INDEMNIFICATION AGREEMENTIndemnification Agreement • November 13th, 2007 • Group 1 Automotive Inc • Retail-auto dealers & gasoline stations • Delaware
THIS AGREEMENT is effective , 2007, between Group 1 Automotive, Inc., a Delaware corporation (the “Corporation”), and the undersigned director or officer of the Corporation (“Indemnitee”).
EXHIBIT A TO PERFORMANCE-BASED RESTRICTED STOCK AGREEMENT VESTING SCHEDULERestricted Stock Agreement • November 13th, 2007 • Group 1 Automotive Inc • Retail-auto dealers & gasoline stations
Vesting in General: The term of this Agreement (the “Term”) shall commence on January 1, 2008 and end on December 31, 2011. With respect to each fiscal year of the Company ending respectively on December 31, 2008, December 31, 2009, December 31, 2010, and December 31, 2011 (each, a “Performance Period”), a percentage of the Restricted Shares and any Stock Dividends thereon shall vest according to the Vesting Schedule set forth below based upon the satisfaction of the performance targets described below (the “Performance Targets”) for such Performance Period; provided, however, that if vesting does not occur with respect to the Restricted Shares and any Stock Dividends thereon that are first subject to vesting as a result of the Company’s performance with respect to a particular Performance Target during such Performance Period, such Restricted Shares and any Stock Dividends thereon may become vested upon the satisfaction of such Performance Target on a cumulative basis during multiple
