0001299933-11-002904 Sample Contracts

FOURTH AMENDMENT
Fourth Amendment • September 30th, 2011 • Penske Automotive Group, Inc. • Retail-auto dealers & gasoline stations

THIS FOURTH AMENDMENT, dated as of September 30, 2011 (this “Amendment”), is to the Third Amended and Restated Credit Agreement (as heretofore amended, the “Credit Agreement”) dated as of October 30, 2008 among PENSKE AUTOMOTIVE GROUP, INC. (the “Company”), various financial institutions (the “Lenders”) and MERCEDES-BENZ FINANCIAL SERVICES USA LLC (formerly DCFS USA LLC), as agent for the Lenders (the “Agent”). Unless otherwise defined herein, terms defined in the Credit Agreement are used herein as defined in the Credit Agreement.

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