November 14, 2007Asbury Automotive Group Inc • February 29th, 2008 • Retail-auto dealers & gasoline stations • New York
Reference is made to that certain agreement entered into as of April 21, 2003, as amended on December 20, 2006 (collectively the “Agreement”) between Asbury Automotive Group, Inc. (“Asbury”) and Lynne A. Burgess (“Executive”), a key employee of Asbury, which provides for an agreed-upon compensation in the event that Executive’s employment is terminated as defined in such Agreement. The parties hereto agree to amend and restate such Agreement as hereinafter provided.
ASBURY AUTOMOTIVE GROUP, INC.Restricted Share Award Agreement • February 29th, 2008 • Asbury Automotive Group Inc • Retail-auto dealers & gasoline stations
This Restricted Share Award Agreement (this “Award Agreement”) sets forth the terms and conditions of an award of [—] shares (the “Award”) of the Company’s Common Stock, $0.01 par value (“Shares”), that are subject to certain restrictions on transfer and risks of forfeiture and other terms and conditions specified herein (“Restricted Shares”) and that are granted to you under the Asbury Automotive Group, Inc. 2002 Equity Incentive Plan (the “Plan”).
FIRST AMENDED AND RESTATED LEASE AGREEMENT (Adamo Drive Property)Lease Agreement • February 29th, 2008 • Asbury Automotive Group Inc • Retail-auto dealers & gasoline stations • Florida
THIS FIRST AMENDED AND RESTATED LEASE AGREEMENT (the “Lease”) is made and effective this 17th day of September, 1998, by and between JEFFREY I. WOOLEY, having an address of 10000 Lindelaan, Tampa, Florida 33618 (hereinafter called “Landlord), and ASBURY AUTOMOTIVE TAMPA, L.P., a Delaware limited partnership, having an address of 712 Fifth Avenue, 49th Floor, New York, New York 10019 (hereinafter called “Tenant”).
SEVERANCE PAY AGREEMENT FOR KEY EMPLOYEESeverance Pay Agreement • February 29th, 2008 • Asbury Automotive Group Inc • Retail-auto dealers & gasoline stations • New York
Reference is made to that certain agreement (the “Agreement”) entered into as of August 1, 2005 between Asbury Automotive Group, Inc. and its subsidiaries and affiliates (“Asbury”) and Brett Hutchinson (“Executive”), a key employee of Asbury, which provides for an agreed-upon compensation in the event that there is a Termination (as defined below) of Executive’s employment with Asbury. The parties hereto agree to amend and restate such Agreement as hereinafter provided.
ASBURY AUTOMOTIVE GROUP, INC.Performance Share Unit Award Agreement • February 29th, 2008 • Asbury Automotive Group Inc • Retail-auto dealers & gasoline stations • Delaware
This Performance Share Unit Award Agreement (the “Award Agreement”) sets forth the terms and conditions of a target award of {X} performance compensation shares (the “Award”) that are subject to the terms and conditions specified herein (“Performance Awards”) and that are granted to you under the Asbury Automotive Group, Inc. 2002 Equity Incentive Plan (the “Plan”). This Award provides you with the opportunity to earn, subject to the terms of this Award Agreement, shares of the Company’s common stock, $0.01 par value (“Shares”).
FOURTH AMENDMENT TO CREDIT AGREEMENTCredit Agreement • February 29th, 2008 • Asbury Automotive Group Inc • Retail-auto dealers & gasoline stations • New York
This FOURTH AMENDMENT TO CREDIT AGREEMENT (the “Fourth Amendment or this “Amendment”), effective as of October 1, 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.
