2006 STOCK OPTION PLAN
1. Purpose; Types of Awards; Construction.
The purpose of the AutoInfo, Inc. 2006 Stock Option Plan (the "Plan") is to align the interests of officers, other
key employees, consultants and nonemployee directors of AutoInfo, Inc. (the "Company") and its affiliates with
those of the stockholders of the Company, to afford an incentive to such officers, employees, consultants and
directors to continue as such, to increase their efforts on behalf of the Company and to promote the success of
the Company's business. To further such purposes, the Company may grant options to purchase shares of the
Company's common stock. The provisions of the Plan are intended to satisfy the requirements of Section 16(b)
of the Exchange Act (as defined below) and of Section 162(m) of the Code (as defined below), and shall be
interpreted in a manner consistent with the requirements thereof, as now or hereafter construed, interpreted and
applied by regulations, rulings and cases.
As used in this Plan, the following words and phrases shall have the meanings indicated below:
(a) "Agreement" shall mean a written agreement entered into between the Company and an Optionee (as defined
below) in connection with an award under the Plan.
(b) "Board" shall mean the Board of Directors of the Company.
(c) "Cause," when used in connection with the termination of an Optionee's employment by the Company or the
cessation of an Optionee's service as a consultant or a member of the Board, shall mean (i) the conviction of the
Optionee for the commission of a felony, or (ii) the willful and continued failure by the Optionee to substantially
perform his duties and obligations to the Company or a Subsidiary (as defined below) (other than any such failure
resulting from his incapacity due to physical or mental illness), or (iii) the willful engaging by the Optionee in
misconduct that is demonstrably injurious to the Company or a Subsidiary. For purposes of this Sect