0000950123-10-070416 Sample Contracts

To: Sytner Group Limited (Company number 02883766) (the “Borrower”) Grove Park Leicester Leicestershire LE18 1ST

Facilities Agreement • July 30th, 2010 • Penske Automotive Group, Inc. • Retail-auto dealers & gasoline stations

• Contract Type
  Facilities Agreement
• Filed
  July 30th, 2010
• Company
  Penske Automotive Group, Inc.
• Industry
  Retail-auto dealers & gasoline stations

SECOND AMENDMENT

Credit Agreement • July 30th, 2010 • Penske Automotive Group, Inc. • Retail-auto dealers & gasoline stations

• Contract Type
  Credit Agreement
• Filed
  July 30th, 2010
• Company
  Penske Automotive Group, Inc.
• Industry
  Retail-auto dealers & gasoline stations

THIS SECOND AMENDMENT, dated as of July 27, 2010 (this “Amendment”), is to the Third Amended and Restated Credit Agreement (as heretofore amended, the “Credit Agreement”) dated as of October 30, 2008 among PENSKE AUTOMOTIVE GROUP, INC. (the “Company”), various financial institutions (the “Lenders”) and DCFS USA LLC, as successor agent for the Lenders (the “Agent”). Unless otherwise defined herein, terms defined in the Credit Agreement are used herein as defined in the Credit Agreement.