                  [REDACTED]

                

              
	
                Aura

              	
                
                  [REDACTED]

                

              	
                
                  [REDACTED]

                

              
	 	 	 
	
                Solstice

              	
                
                  [REDACTED]

                

              	
                
                  [REDACTED]

                

              
	
                Sky

              	
                
                  [REDACTED]

                

              	
                
                  [REDACTED]

                

              


      

      
        	
                Lucense

              	
                
                  [REDACTED]

                

              	
                
                  [REDACTED]

                

              
	 	 	 
	
                DTS

              	
                
                  [REDACTED]

                

              	
                
                  [REDACTED]

                

              
	
                STS

              	
                
                  [REDACTED]

                

              	
                
                  [REDACTED]

                

              
	
                CTS

              	
                
                  [REDACTED]

                

              	
                
                  [REDACTED]

                

              
	
                SAAB
                  9-3

              	
                
                  [REDACTED]

                

              	
                
                  [REDACTED]

                

              
	
                SAAB
                  9-5

              	
                
                  [REDACTED]

                

              	
                
                  [REDACTED]

                

              
	
                Corvette

              	
                
                  [REDACTED]

                

              	
                
                  [REDACTED]

                

              
	
                XLR

              	
                
                  [REDACTED]

                

              	
                
                  [REDACTED]

                

              
	
                SRX

              	
                
                  [REDACTED]

                

              	
                
                  [REDACTED]

                

              


      

      
        	
                Uplander

              	
                
                  [REDACTED]

                

              	
                
                  [REDACTED]

                

              
	
                Colorado

              	
                
                  [REDACTED]

                

              	
                
                  [REDACTED]

                

              
	
                Canyon

              	
                
                  [REDACTED]

                

              	
                
                  [REDACTED]

                

              
	
                VUE

              	
                
                  [REDACTED]

                

              	
                
                  [REDACTED]

                

              
	
                Equinox

              	
                
                  [REDACTED]

                

              	
                
                  [REDACTED]

                

              
	
                Torrent

              	
                
                  [REDACTED]

                

              	
                
                  [REDACTED]

                

              
	
                Acadia

              	
                
                  [REDACTED]

                

              	
                
                  [REDACTED]

                

              
	
                Outlook

              	
                
                  [REDACTED]

                

              	
                
                  [REDACTED]

                

              
	
                Enclave

              	
                
                  [REDACTED]

                

              	
                
                  [REDACTED]

                

              
	
                TrailBlazer

              	
                
                  [REDACTED]

                

              	
                
                  [REDACTED]

                

              
	
                Envoy

              	
                
                  [REDACTED]

                

              	
                
                  [REDACTED]

                

              
	
                Hummer
                  H3

              	
                
                  [REDACTED]

                

              	
                
                  [REDACTED]

                

              
	
                Hummer
                  H2

              	
                
                  [REDACTED]

                

              	
                
                  [REDACTED]

                

              
	 	
                 

              	 
	
                Express
                  Van

              	
                
                  [REDACTED]

                

              	
                
                  [REDACTED]

                

              
	
                Savana
                  Van

              	
                
                  [REDACTED]

                

              	
                
                  [REDACTED]

                

              
	
                Silverado/Avalanche

              	
                
                  [REDACTED]

                

              	
                
                  [REDACTED]

                

              
	
                Sierra

              	
                
                  [REDACTED]

                

              	
                
                  [REDACTED]

                

              
	
                Tahoe

              	
                
                  [REDACTED]

                

              	
                
                  [REDACTED]

                

              
	
                Yukon

              	
                
                  [REDACTED]

                

              	
                
                  [REDACTED]

                

              
	
                Suburban

              	
                
                  [REDACTED]

                

              	
                
                  [REDACTED]

                

              
	
                Yukon
                  XL

              	
                
                  [REDACTED]

                

              	
                
                  [REDACTED]

                

              
	 	 	 
	
                Escalade

              	
                
                  [REDACTED]

                

              	
                
                  [REDACTED]

                

              


      

       

      
        Comments

         

        Holding
          Period

        5
          month min - 12 month
          maximum

         

        Damage
          Allowance - $400

         

        151-365
          days in Service

        24,000
          Free Miles 

        $0.40
          /mile mileage penalty


         

        In-Service
          Date (Expiration in Transit + 5
          Days):

         

        First
          Cycle - Up To January 15, 2008


        Second
          Cycle - January 16-2008 and
          Beyond

         

        0-150
          days in Service

        19,000
          Free Miles


      



    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

     

    
      Attachment
        4

    

     

    

     

    
 

    GENERAL
      MOTORS CORPORATION

    2008
      MODEL YEAR PURCHASE-RENTAL RECLASSIFICATION PROGRAM

    


    
      	
              1.

            	
              PROGRAM
                NAME AND NUMBER:

            


    

    


    
      	
               

            	
              2008
                Model Year Purchase-Rental Reclassification Program for Daily Rental
                Operators

            


    

    
      	
               

            	
              Program
                Code:  CDZ

            


    

    
      	
               

            	
              Program
                No. 04-08RCL-1

            


    

    


    
      	
               2.

            	
              PROGRAM
                DESCRIPTION/RULES:

            


    

    


     

    Vehicles
      eligible for the repurchase-rental reclassification program must have an average
      of [REDACTED]
      miles prior to resale in the used car
      market.  Eligible GM models are detailed in Attachment
      4A.  It is the rental account’s responsibility to maintain on file
      verification of vehicle mileage at the time the vehicle is sold in the used
      car
      market.  GM reserves the right to audit the rental company to insure
      compliance with this guideline.  Excluded from the mileage average
      would be those units deemed total loss damage/scrapped units as identified
      in a
      total application verification file submitted by the rental account, which
      will
      include units ineligible for return under the program guidelines, in conjunction
      with the electronic data file required for RIMS processing.

     

    Rental
      customers must submit [REDACTED]
      of the total agreed to contractual volume (excluding any rejected turnback
      units), before GM will process a reclassification application.  All
      submissions 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.

    


    Rental
      customers may post repurchase daily rental purchase vehicles for sale on GMAC’s
      SmartAuction website before being returned to GM.  However, vehicles
      posted for sale must be de-enrolled from the repurchase program (whether they
      sell on SmartAuction or not).  They may be included in the
      reclassification program subject to the other terms and conditions of this
      Program.

    


    Permanently
      rejected auction vehicles are also considered ineligible for reclassification
      incentive allowances (See Attachment 4A for specific incentive allowances)
      and
      will not count toward the [REDACTED]
      submission.  No exceptions will be made, including but
      not limited for reasons of frame, fire or flood damage, for the 2008 model
      year
      reclassification program.

    


    Vehicles
      previously turned-in and accepted by a GM-Sponsored Auction location are not
      eligible for reclassification.

    


    Vehicles
      selected for reclassification by the rental customer, which are not deemed
      “permanent rejects” must have been used exclusively in daily rental business,
      and must comply with the terms and conditions outlined in GM's National Fleet
      Purchase Program for the appropriate 2008 model year.

     

    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

     

    
       

      
        Attachment
          4

      

    

    
 

    
      	
              3.

            	
              APPLICATION
                FOR PAYMENT:

            


    

    


    Application
      for payment will be accepted on a quarterly basis.  Reclassification
      applications must be submitted to RIMS using an FTP service i.e. FileDrive
      in
      the DE_ENROLL file format.

    


    Final
      date of submission for payment for the 2008 Model Year:  June 30,
      2010.

    


    
      	
              4.

            	
              OTHER
                PROGRAM GUIDELINES:

            


    

    


    
      	
               

            	
              Rental
                customer agrees to retain any documents or records relevant to vehicles
                purchased under this program and/or claims submitted for payment
                under
                this program for two years after the close of this
                program.  Rental customer agrees to permit any designated
                representative of GM to examine audit and take copies of any accounts
                and
                records the rental customer is to maintain under this
                program.  The rental customer agrees to make such accounts
                readily available at its facilities during regular business
                hours.  GM agrees to furnish the rental customer with a list of
                any reproduced records.

            


    

    


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


    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    


    

     

    2008MY

    RECLASS
      INCENTIVE DETAIL 

    ATTACHMENT
      4A

     

    RECLASS                    00300-AVIS

    
      
        	
                BRANDS

              	
                RECLASS

                AMOUNT

              
	
                AVEO

              	
                [REDACTED]

              
	
                COBALT

              	
                [REDACTED]

              
	
                G5

              	
                [REDACTED]

              
	
                ASTRA

              	
                [REDACTED]

              
	
                VIBE

              	
                [REDACTED]

              
	
                HHR

              	
                [REDACTED]

              
	
                 TOTAL
                  SM / COMPACT

              	 
	
                CLASSIC

              	
                [REDACTED]

              
	
                MALIBU
                  386

              	
                [REDACTED]

              
	
                G6
                  NON-CONV

              	
                [REDACTED]

              
	
                G6
                  CONVERTIBLE

              	
                [REDACTED]

              
	
                AURA

              	
                [REDACTED]

              
	
                G8

              	
                [REDACTED]

              
	
                 TOTAL
                  MIDSIZE

              	 
	
                LACROSSE

              	
                [REDACTED]

              
	
                IMPALA

              	
                [REDACTED]

              
	
                GRAND
                  PRIX

              	
                [REDACTED]

              
	
                LUCERNE

              	
                [REDACTED]

              
	
                 TOTAL
                  FULLSIZE

              	 
	
                DTS

              	
                [REDACTED]

              
	
                STS

              	
                [REDACTED]

              
	
                SRX

              	
                [REDACTED]

              
	
                CTS

              	
                [REDACTED]

              
	
                XLR

              	
                [REDACTED]

              
	
                SAAB
                  9-2X

              	
                [REDACTED]

              
	
                SAAB
                  9-7X

              	
                [REDACTED]

              
	
                SAAB
                  9-3

              	
                [REDACTED]

              
	
                SAAB
                  9-5

              	
                [REDACTED]

              
	
                 TOTAL
                  LUXURY

              	 
	
                VUE

              	
                [REDACTED]

              
	
                H2

              	
                [REDACTED]

              
	
                H3

              	
                [REDACTED]

              
	
                TRAILBLAZER

              	
                [REDACTED]

              
	
                ENVOY

              	
                [REDACTED]

              
	
                TAHOE

              	
                [REDACTED]

              
	
                YUKON

              	
                [REDACTED]

              
	
                ESCALADE

              	
                [REDACTED]

              
	
                SUBURBAN

              	
                [REDACTED]

              
	
                YUKON
                  XL

              	
                [REDACTED]

              
	
                 TOTAL
                  UTILITY

              	 
	
                SIERRA
                  900

              	
                [REDACTED]

              
	
                SILVERADO
                  900

              	
                [REDACTED]

              
	
                CANYON

              	
                [REDACTED]

              
	
                COLORADO

              	
                [REDACTED]

              
	
                AVALANCHE

              	
                [REDACTED]

              
	
                 TOTAL
                  PICKUP

              	 
	
                SOLSTICE

              	
                [REDACTED]

              
	
                SKY

              	
                [REDACTED]

              
	
                CORVETTE

              	
                [REDACTED]

              
	
                 TOTAL
                  SPORT

              	
                [REDACTED]

              
	
                ENCLAVE

              	 
	
                EQUINOX

              	
                [REDACTED]

              
	
                TORRENT

              	
                [REDACTED]

              
	
                ACADIA

              	
                [REDACTED]

              
	
                OUTLOOK

              	
                [REDACTED]

              
	
                 TOTAL
                  CROSS OVER

              	 
	
                UPLANDER

              	
                [REDACTED]

              
	
                EXPRESS

              	
                [REDACTED]

              
	
                EXPRESS
                  CUTAWAY

              	
                [REDACTED]

              
	
                EXPRESS
                  CARGO

              	
                [REDACTED]

              
	
                SAVANA

              	
                [REDACTED]

              
	
                RELAY

              	
                [REDACTED]

              
	
                 TOTAL
                  VAN

              	 
	
                 

              	 
	
                 08MY
                  GRAND TOTAL

              	 


      


      
        
          
          

        

        
          
          

          
            

          

        

        
          
          

        

      


       

      
        Attachment
          5

      

    

     

    

     

    


    GENERAL
      MOTORS CORPORATION

    2008
      MY RISK VX7 - NATIONAL FLEET RISK PURCHASE PROGRAM
      GUIDELINES

    


    
      	
               1.

            	
              PROGRAM
                NAME AND NUMBER:

            


    

    


    
      	
               

            	
              2008
                Model Year National Fleet Risk Purchase Program for Daily Rental
                Operators

            


    

    
      	
               

            	
              Program
                Code:  VX7

            


    

    
      	
               

            	
              Program
                No. 05-08VX7-1

            


    

    


    
      	
               2.

            	
              PROGRAM
                DESCRIPTION:

            


    

    


    
      	
               

            	
              This
                program makes available to General Motor’s dealers and qualified long-term
                daily rental fleet customers, allowances on select 2008 model year
                General
                Motors vehicles sold and delivered to qualified long-term daily rental
                customers/users.

            


    

    


    
      	
               

            	
              A
                qualified long-term daily rental fleet customer/user is defined as
                any
                company that purchases and registers or leases five (5) or more new
                cars
                and/or trucks for use in its operations during the current or preceding
                model or calendar year or preceding twelve (12) month period or that
                owns
                or leases fifteen (15) or more cars and/or trucks for use in its
                operations.

            


    

    


    
      	
               

            	
              A
                qualified long-term daily rental fleet customer/user must have a
                General
                Motors Fleet Account Number (GM FAN) to be eligible for any General
                motors
                fleet incentive.

            


    

    


    
      	
               

            	
              The
                qualified long-term daily rental fleet user must be the customer
                who
                purchases the vehicle directly from the General motors dealer and
                who
                meets the 6 month in-service
                requirement.

            


    

    


    
      	
               

            	
              This
                program contains the following
                attachments:

            


    

    


    
      	
              Attachment
                5A:

            	
              Required
                Minimum Equipment Levels

            


    

    


    
      	
               3.

            	
              PROGRAM
                START DATE/PROGRAM END DATE/IN SERVICE
                PERIOD:

            


    

    


    
      	
              Program
                Start Date:

            	
              Opening
                of 2008 model year ordering system

            


    

    
      	
              Program
                End Date:

            	
              When
                Dealers are notified that 2008 model year fleet orders are no longer
                being
                accepted by General Motors

            


    

    
      	
              In-service
                Period:

            	
              Minimum
                seven (7)
                months.  If, however, a vehicle has been damaged beyond repair,
                i.e., fire, frame, or water damage, etc., and documentation is available
                to support the condition, this provision will be
                waived.

            


    

    


    
      	
              4.

            	
              ELIGIBLE
                MODELS/ALLOWANCES /REQUIRED OPTIONS/ORDER CRITERIA/OTHER
                REQUIREMENTS/CHARGEBACK
                CRITERIA:

            


    

    


    
      	
               

            	
              Eligible
                Models/Allowances:

            


    

    


    
      	
               

            	
              Units
                ordered with option VX7 received order date price protection (PRP)
                and an
                invoice credit of $ per unit listed
                below.

            


    

     

     

     

    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

    Attachment
      5
 

    
      	
               

            	
              $
                Per unit – All GM Models Including Saturn & Saab -
                $0.00

            


    

    
      	
               

            	
              (Hummer
                1 Units are excluded from this
                program).

            


    

    


    
      	
               

            	
              Any
                GM model not specifically noted above is not eligible for this incentive
                (VX7).

            


    

    


    
      	
               

            	
              Required
                Options/Order Criteria:

            


    

    


    
      	
               

            	
              Vehicle
                purchased under the 2008 Model Year National Fleet Risk Purchase
                Program
                must be ordered with VX7 and appropriate customer identifier as stated
                in
                the contractual agreement and will not be eligible for retail sale
                incentives.

            


    

    


    
      	
               

            	
              Option
                - VX7

            


    

    
      	
               

            	
              Order
                Type – FDR (Fleet Daily Rental)

            


    

    


    
      	
               

            	
              Vehicles
                ordered under the VX7 program are not eligible for the retail alternative
                program.  VX7 program incentive amounts are available
                exclusively to the ultimate daily rental fleet
                customer.

            


    

    


    Eligible
      vehicles under the VX7 program are required to comply with minimum factory
      installed equipment levels specified (see “2008 MY VX7 Minimum Equipment File” –
Attachment 5A).

    


    
      	
               

            	
              Other
                Requirements/Chargeback
                Criteria:

            


    

    


    
      	
               

            	
              All
                moneys paid that do not meet the program requirements will be charged
                back.  General Motors reserves the right to audit dealer records
                and disqualify any sales allowance in the event such sales do not
                meet the
                program guidelines.  All moneys improperly paid will be charged
                back.

            


    

    


    
      	
              5.

            	
              METHOD
                OF APPLICATION/FINAL DATE FOR SUBMISSION OF APPLICATION & RESOLUTION
                OF REJECTS:

            


    

    


    
      	
              Method
                of Application:

            	
              Order
                Option VX7

            


    

    
      	
              Final
                Date for Submission of Application/Resolution of Rejects:

            	
              December
                31, 2008

            


    

    


    
      	
               6.

            	
              INCENTIVE
                CODE/METHOD OF
                PAYMENT:

            


    

    


    
      	
              Incentive
                Code:

            	
              VX7

            


    

    
      	
              Method
                of Payment:

            	
              Invoice
                Credit

            


    

    


    
      	
               7.

            	
              DELIVERY
                REPORTING/COMPATIBLE INCENTIVE & ALLOWANCE PROGRAMS FOR FLEET
                CUSTOMERS (GM FAN
                HOLDERS):

            


    

    


    Delivery
      Reporting:

    


    
      	
               

            	
              Vehicles
                delivered to fleet customers must be reported with one of the following
                delivery types under this program.  All deliveries to customers
                with a valid GM fleet account number must be reported as fleet deliveries,
                regardless of order type.

            


    

     

     

    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

    Attachment
      5
 

    
      	
               

            	
              Del
                Type Description – Fleet Sales

            


    

    
      	
               

            	
              Type
                – 020 Daily Rental

            


    

    


    Compatible
      Incentive & Allowance
      Programs:

    


    
      	
               

            	
              Vehicles
                delivered to fleet customers with the above delivery type may be
                eligible
                for the following other incentive programs.  Because not all the
                programs listed below may be combined with each other, consult the
                guidelines of each program in question.  Programs not listed
                below would not be compatible unless the specific guidelines indicate
                otherwise.

            


    

    


    


     

     

    

      
        	
                FLEET
                  CUSTOMERS (GM FAN HOLDERS)

              	 	
                YES/NO

              
	
                 

                GENERAL

              	 	 
	
                GM
                  MOBILITY

              	
                (MOB/MOC/R8L)

              	
                Y

              
	
                SALESPERSON
                  / SALES MGR. INCENTIVES

              	 	
                N

              
	
                CASH
                  DIRECT MAILS/PRIVATE OFFERS/GENERAL COUPONS/CERTIFICATES/NON-CASH
                  VENDOR
                  PROGRAMS

              	 	
                N

              
	
                GM
                  BUSINESS CARD

              	
                (UDB)

              	
                N

              
	
                CONSUMER
                  CASH

              	 	
                N

              
	
                DEALER
                  CASH

              	 	
                N

              
	
                BONUS
                  CASH

              	 	
                N

              
	
                OPTION
                  PACKAGE DISCOUNTS

              	 	
                N

              
	 	 	 
	
                PRICING

              	 	 
	
                PRICE
                  PROTECTION/BONA FIDE SOLD ORDER

              	
                (PPT
                  W/VX7)

              	
                N

              
	
                PRICE
                  PROTECTION/NET INVOICE

              	
                (PRP)

              	
                Y

              
	 	 	 
	
                ORDER/DELIVERY

              	 	 
	
                FLEET
                  ORDERING & ASSISTANCE

              	
                (VQ1/VQ2/VQ3)

              	
                Y

              
	
                INTRANSIT
                  INTEREST CREDIT

              	
                (C4C)

              	
                Y

              
	 	 	 
	
                RENTAL

              	 	 
	
                REPURCHASE

              	
                (VN9)

              	
                N

              
	
                FLAT-RATE
                  REPURCHASE                                                                

              	
                (YT1
                  THROUGH YT9)

              	
                N

              
	
                RISK

              	
                (VX7)

              	
                X

              
	
                GM
                  DEALER RENT-A-CAR

              	
                (FKR/FKL)

              	
                N

              
	 	
                (R6D/PBP/PBS)

              	 
	
                GOVERNMENT

              	 	 
	
                PSA/PURA/BID
                  ASSISTANCE/CE                                                                           

              	 	
                N

              
	 	 	 
	
                FLEET/COMMERCIAL

              	 	 
	
                NATIONAL
                  FLEET PURCHASE PROGRAM

              	
                (FVX/FPP)

              	
                N

              
	
                RETAIL
                  ALTERNATIVE                                                      

              	
                (CNC/CNE/CSE/CSR/CWE)

              	
                N

              
	
                SMALL
                  FLEET APR ALTERNATIVE

              	
                (XMC)

              	
                N

              
	
                GM'S
                  BUSINESS CUSTOMERS CHOICE

              	 	
                N

              
	
                TRUCK
                  STOCKING

              	
                (TSI)

              	
                N

              
	
                MOTOR
                  HOME INCENTIVE

              	
                (R7Y)

              	
                N

              
	
                SCHOOL
                  BUS/SHUTTLE BUS/AMBULANCE INCENTIVE

              	
                (R6H)

              	
                N

              
	
                RECREATIONAL
                  VEHICLE INCENTIVE

              	
                (R6J)

              	
                N

              
	
                DEMO
                  - LIGHT DUTY
                  DEALER                                                                           

              	
                (DEM/DEE)

              	
                N

              
	
                DEMO
                  - LIGHT DUTY SVM

              	
                (DES)

              	
                N

              
	
                SIERRA
                  FLEET
                  PEG                                                                           

              	
                (R7F/FLS)

              	
                N

              
	
                FLEET
                  PREFERRED EQUIPMENT GROUPS

              	 	
                N

              
	
                COMPETITIVE
                  ASSISTANCE PROGRAMS

              	
                (CAP)

              	
                N

              
	 	 	 


      


      
        
          
          

        

        
          
          

          
            

          

        

        
          
          

        

      



    Attachment
      5

    


    
      	
               8.

            	
              DELIVERY
                REPORTING/COMPATIBLE INCENTIVE & ALLOWANCE PROGRAMS FOR NON-FLEET
                CUSTOMERS (NON-GM FAN
                HOLDERS):

            


    

    


    Not
      Applicable – Customer must be a GM
      FAN holder and use a fleet order type.

    


    


    
      	
               9.

            	
              OTHER
                PROGRAM GUIDELINES:

            


    

    


    
      	
               

            	
              A.

            	
              Delivery
                data is not required to receive the invoice credit but deliveries
                should
                be reported as soon as the delivery is
                made.

            


    

    


    
      	
               

            	
              B.

            	
              Deliveries
                through secondary dealer codes are
                eligible.

            


    

    


    
      	
               

            	
              C.

            	
              Customer
                rebate amount must be spelled out on Buyer’s order, and customer incentive
                acknowledgement and/or assignment form is not
                required.

            


    

    


    
      	
               

            	
              D.

            	
              General
                Motors upfitted vehicles (except RV’s) are eligible provided the vehicle
                was purchased directly from GM or from another dealer in the United
                States
                and proved title to the vehicle was retained by the franchised dealer
                through the point of sale and delivery to the ultimate fleet
                customer.  Recreational vehicles are
                excluded.

            


    

    


    
      	
              E.  

            	
              This
                incentive program is available exclusively to the ultimate daily
                rental
                fleet customer.

            


    

    


    
      	
              F.  

            	
              A
                qualified fleet customer/user is defined as any company that purchases
                and
                registers or leases five (5) or more new cars and/preceding model
                or
                calendar year or preceding twelve (12) month period or that owns
                or leases
                fifteen (15) or more cars and/or
                trucks.

            


    

    


    
      	
              G.  

            	
              The
                qualified daily rental fleet user must always be the customer who
                purchases the vehicle directly from the General Motors dealer and
                who
                meets the in-service requirement.

            


    

    


    
      	
              H.  

            	
              Canceled
                fleet orders must be credited and rebilled as retail stock.  You
                should contact your regional
                office.

            


    

    


    
      	
              10.

            	
              GENERAL
                POLICY GUIDELINES:

            


    

    


    
      	
              A.  

            	
              All
                General Motors general guidelines and definition of terms relative
                to
                incentive programs that were supplied to your dealership apply to
                this
                program.  Refer to GM dealer sales allowance and incentive
                manual.

            


    

    


    
      	
              B.  

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

            


    

    


    
      	
              C.  

            	
              General
                Motors reserves the right to audit dealer records and disqualify
                any sales
                allowance in the event such sales do not meet the program
                guidelines.  All moneys improperly paid will be charged back to
                the dealer.

            


    

     

     

    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

    
 

    
      	
              D.  

            	
              Dealers
                must retain records to substantiate their claim to an incentive or
                allowance.  All applications which indicate assignment by the
                customer to the dealer of a customer incentive must be supported
                by
                appropriate documentation retained in the deal file.  If dealer
                records do not support the claim, the dealer will be charged the
                amount of
                allowance or incentive paid.

            


    

    


    
      	
              E.  

            	
              Any
                disputes between the customer and the dealer arising from
                misunderstandings or ambiguities regarding this program which cannot
                be
                resolved by referring to appropriate customer incentive acknowledgment
                and/or assignment form (sample copy displayed in GM dealer sales
                allowance
                and incentive manual), the dealer will incur a debit if the payment
                has
                already been credited.

            


    

    


    ANY
      QUESTIONS REGARDING THIS PROGRAM SHOULD BE DIRECTED TO THE FLEET ACTION CENTER
      AT 1-800-FLEET OP OR THE RETAIL SALES
      GROUP.


    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

     

     

    

     

    VOLUME
      INCENTIVE DETAIL

    ATTACHMENT
      6
 

    
      	
              BRANDS

            	
              UPLEVEL
                MODEL CODES

            	
              RISK
                PEN

            	
              INITIAL
                CONTRACT

            	
              Sep-07

            	
              Oct-07

            	
              Nov-07

            	
              Dec-07

            	
              Mar-08

            	
              Jun-08

            	
              Jul-08

            	
              Aug-08

            	
              RECON

            	
              TOTAL
                REVISION

            	
              REVISED
                CONTRACT

            	
              REVISED
                VS INITIAL

            	
               

            	
              $
                P/U

            	
              EXTENDED
                INCENTIVE

            
	
              AVEO
                (4 Door)

            	
              1TG69
                LT (2)]

            	
              [REDACTED]

            	
              [REDACTED]

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              [REDACTED]

            	
              -

            	
               

            	
              [REDACTED]

            	
              [REDACTED]

            
	
              AVEO

            	
              ALL
                OTHER

            	 	
              [REDACTED]

            	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	
              COBALT

            	
              ALL629
                2LT (3)

            	
              [REDACTED]

            	 	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              [REDACTED]

            	
              -

            	
               

            	
              [REDACTED]

            	
              [REDACTED]

            
	
              COBALT

            	
              ALL
                OTHER

            	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	
              G5

            	
              ALL
                OTHER

            	 	 	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              [REDACTED]

            	
              -

            	
               

            	
              [REDACTED]

            	
              [REDACTED]

            
	
              ASTRA

            	
              ALL
                OTHER

            	 	 	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              [REDACTED]

            	
              -

            	
               

            	
              [REDACTED]

            	
              [REDACTED]

            
	
              VIBE

            	
              ALL
                OTHER

            	 	
              [REDACTED]

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              [REDACTED]

            	
              -

            	
               

            	
              [REDACTED]

            	
              [REDACTED]

            
	
              HHR
                (1LT)

            	
              1AS46LT(2)

            	
              [REDACTED]

            	
              [REDACTED]

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              [REDACTED]

            	
              -

            	
               

            	
              [REDACTED]

            	
              [REDACTED]

            
	
              HHR

            	
              ALL
                OTHER

            	 	
              [REDACTED]

            	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	
               TOTAL
                SM / COMPACT

            	 	 	
              [REDACTED]

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              [REDACTED]

            	
              -

            	
               

            	
              [REDACTED]

            	
              [REDACTED]

            
	
              CLASSIC
                (2LT)

            	
              1ZT69(3)

            	
              [REDACTED]

            	
              [REDACTED]

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              [REDACTED]

            	
              -

            	
               

            	
              [REDACTED]

            	
              [REDACTED]

            
	
              CLASSIC

            	
              ALL
                OTHER

            	 	
              [REDACTED]

            	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	
              MALIBU
                386

            	
              ALL
                OTHER

            	 	
              [REDACTED]

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              [REDACTED]

            	
              -

            	
               

            	
              [REDACTED]

            	
              [REDACTED]

            
	
              G6
                NON-CONV (GT)

            	
              2ZH69
                GT (3)

            	
              [REDACTED]

            	
              [REDACTED]

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              [REDACTED]

            	
              -

            	
               

            	
              [REDACTED]

            	
              [REDACTED]

            
	
              G6
                NON-CONV (GKP)

            	
              2ZM69
                GXP (4)

            	
              [REDACTED]

            	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	
              G6
                NON-CONV

            	
              ALL
                OTHER

            	 	
              [REDACTED]

            	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	
              G6
                CONVERTIBLE

            	 	 	 	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              [REDACTED]

            	
              -

            	
               

            	
              [REDACTED]

            	
              [REDACTED]

            
	
              AURA

            	
              2ZV69
                (2)

            	
              [REDACTED]

            	 	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              [REDACTED]

            	
              -

            	
               

            	
              [REDACTED]

            	
              [REDACTED]

            
	
              AURA

            	
              ALL
                OTHER

            	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	
              G8

            	 	 	 	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              [REDACTED]

            	
              -

            	
               

            	
              [REDACTED]

            	
              [REDACTED]

            
	
              MONTE
                CARLO

            	 	 	 	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              [REDACTED]

            	
              -

            	
               

            	
              [REDACTED]

            	
              [REDACTED]

            
	
              GTO

            	 	 	 	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              [REDACTED]

            	
              -

            	
               

            	
              [REDACTED]

            	
              [REDACTED]

            
	
               TOTAL
                MIDSIZE

            	 	 	
              [REDACTED]

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              [REDACTED]

            	
              -

            	
               

            	
              [REDACTED]

            	
              [REDACTED]

            
	
              LACROSSE
                (CXL)

            	
              4WD19
                CXL (2)

            	
              [REDACTED]

            	 	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              [REDACTED]

            	
              -

            	
               

            	
              [REDACTED]

            	
              [REDACTED]

            
	
              LACROSSE
                (CXS)

            	
              4WD19
                CXS (2

            	
              [REDACTED]

            	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	
              LACROSSE

            	
               ALL
                OTHER

            	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	
              IMPALA
                (2LT)

            	
              1WC19
                LT (3)

            	
              [REDACTED]

            	
              [REDACTED]

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              [REDACTED]

            	
              -

            	
               

            	
              [REDACTED]

            	
              [REDACTED]

            
	
              IMPALA
                (LTZ)

            	
              1WU19
                LTZ (4)

            	
              [REDACTED]

            	
              [REDACTED]

            	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	
              IMPALA

            	
              ALL
                OTHER

            	 	
              [REDACTED]

            	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	
              GRAND
                PRIX

            	
              ALL
                OTHER

            	 	
              [REDACTED]

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              [REDACTED]

            	
              -

            	
               

            	
              [REDACTED]

            	
              [REDACTED]

            
	
              LUCERNE

            	
              ALL
                OTHER

            	 	 	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              [REDACTED]

            	
              -

            	
               

            	
              [REDACTED]

            	
              [REDACTED]

            
	
               TOTAL
                FULLSIZE

            	 	 	
              [REDACTED]

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              [REDACTED]

            	
              -

            	
               

            	
              [REDACTED]

            	
              [REDACTED]

            
	
              DTS

            	
              ALL
                OTHER

            	 	 	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
               

            	
              [REDACTED]

            	
              -

            	
               

            	
              [REDACTED]

            	
              [REDACTED]

            
	
              STS

            	 	 	 	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              [REDACTED]

            	
              -

            	
               

            	
              [REDACTED]

            	
              [REDACTED]

            
	
              SRX
                (1SA)

            	 	 	 	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
               

            	
              [REDACTED]

            	
              -

            	
               

            	
              [REDACTED]

            	
              [REDACTED]

            
	
              SRX

            	
              ALL
                OTHER

            	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	
              CTS

            	
              ALL
                OTHER

            	 	 	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              [REDACTED]

            	
              -

            	
               

            	
              [REDACTED]

            	
              [REDACTED]

            
	
              XLR

            	
              ALL
                OTHER

            	 	 	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              [REDACTED]

            	
              -

            	
               

            	
              [REDACTED]

            	
              [REDACTED]

            
	
              SAAB
                9-2X

            	 	 	 	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              [REDACTED]

            	
              -

            	
               

            	
              [REDACTED]

            	
              [REDACTED]

            
	
              SAAB
                9-7X

            	
              ]

            	 	 	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              [REDACTED]

            	
              -

            	
               

            	
              [REDACTED]

            	
              [REDACTED]

            
	
              SAAB
                9-3

            	
              ALL
                OTHER

            	 	 	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              [REDACTED]

            	
              -

            	
               

            	
              [REDACTED]

            	
              [REDACTED]

            
	
              SAAB
                9-5

            	
              ALL
                OTHER

            	 	 	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              [REDACTED]

            	
              -

            	
               

            	
              [REDACTED]

            	
              [REDACTED]

            
	
               TOTAL
                LUXURY

            	
              ]

            	 	
              ]

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              [REDACTED]

            	
              -

            	
               

            	
              [REDACTED]

            	
              [REDACTED]

            
	
              VUE

            	
              ALL
                OTHER

            	 	
              [REDACTED]

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              [REDACTED]

            	
              -

            	
               

            	
              [REDACTED]

            	
              [REDACTED]

            
	
              H2

            	 	 	 	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              [REDACTED]

            	
              -

            	
               

            	
              [REDACTED]

            	
              [REDACTED]

            
	
              H3

            	
              ALL
                OTHER

            	 	
              [REDACTED]

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              [REDACTED]

            	
              -

            	
               

            	
              [REDACTED]

            	
              [REDACTED]

            
	
              TRAILBLAZER

            	
              ALL
                OTHER

            	 	
              [REDACTED]

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              [REDACTED]

            	
              -

            	
               

            	
              [REDACTED]

            	
              [REDACTED]

            
	
              ENVOY

            	
              ALL
                OTHER

            	 	 	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              [REDACTED]

            	
              -

            	
               

            	
              [REDACTED]

            	
              [REDACTED]

            
	
              TAHOE

            	
              ALL
                OTHER

            	 	 	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              [REDACTED]

            	
              -

            	
               

            	
              [REDACTED]

            	
              [REDACTED]

            
	
              YUKON

            	 	 	 	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              [REDACTED]

            	
              -

            	
               

            	
              [REDACTED]

            	
              [REDACTED]

            
	
              ESCALADE

            	
              ALL
                OTHER

            	 	 	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              [REDACTED]

            	
              -

            	
               

            	
              [REDACTED]

            	
              [REDACTED]

            
	
              SUBURBAN

            	
              ALL
                OTHER]

            	 	 	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              [REDACTED]

            	
              -

            	
               

            	
              [REDACTED]

            	
              [REDACTED]

            
	
              YUKON
                XL

            	 	 	 	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              [REDACTED]

            	
              -

            	
               

            	
              [REDACTED]

            	
              [REDACTED]

            
	
               TOTAL
                UTILITY

            	 	 	
              [REDACTED]

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              [REDACTED]

            	
              -

            	
               

            	
              [REDACTED]

            	
              [REDACTED]

            
	
              SIERRA
                900

            	
              ALL
                OTHER

            	 	 	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              [REDACTED]

            	
              -

            	
               

            	
              [REDACTED]

            	
              [REDACTED]

            
	
              SILVERADO
                900

            	
              ALL
                OTHER

            	 	 	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              [REDACTED]

            	
              -

            	
               

            	
              [REDACTED]

            	
              [REDACTED]

            
	
              CANYON

            	
              ALL
                OTHER

            	 	 	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              [REDACTED]

            	
              -

            	
               

            	
              [REDACTED]

            	
              [REDACTED]

            
	
              COLORADO

            	
              ALL
                OTHER

            	 	 	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              [REDACTED]

            	
              -

            	
               

            	
              [REDACTED]

            	
              [REDACTED]

            
	
              AVALANCHE

            	 	 	 	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              [REDACTED]

            	
              -

            	
               

            	
              [REDACTED]

            	
              [REDACTED]

            
	
               TOTAL
                PICKUP

            	 	 	
              [REDACTED]

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              [REDACTED]

            	
              -

            	
               

            	
              [REDACTED]

            	
              [REDACTED]

            
	
              SOLSTICE

            	 	 	
              [REDACTED]

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              [REDACTED]

            	
              -

            	
               

            	
              [REDACTED]

            	
              [REDACTED]

            
	
              SKY

            	 	 	
              [REDACTED]

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              [REDACTED]

            	
              -

            	
               

            	
              [REDACTED]

            	
              [REDACTED]

            
	
              CORVETTE

            	 	 	 	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              [REDACTED]

            	
              -

            	
               

            	
              [REDACTED]

            	
              [REDACTED]

            
	
               TOTAL
                SPORT

            	 	 	
              [REDACTED]

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              [REDACTED]

            	
              -

            	
               

            	
              [REDACTED]

            	
              [REDACTED]

            
	
              ENCLAVE

            	
              ALL
                OTHER

            	 	 	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              [REDACTED]

            	
              -

            	
               

            	
              [REDACTED]

            	
              [REDACTED]

            
	
              EQUINOX

            	
              1LP26(2)

            	
              [REDACTED]

            	
              [REDACTED]

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              [REDACTED]

            	
              -

            	
               

            	
              [REDACTED]

            	
              [REDACTED]

            
	
              EQUINOX

            	
              ALL
                OTHER

            	 	
              [REDACTED]

            	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	
              TORRENT

            	
              2LG26
                AWD (2)

            	
              [REDACTED]

            	
              [REDACTED]

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              [REDACTED]

            	
              -

            	
               

            	
              [REDACTED]

            	
              [REDACTED]

            
	
              TORRENT

            	
              ALL
                OTHER

            	 	
              [REDACTED]

            	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	
              ACADIA

            	
              ALL
                OTHER

            	 	 	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              [REDACTED]

            	
              -

            	
               

            	
              [REDACTED]

            	
              [REDACTED]

            
	
              OUTLOOK

            	
              ALL
                OTHER

            	 	 	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              [REDACTED]

            	
              -

            	
               

            	
              [REDACTED]

            	
              [REDACTED]

            
	
               TOTAL
                CROSS OVER

            	 	 	
              [REDACTED]

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              [REDACTED]

            	
              -

            	
               

            	
               

            	
              [REDACTED]

            
	
              UPLANDER
                (LEV 2 – CU1221)

            	
              CU12216
                1LT (2)

            	
              [REDACTED]

            	 	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              [REDACTED]

            	
              -

            	
               

            	
              [REDACTED]

            	
              [REDACTED]

            
	
              UPLANDER

            	
              ALL
                OTHER

            	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	
              EXPRESS

            	
              ALL
                OTHER

            	 	 	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              [REDACTED]

            	
              -

            	
               

            	
              [REDACTED]

            	
              [REDACTED]

            
	
              EXPRESS
                CUTAWAY

            	 	 	
              [REDACTED]

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              [REDACTED]

            	
              -

            	
               

            	
              [REDACTED]

            	
              [REDACTED]

            
	
              EXPRESS
                CARGO

            	 	 	
              [REDACTED]

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              [REDACTED]

            	
              -

            	
               

            	
              [REDACTED]

            	
              [REDACTED]

            
	
              SAVANA

            	
              [REDACTED]

            	 	
              [REDACTED]

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              [REDACTED]

            	
              -

            	
               

            	
              [REDACTED]

            	
              [REDACTED]

            
	
              RELAY

            	
              [REDACTED]

            	 	
              [REDACTED]

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              [REDACTED]

            	
              -

            	
               

            	
              [REDACTED]

            	
              [REDACTED]

            
	
               TOTAL
                VAN

            	
              [REDACTED]

            	 	
              [REDACTED]

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              [REDACTED]

            	
              -

            	
               

            	
              [REDACTED]

            	
              [REDACTED]

            
	
               

            	 	 	
               

            	
               

            	
               

            	
               

            	
               

            	
               

            	
               

            	
               

            	
               

            	
               

            	
               

            	
               

            	
               

            	
               

            	
              [REDACTED]

            	
              [REDACTED]

            
	
               08MY
                GRAND TOTAL

            	 	 	
              [REDACTED]

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              [REDACTED]

            	
              -

            	
               

            	
              [REDACTED]

            	
              [REDACTED]

            
	
               MEMO

            	 	 	
               

            	
               

            	
               

            	
               

            	
               

            	
               

            	
               

            	
               

            	
               

            	
               

            	
               

            	
               

            	
               

            	
               

            	
              [REDACTED]

            	
               

            
	
               GRAND
                TOTAL

            	 	 	
              [REDACTED]

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              -

            	
              [REDACTED]

            	
              -

            	
               

            	
              [REDACTED]

            	
               

            
	
               

            	 	 	
               

            	
               

            	
               

            	
               

            	
               

            	
               

            	
               

            	
               

            	
               

            	
               

            	
               

            	
               

            	
               

            	
               

            	
               

            	
               

            


    

    


    
      
        
          
          

        

        
          
          

          
            

          

        

        
          
          

        

      

    

    Attachment
      7


    

     

     

     

    2008MY
      GM RENTAL ADVERTISING & PROMOTION GUIDELINES

     

    


    
      	
              1.  

            	
              In
                all mediums, the phrase “X Rental Company features GM vehicles” must be
                stated in copy size type, and not in disclaimer size type.  In
                print this translates to no smaller than 10 pt. type, and for TV
                the copy
                should be larger than the network standard for legal disclaimers
                of 22
                scan lines.

            


    

     

    
      


      
        	
                2.  

              	
                
                  Please
                    note that the phrase must use the word “vehicles” and not
                    “cars.”

                

              


      

      
 

    

    
      	
              3.  

            	
              In
                TV, the phrase must be on the screen long enough for an average person
                to
                notice and read it. For reference purposes, the network standard
                for the
                length of time a legal disclaimer must be on the screen is three
                seconds
                for the first line and one second for the following
                lines.  Obviously, we would want to be on longer than this if
                possible.

            


    

    


     

    
      	
              4.  

            	
              A
                full shot of the vehicle must be displayed, particularly in TV
                ads.  We prefer to have our vehicles identifiable by sight as
                well as in print.

            


    

    


     

    
      	
              5.  

            	
              All
                vehicles must be identified by manufacturer and nameplate, i.e. Chevrolet
                Blazer, in print next to the vehicle, as well as in any accompanying
                copy.

            


    

    


     

    
      	
              6.  

            	
              In
                TV spots, the same identification must be in print or given
                verbally.

            


    

    


     

    
      	
              7.  

            	
              All
                vehicles used in rental car spots must be stock vehicles, with no
                alterations.

            


    

    


     

    
      	
              8.  

            	
              Any
                person in a moving vehicle must be shown with their seatbelt
                on.  This point is
                non-negotiable.

            


    

    


     

    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

     

    Attachment
      8

     

     

    

     

    


     

    EQUIPMENT
      & SERVICE NOTIFICATION

     

     

    New
      vehicles that include OnStar, and are ordered using a daily rental order-type
      designation, will be eligible for one year of OnStar commencing with the
      reported new vehicles delivery date.  Unless otherwise stipulated in
      an agreement between OnStar and the rental company, only OnStar Safe and Sound
      service levels will be available while any vehicle is in daily rental
      service.  For daily rental applications, an OnStar blue button press
      may be handled by a recorded message or a live advisor.  Specific
      processes for managing services like remote door unlocks, stolen vehicle
      assistance, and assuring renter privacy are either already in place with the
      rental company or will be established upon request.

     

    


     

    Daily
      rental accounts agree to include the following or other approved language in
      the
      rental contract to describe OnStar services that may be available:

     

    


     

    I
      understand that my rental Vehicle may be equipped with the OnStar system that
      may provide emergency services, navigation assistance, and other OnStar Services
      (“Services”) and I expressly authorize the Services.  I understand
      that Services are provided subject to the OnStar Terms and Conditions available
      by calling 1-888-466-7827. SERVICES REQUIRES VEHICLE ELECTRICAL SYSTEM AND
      EQUIPMENT, WIRELESS SERVICE AND SATELLITE TECHNOLOGIES TO BE AVAILABLE AND
      OPERATING FOR THE ONSTAR SYSTEM TO FUNCTION PROPERLY.  ALL SERVICES
      ARE NOT AVAILABLE EVERYWHERE, PARTICULARLY IN REMOTE OR ENCLOSED AREAS, OR
      AT
      ALL TIMES.  All Services are not available on all rental
      vehicles.  OnStar acts as a link to existing emergency and other
      service providers.  OnStar cannot promise that any service providers
      will respond in a timely manner or at all.  If the OnStar advisor does
      not hear a request for assistance from the vehicle occupants, the advisor will
      not contact emergency service providers.  Services are limited and
      neither OnStar nor the rental company is liable for conditions or services
      outside their control.

     

     

    Any
      information (e.g. navigation assistance) provided through the Services is on
      an
“as is” basis and OnStar, its service providers and the rental company shall not
      be liable to me or any user of the Services in connection with the use of such
      information.  I agree to release and hold the rental company and the
      OnStar service providers harmless for any OnStar system failures.  I
      also agree to limit claims against OnStar for damages for any losses under
      any
      theory to the pro rata portion of my fees for use of the rental vehicle for
      one
      day.

     

     


    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

     

    Release
      and Settlment Date for True Up and Interest

     

    


    
      	
              Month/YR

            	
              Payment
                Register Transmission Date

            	
              Bank
                Account Settlement Date

            	 
	
              JAN
                08

            	
              Fri
                1/4/08

            	
              Thu
                1/10/08

            	 
	
              FEB
                08

            	
              Tue
                2/5/08

            	
              Mon
                2/11/08

            	 
	
              MAR
                08

            	
              Thu
                3/6/08

            	
              Tue
                3/11/08

            	 
	
              APR
                08

            	
              Fri
                4/4/08

            	
              Wed
                4/9/08

            	 
	
              MAY
                08

            	
              Tue
                5/6/08

            	
              Fri
                5/9/08

            	 
	
              JUN
                08

            	
              Thu
                6/5/08

            	
              Tue
                6/10/08

            	 
	
              JUL
                08

            	
              Tue
                7/15/08

            	
              Mon
                7/21/08

            	 
	
              AUG
                08

            	
              Tue
                8/5/08

            	
              Mon
                8/11/08

            	 
	
              SEP
                08

            	
              Fri
                9/5/08

            	
              Wed
                9/10/08

            	 
	
              OCT
                08

            	
              Fri
                10/3/08

            	
              Thu
                10/9/08

            	 
	
              NOV
                08

            	
              Fri
                11/7/08

            	
              Wed
                11/12/08

            	 
	
              DEC
                08

            	
              Thu
                12/4/08

            	
              Tue
                12/9/08

            	 
	 	 	 	 
	 	 	 	 
	
              July
                payments for June activity will not occur until after the GM shutdown
                per
                program guideline documents

            	 


    

    


    
      
        
          
          

        

        
          
          

          
            

          

        

        
          
          

        

      

    

    

      Release
        and Settlment Date for True Up and Interest


      
        	
                Month

              	
                IN
                  Release on E091

              	
                Finalize
                  in IN Cycle

              	
                A/R
                  processes

              	
                Gepara
                  Receives & AR Approves

              	
                Settlement
                  Date

              
	
                DEC
                  06

              	
                Mon
                  12/4/06

              	
                Tue
                  12/5/06

              	
                Tue
                  12/5/06

              	
                Wed
                  12/6/06

              	
                Mon
                  12/11/06

              
	
                JAN
                  07

              	
                Thu
                  1/4/07

              	
                Fri
                  1/5/07

              	
                Sat
                  1/6/07

              	
                Mon
                  1/8/07

              	
                Wed
                  1/10/07

              
	
                FEB
                  07

              	
                Mon
                  2/5/07

              	
                Tue
                  2/6/07

              	
                Tue
                  2/6/07

              	
                Wed
                  2/7/07

              	
                Fri
                  2/9/07

              
	
                MAR
                  07

              	
                Mon
                  3/5/07

              	
                Tue
                  3/6/07

              	
                Tue
                  3/6/07

              	
                Wed
                  3/7/07

              	
                Fri
                  3/9/07

              
	
                APR
                  07

              	
                Wed
                  4/4/07

              	
                Thu
                  4/5/07

              	
                Thu
                  4/5/07

              	
                Fri
                  4/6/07

              	
                Tue
                  4/10/07

              
	
                MAY
                  97

              	
                Thu
                  5/3/07

              	
                Fri
                  5/4/07

              	
                Sat
                  5/5/07

              	
                Mon
                  5/7/07

              	
                Wed
                  5/9/07

              
	
                JUN
                  07

              	
                Mon
                  6/4/07

              	
                Tue
                  6/5/07

              	
                Tue
                  6/5/07

              	
                Wed
                  6/6/07

              	
                Mon
                  6/11/07

              
	
                JUL
                  07

              	
                Mon
                  7/16/07

              	
                Tue
                  7/17/07

              	
                Tue
                  7/17/07

              	
                Wed
                  7/18/07

              	
                Mon
                  7/23/07

              
	
                AUG
                  07

              	
                Thu
                  8/2/07

              	
                Fri
                  8/3/07

              	
                Sat
                  8/4/07

              	
                Mon
                  8/6/07

              	
                Thu
                  8/9/07

              
	
                SEP
                  07

              	
                Thu
                  9/6/07

              	
                Fri
                  9/7/07

              	
                Sat
                  9/8/07

              	
                Mon
                  9/10/07

              	
                Wed
                  9/12/07

              
	
                OCT
                  07

              	
                Wed
                  10/3/07

              	
                Thu
                  10/4/07

              	
                Thu
                  10/4/07

              	
                Fri
                  10/5/07

              	
                Tue
                  10/9/07

              
	
                NOV
                  07

              	
                Mon
                  11/5/07

              	
                Tue
                  11/6/07

              	
                Tue
                  11/6/07

              	
                Wed
                  11/7/07

              	
                Fri
                  11/09/07

              
	
                DEC
                  07

              	
                Wed
                  12/5/07

              	
                Thu
                  12/6/07

              	
                Thu
                  12/6/07

              	
                Fri
                  12/7/07

              	
                Tue
                  12/11/07

              
	 	 	 	 	 	 
	 	 	 	 	 	 
	 	 	 	 	 	 
	
                True
                  Up, Interest & debit adjustments must finalize only once a month and
                  cannot finalize in Incentives on Wednesday or Saturday,

              
	
                otherwise
                  they will receive the wrong Settlement date.

              	 	 	 
	
                Daily
                  rental activity that finalizes on Saturday (program 1 & credit
                  adjustments) receives the next Friday as the settlement
                  date

              
	
                Daily
                  rental activity (+90) that finalizes on Wednesday receives the
                  next Monday
                  as the settlement date.

              	 
	 	 	 	 	 	 
	
                July
                  payments for June activity will not occur until after the GM shutdown
                  per
                  program guideline documents