0001104659-07-018677 Sample Contracts

Contract
Supplemental Indenture • March 13th, 2007 • Asbury Automotive Group Inc • Retail-auto dealers & gasoline stations • New York

FIFTH SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of March 8, 2007, between Asbury Automotive Group, Inc., a Delaware corporation (the “Company”), and The Bank of New York, as trustee under the indenture referred to below (the “Trustee”).

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THIRD AMENDMENT TO CREDIT AGREEMENT
Credit Agreement • March 13th, 2007 • Asbury Automotive Group Inc • Retail-auto dealers & gasoline stations • New York

This THIRD AMENDMENT TO CREDIT AGREEMENT (this “Amendment”), effective as of March __, 2007, is entered into by and among Asbury Automotive Group, Inc. (the “Company”), each of the subsidiaries of the Company listed on the signature pages hereof (the “Floor Plan Borrowers”), each of the Lenders listed on the signature pages hereof (the “Lenders”), JPMorgan Chase Bank, N.A., as Administrative Agent for the Lenders (the “Agent”), JPMorgan Chase Bank, N.A., as Floor Plan Agent for the Lenders (the “Floor Plan Agent”) and Bank of America, N.A., as Syndication Agent.

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