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Second Supplemental Indenture and Subsidiary Guarantee Sample Contracts

SECOND SUPPLEMENTAL INDENTURE AND SUBSIDIARY GUARANTEE
Second Supplemental Indenture and Subsidiary Guarantee • July 24th, 2024 • Group 1 Automotive Inc • Retail-auto dealers & gasoline stations • New York

This Second Supplemental Indenture and Subsidiary Guarantee, dated as of June 14, 2024 (this “Supplemental Indenture” or “Subsidiary Guarantee”), among the parties listed on Schedule A hereto (collectively, the “New Guarantors”), Group 1 Automotive, Inc. (together with its successors and assigns, the “Company”), each other then-existing Subsidiary Guarantor under the Indenture referred to below (the “Subsidiary Guarantors”), and Computershare Trust Company, N.A., as successor trustee (the “Trustee”) to Wells Fargo Bank, National Association, under such Indenture.