0001299933-10-003337 Sample Contracts

NON-COMPETE AGREEMENT
Non-Compete Agreement • September 9th, 2010 • Group 1 Automotive Inc • Retail-auto dealers & gasoline stations • Texas

This Non-Compete Agreement (“Agreement”) is entered into between Group 1 Automotive, Inc. (“Employer”), and Earl J. Hesterberg (“Employee”), effective as of September 8, 2010 (the “Effective Date”).

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EMPLOYMENT AGREEMENT
Employment Agreement • September 9th, 2010 • Group 1 Automotive Inc • Retail-auto dealers & gasoline stations • Texas

This Employment Agreement (“Agreement”) is entered into between Group 1 Automotive, Inc. (“Employer”), and Earl J. Hesterberg (“Employee”), effective as of September 8, 2010 (the “Effective Date”).

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FORM OF SENIOR EXECUTIVE OFFICER RESTRICTED STOCK AGREEMENT
Restricted Stock Agreement • September 9th, 2010 • Group 1 Automotive Inc • Retail-auto dealers & gasoline stations • Delaware

THIS SENIOR EXECUTIVE OFFICER RESTRICTED STOCK AGREEMENT (this “Agreement”) is made as of the effective date set forth on the attached notice of grant (the “Grant Notice”), between GROUP 1 AUTOMOTIVE, INC., a Delaware corporation (the “Company”), and the executive officer whose name is set forth on the Grant Notice (“Executive”).

Sample 1
FORM OF SENIOR EXECUTIVE OFFICER PHANTOM STOCK AGREEMENT
Phantom Stock Agreement • September 9th, 2010 • Group 1 Automotive Inc • Retail-auto dealers & gasoline stations • Delaware

THIS SENIOR EXECUTIVE OFFICER PHANTOM STOCK AGREEMENT (this “Agreement”) is made as of the effective date set forth on the attached notice of grant (the “Grant Notice”), between GROUP 1 AUTOMOTIVE, INC., a Delaware corporation (the “Company”), and the executive officer whose name is set forth on the Grant Notice (“Executive”).

Sample 1
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