0001144980-12-000031 Sample Contracts

AMENDED AND RESTATED EMPLOYMENT AGREEMENT
Employment Agreement • February 22nd, 2012 • Asbury Automotive Group Inc • Retail-auto dealers & gasoline stations • Delaware

This amended and restated employment agreement (this “Agreement”) is made as of the 29th day of December, 2011 (the “Effective Date”) between ASBURY AUTOMOTIVE GROUP, INC., a Delaware Corporation (the “Company”), and Michael Kearney (“Executive”).

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Supplemental Indenture • February 22nd, 2012 • Asbury Automotive Group Inc • Retail-auto dealers & gasoline stations • New York

SIXTH SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of September 27, 2011, among the Subsidiaries of the Company (as defined below) listed on Schedule II hereto (the “Guaranteeing Subsidiaries”), Asbury Automotive Group, Inc., a Delaware corporation (the “Company”), the other Guarantors (as defined in the Indenture referred to herein) and The Bank of New York Mellon (formerly known as The Bank of New York), as trustee under the indenture referred to below (the “Trustee”).

Contract
Supplemental Indenture • February 22nd, 2012 • Asbury Automotive Group Inc • Retail-auto dealers & gasoline stations • New York

SECOND SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of September 27, 2011, among the Subsidiaries (as defined below) of Asbury Automotive Group, Inc. (or its permitted successor), a Delaware corporation (the “Company”), listed on Schedule II hereto (the “Guaranteeing Subsidiary”), the Company, the other Guarantors (as defined in the Indenture referred to herein) and The Bank of New York Mellon, as trustee under the Indenture referred to below (the “Trustee”).

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