0001023364-09-000005 Sample Contracts

AUTOBYTEL INC. Stock Option Award Agreement
Stock Option Award Agreement • July 24th, 2009 • Autobytel Inc • Services-computer programming, data processing, etc. • Delaware

You are hereby awarded this stock option (“Option”) to purchase Shares of Autobytel Inc. (the “Company”), subject to the terms and conditions set forth in this Stock Option Award Agreement (the “Award Agreement”) and in the Autobytel Inc. 2000 Stock Option Plan (the “Plan”). You acknowledge that you have been given a copy of the Plan and a prospectus describing the Plan’s material terms (with the Plan controlling in the event of any conflicts between them). You should carefully review these documents, and consult with your personal financial advisor, before executing this Award Agreement. Terms beginning with capital letters in this Award Agreement have the meaning defined in this Award Agreement or in the Plan (or if not defined in either of them, as defined in your Amended and Restated Employment Agreement with the Company dated effective as of April 3, 2009).

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AUTOBYTEL INC. AMENDED AND RESTATED EMPLOYMENT AGREEMENT
Employment Agreement • July 24th, 2009 • Autobytel Inc • Services-computer programming, data processing, etc. • California

AMENDED AND RESTATED EMPLOYMENT AGREEMENT (“Agreement”) entered into effective as of April 3, 2009 (“Effective Date”), between Autobytel Inc., a Delaware corporation (“Autobytel” or “Company”), and Jeffrey H. Coats (“Employee”).

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