0001144980-17-000063 Sample Contracts

AMENDED AND RESTATED SEVERANCE PAY AGREEMENT FOR KEY EMPLOYEE
Severance Pay Agreement • February 23rd, 2017 • Asbury Automotive Group Inc • Retail-auto dealers & gasoline stations • Georgia

This Amended and Restated Severance Pay Agreement is entered into as of February 21, 2017 (the “Effective Date”) between Asbury Automotive Group, Inc. (“Asbury”) and George A. Villasana (“Executive”).

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Contract
Fourth Supplemental Indenture • February 23rd, 2017 • Asbury Automotive Group Inc • Retail-auto dealers & gasoline stations • New York

FOURTH SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of February 17, 2017, among Asbury IN Chev, LLC, a Delaware limited liability company (the “Guaranteeing Subsidiary”), Asbury Automotive Group, Inc., a Delaware corporation (the “Company”), and U.S. Bank National Association, as trustee under the indenture referred to below (the “Trustee”).

SEVERANCE PAY AGREEMENT FOR KEY EMPLOYEE
Severance Pay Agreement • February 23rd, 2017 • Asbury Automotive Group Inc • Retail-auto dealers & gasoline stations • Georgia

This Severance Pay Agreement (“Agreement”) is entered into as of February 21, 2017 between Asbury Automotive Group, Inc. (“Asbury”) and William F. Stax (“Employee”), in order to provide for an agreed-upon compensation in the event that Employee’s employment is terminated following a Change in Control as defined in this Agreement.

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