EXHIBIT 2.1 Pages where confidential treatment have been requested are marked "Confidential Treatment Requested." The redacted material has been separately filed with the Commission, and the appropriate section has been marked at the appropriate place...Stock Purchase Agreement • August 13th, 2002 • Group 1 Automotive Inc • Retail-auto dealers & gasoline stations • California
Contract Type FiledAugust 13th, 2002 Company Industry Jurisdiction
EXHIBIT 10.10 LEASE AGREEMENT THIS LEASE AGREEMENT ("Lease"), made and entered into this 1st day of April, 2002, by and between NORTH BROADWAY REAL ESTATE LIMITED LIABILITY COMPANY, an Oklahoma Limited Liability Company (hereinafter "Lessor") and...Lease Agreement • March 26th, 2003 • Group 1 Automotive Inc • Retail-auto dealers & gasoline stations
Contract Type FiledMarch 26th, 2003 Company Industry
AGREEMENTAgreement • March 30th, 1998 • Group 1 Automotive Inc • Retail-auto dealers & gasoline stations • Georgia
Contract Type FiledMarch 30th, 1998 Company Industry Jurisdiction
FIRST AMENDMENT TO STOCK PURCHASE AGREEMENTStock Purchase Agreement • August 13th, 2002 • Group 1 Automotive Inc • Retail-auto dealers & gasoline stations • California
Contract Type FiledAugust 13th, 2002 Company Industry Jurisdiction
Group 1 Automotive, Inc., as Issuer andSupplemental Indenture • September 24th, 2003 • Group 1 Automotive Inc • Retail-auto dealers & gasoline stations • New York
Contract Type FiledSeptember 24th, 2003 Company Industry Jurisdiction
FOURTH AMENDMENT TO FOURTH AMENDED AND RESTATED REVOLVING CREDIT AGREEMENTRevolving Credit Agreement • March 20th, 2002 • Group 1 Automotive Inc • Retail-auto dealers & gasoline stations • Texas
Contract Type FiledMarch 20th, 2002 Company Industry Jurisdiction
FIRST AMENDMENT TOCredit Agreement • September 24th, 2003 • Group 1 Automotive Inc • Retail-auto dealers & gasoline stations • Texas
Contract Type FiledSeptember 24th, 2003 Company Industry Jurisdiction
1 EXHIBIT 10.4 ASSET PURCHASE AGREEMENT THIS AGREEMENT is entered into this 25th day of January, 1999, by and between Gene Messer Ford, Inc., a Texas corporation ("Seller"), and Delaware Acquisitions - F, L.L.C., a Delaware limited liability company...Asset Purchase Agreement • May 14th, 1999 • Group 1 Automotive Inc • Retail-auto dealers & gasoline stations • Texas
Contract Type FiledMay 14th, 1999 Company Industry Jurisdiction
COMMON STOCK Par Value $.01 per ShareGroup 1 Automotive Inc • March 5th, 1999 • Retail-auto dealers & gasoline stations • New York
Company FiledMarch 5th, 1999 Industry Jurisdiction
ARTICLE 1 LEASE OF PROPERTYLease Agreement • March 11th, 2004 • Group 1 Automotive Inc • Retail-auto dealers & gasoline stations • Oklahoma
Contract Type FiledMarch 11th, 2004 Company Industry Jurisdiction
EXHIBIT 4.8 GROUP 1 AUTOMOTIVE, INC. 8.25% SENIOR SUBORDINATED NOTES DUE AUGUST 15, 2013 EXCHANGE AND REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • September 24th, 2003 • Group 1 Automotive Inc • Retail-auto dealers & gasoline stations • New York
Contract Type FiledSeptember 24th, 2003 Company Industry Jurisdiction
CHASE LOGO] [STAMP]Group 1 Automotive Inc • March 20th, 2002 • Retail-auto dealers & gasoline stations • New York
Company FiledMarch 20th, 2002 Industry Jurisdiction
Group 1 Automotive, Inc., as Issuer andGroup 1 Automotive Inc • March 5th, 1999 • Retail-auto dealers & gasoline stations
Company FiledMarch 5th, 1999 Industry
COMMON STOCKUnderwriting Agreement • October 30th, 2001 • Group 1 Automotive Inc • Retail-auto dealers & gasoline stations • New York
Contract Type FiledOctober 30th, 2001 Company Industry Jurisdiction
2 3 (v) The Company and each of the companies listed on Schedule A hereto (the "Founding Companies") has good and indefeasible title to all real property and good and marketable title to all personal property owned by it, in each case free and clear...Underwriting Agreement • October 14th, 1997 • Group 1 Automotive Inc • Retail-auto dealers & gasoline stations • New York
Contract Type FiledOctober 14th, 1997 Company Industry Jurisdiction
EXHIBIT 10.1 FIFTH AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT EFFECTIVE AS OF JUNE 2, 2003 AMONG GROUP 1 AUTOMOTIVE, INC., THE SUBSIDIARY BORROWERS LISTED HEREIN, THE LENDERS LISTED HEREIN, JPMORGAN CHASE BANK, AS ADMINISTRATIVE AGENT, COMERICA...Revolving Credit Agreement • July 31st, 2003 • Group 1 Automotive Inc • Retail-auto dealers & gasoline stations • Texas
Contract Type FiledJuly 31st, 2003 Company Industry Jurisdiction
EXHIBIT 10.1 AMENDED AND RESTATED REVOLVING CREDIT AGREEMENTGroup 1 Automotive Inc • August 14th, 1998 • Retail-auto dealers & gasoline stations • Texas
Company FiledAugust 14th, 1998 Industry Jurisdiction
1 EXHIBIT 10.13 SUPPLEMENTAL AGREEMENT TO GENERAL MOTORS CORPORATION DEALER SALES AND SERVICE AGREEMENT This Supplemental Agreement to General Motors Corporation Dealer Sales and Service Agreement is entered into between Group 1 Automotive, Inc. and...Supplemental Agreement • October 14th, 1997 • Group 1 Automotive Inc • Retail-auto dealers & gasoline stations
Contract Type FiledOctober 14th, 1997 Company Industry
1 EXHIBIT 10.53 REVOLVING CREDIT AGREEMENTGroup 1 Automotive Inc • March 30th, 1998 • Retail-auto dealers & gasoline stations • Texas
Company FiledMarch 30th, 1998 Industry Jurisdiction
1 EXHIBIT 10.5 ASSET PURCHASE AGREEMENT THIS AGREEMENT is entered into this 25th day of January, 1999, by and between Messer, Wessels and Messer, Inc., a Texas corporation d/b/a/ Gene Messer Toyota ("Seller"), and Delaware Acquisitions - T, L.L.C., a...Asset Purchase Agreement • May 14th, 1999 • Group 1 Automotive Inc • Retail-auto dealers & gasoline stations • Texas
Contract Type FiledMay 14th, 1999 Company Industry Jurisdiction
EXHIBIT 10.1 EMPLOYMENT AGREEMENT This Employment Agreement ("Agreement") is entered into between Group 1 Automotive, Inc. having offices at 950 Echo Lane, Suite 100, Houston, Texas 77024 ("Employer"), and B. B Hollingsworth, Jr., an individual...Employment Agreement • March 20th, 2002 • Group 1 Automotive Inc • Retail-auto dealers & gasoline stations • Texas
Contract Type FiledMarch 20th, 2002 Company Industry Jurisdiction
PRICING AGREEMENTPricing Agreement • October 30th, 2001 • Group 1 Automotive Inc • Retail-auto dealers & gasoline stations
Contract Type FiledOctober 30th, 2001 Company Industry
AGREEMENT BETWEEN AMERICAN HONDA MOTOR CO., INC. AND THE DEALERSHIP PARTIESIndemnification Agreement • October 24th, 1997 • Group 1 Automotive Inc • Retail-auto dealers & gasoline stations • California
Contract Type FiledOctober 24th, 1997 Company Industry Jurisdiction
BY AND AMONGStock Purchase Agreement • March 26th, 2003 • Group 1 Automotive Inc • Retail-auto dealers & gasoline stations • Texas
Contract Type FiledMarch 26th, 2003 Company Industry Jurisdiction
EXHIBIT 2.3 SECOND AMENDMENT TO STOCK PURCHASE AGREEMENT This Second Amendment to Stock Purchase Agreement (this "Amendment") is made and entered into effective August 1, 2002, by and among GROUP 1 AUTOMOTIVE, INC., a Delaware corporation ("Buyer"),...Stock Purchase Agreement • August 13th, 2002 • Group 1 Automotive Inc • Retail-auto dealers & gasoline stations • California
Contract Type FiledAugust 13th, 2002 Company Industry Jurisdiction
GROUP 1 AUTOMOTIVE, INC., AS ISSUER ANDGroup 1 Automotive Inc • September 24th, 2003 • Retail-auto dealers & gasoline stations • New York
Company FiledSeptember 24th, 2003 Industry Jurisdiction
JEFFER, MANGELS, BUTLER & MARMARO LLP A LIMITED LIABILITY PARTNERSHIP INCLUDING PROFESSIONAL CORPORATIONS ATTORNEYS AT LAW SEVENTH FLOOR 1900 AVENUE OF THE STARS LOS ANGELES, CALIFORNIA 90067-4308Group 1 Automotive Inc • September 24th, 2003 • Retail-auto dealers & gasoline stations
Company FiledSeptember 24th, 2003 Industry
1 EXHIBIT 10.52 PURCHASE AGREEMENTStock Purchase Agreement • March 30th, 1998 • Group 1 Automotive Inc • Retail-auto dealers & gasoline stations • Texas
Contract Type FiledMarch 30th, 1998 Company Industry Jurisdiction
SECOND AMENDMENT TO FIFTH AMENDED AND RESTATED REVOLVING CREDIT AGREEMENTRevolving Credit Agreement • March 16th, 2005 • Group 1 Automotive Inc • Retail-auto dealers & gasoline stations • Texas
Contract Type FiledMarch 16th, 2005 Company Industry Jurisdiction
EXHIBIT 10.39 AMENDMENT AND ASSIGNMENT OF LEASE THIS AMENDMENT AND ASSIGNMENT OF LEASE is entered into this 1st day of November, 2003, by and between REHCO EAST, L.L.C., an Oklahoma limited liability company ("Landlord"), HOWARD FORD, INC., a Delaware...Group 1 Automotive Inc • March 11th, 2004 • Retail-auto dealers & gasoline stations
Company FiledMarch 11th, 2004 Industry
CHEVROLET-GEO DEALER SALES AND SERVICE AGREEMENTSales and Service Agreement • October 28th, 1997 • Group 1 Automotive Inc • Retail-auto dealers & gasoline stations • Michigan
Contract Type FiledOctober 28th, 1997 Company Industry Jurisdiction
1 EXHIBIT 10.6 EMPLOYMENT AGREEMENT This Employment Agreement ("Agreement") is entered into between Group 1 Automotive, Inc. having offices at 950 Echo Lane, Suite 350, Houston, Texas 77024 ("Employer"), and Scott L. Thompson, an individual currently...Employment Agreement • March 30th, 1998 • Group 1 Automotive Inc • Retail-auto dealers & gasoline stations • Texas
Contract Type FiledMarch 30th, 1998 Company Industry Jurisdiction
EXHIBIT 10.3 CONSULTING AGREEMENT This Consulting Agreement ("AGREEMENT") is entered into between Group 1 Automotive, Inc., a Delaware corporation having offices at 950 Echo Lane, Suite 350, Houston, Texas 77024, ("Employer"), and Sterling B. McCall,...Consulting Agreement • March 30th, 2000 • Group 1 Automotive Inc • Retail-auto dealers & gasoline stations • Texas
Contract Type FiledMarch 30th, 2000 Company Industry Jurisdiction
1 EXHIBIT 2.12 STOCK PURCHASE AGREEMENTStock Purchase Agreement • June 24th, 1997 • Group 1 Automotive Inc • Delaware
Contract Type FiledJune 24th, 1997 Company Jurisdiction
EXHIBIT 10.36 SPLIT DOLLAR LIFE INSURANCE AGREEMENT This Agreement made and entered into the 23rd day of January, 2002, between GROUP 1 AUTOMOTIVE, INC., a Delaware Corporation (hereinafter called the "Corporation") and LESLIE HOLLINGSWORTH and LEIGH...Split Dollar Life Insurance Agreement • March 26th, 2003 • Group 1 Automotive Inc • Retail-auto dealers & gasoline stations
Contract Type FiledMarch 26th, 2003 Company Industry