Delco Remy International Inc Sample Contracts

INDENTURE
Indenture • October 10th, 1997 • Delco Remy International Inc • New York
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ARTICLE 1 The Top-up Option
Stock Option Agreement • February 9th, 2001 • Delco Remy International Inc • Motor vehicle parts & accessories • Delaware
Background ----------
Securities Purchase Agreement • October 10th, 1997 • Delco Remy International Inc • Delaware
EXHIBIT 10.2 4,000,000 Shares DELCO REMY INTERNATIONAL, INC. CLASS A COMMON STOCK ($.01 PAR VALUE) UNDERWRITING AGREEMENT December 17, 1997
Underwriting Agreement • March 12th, 1998 • Delco Remy International Inc • Motor vehicle parts & accessories • New York
Background ----------
Agreement and Plan of Merger • April 2nd, 2001 • Delco Remy International Inc • Motor vehicle parts & accessories • Delaware
145,000,000 8-5/8% Senior Notes Due 2007
Underwriting Agreement • March 12th, 1998 • Delco Remy International Inc • Motor vehicle parts & accessories • New York
R E C I T A L S:
Loan and Security Agreement • May 13th, 2003 • Delco Remy International Inc • Motor vehicle parts & accessories
FOR COMMON STOCK
Registration Rights Agreement • October 10th, 1997 • Delco Remy International Inc • Delaware
LEASE -----
Lease • October 22nd, 1997 • Delco Remy International Inc • Motor vehicle parts & accessories
March 18, 2002
Change of Control Agreement • March 28th, 2003 • Delco Remy International Inc • Motor vehicle parts & accessories • Indiana
AGREEMENT ---------
Financing Agreement • November 24th, 1998 • Delco Remy International Inc • Motor vehicle parts & accessories • Indiana
INDENTURE
Indenture • March 12th, 1998 • Delco Remy International Inc • Motor vehicle parts & accessories • New York
DELCO REMY INTERNATIONAL, INC. $125,000,000 Second Priority Senior Secured Floating Rate Notes Due 2009 $150,000,000 9 3/8% Senior Subordinated Notes Due 2012 REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • May 6th, 2004 • Delco Remy International Inc • Motor vehicle parts & accessories • New York

Delco Remy International, Inc., a Delaware corporation (the “Issuer”), proposes to issue and sell to Credit Suisse First Boston LLC, Deutsche Bank AG and Wachovia Securities, LLC (collectively, the “Initial Purchasers”), upon the terms set forth in a purchase agreement of even date herewith (the “Purchase Agreement”), $125,000,000 aggregate principal amount of its Second Priority Senior Secured Floating Rate Notes Due 2009 (the “Floating Rate Notes”) and $150,000,000 aggregate principal amount of its 9 3/8% Senior Subordinated Notes Due 2012 (the “Fixed Rate Notes” and together with the Floating Rate Notes, the “Initial Securities”). The Floating Rate Notes will be unconditionally guaranteed on a senior secured basis (the “Floating Rate Guarantees”) by each of the Company’s domestic subsidiaries that are signatories hereto (the “Guarantors” and together with the Issuer, the “Company”). The Fixed Rate Notes will be unconditionally guaranteed on a senior subordinated basis (the “Fixed Ra

WITNESSETH
Trademark License Agreement • October 10th, 1997 • Delco Remy International Inc • New York
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AGREEMENT AND PLAN OF MERGER by and among BORGWARNER INC., BAND MERGER SUB, INC. and REMY INTERNATIONAL, INC. Dated as of July 12, 2015
Merger Agreement • July 13th, 2015 • Remy International, Inc. • Motor vehicle parts & accessories • Delaware

THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of July 12, 2015, is by and among BorgWarner Inc., a Delaware corporation (“Parent”), Band Merger Sub, Inc., a Delaware corporation and wholly-owned subsidiary of Parent (“Merger Sub”) and Remy International, Inc., a Delaware corporation (the “Company” and together with Parent and Merger Sub, the “Parties”).

DRA, INC.
Distribution Agreement • October 10th, 1997 • Delco Remy International Inc • New York
CONSENT, JOINDER AND SECOND AMENDMENT TO CREDIT AGREEMENT
Credit Agreement • January 2nd, 2015 • Remy International, Inc. • Motor vehicle parts & accessories • New York

This Consent, Joinder and Second Amendment to Credit Agreement, dated as of December 31, 2014 (this "Amendment"), is among NEW REMY HOLDCO CORP. (after giving effect to the Second Amendment Closing Date Transaction (as defined in the Amended Credit Agreement (as hereinafter defined)), as Parent ("Parent"), REMY HOLDINGS, INC. (f/k/a Remy International, Inc.), a Delaware corporation ("Remy Holdings"), WESTERN REMAN INDUSTRIAL, INC., an Indiana corporation ("Western Reman Inc."), POWER INVESTMENTS, INC., an Indiana corporation ("Power Investments"), REMY ELECTRIC MOTORS, L.L.C., a Virginia limited liability company ("Remy Electric"), REMAN HOLDINGS, L.L.C., a Delaware limited liability company ("Reman Holdings"), REMY INDIA HOLDINGS, INC., a Delaware corporation ("Remy India"), REMY TECHNOLOGIES, L.L.C., a Delaware limited liability company ("Remy Technologies"), REMY KOREA HOLDINGS, L.L.C., a Delaware limited liability company ("Remy Korea"), REMY INC., a Delaware corporation ("Remy Inc

EMPLOYMENT AGREEMENT
Employment Agreement • May 6th, 2015 • Remy International, Inc. • Motor vehicle parts & accessories • Indiana

THIS EMPLOYMENT AGREEMENT (the “Agreement”) is effective as of April 1, 2015 (the “Effective Date”), by and between Remy International, Inc., a Delaware corporation (the “Company”), and David G. Krall (the “Employee”). In consideration of the mutual covenants and agreements set forth herein, the parties agree as follows:

INTRODUCTION
Component Supply Agreement • November 26th, 1997 • Delco Remy International Inc • Motor vehicle parts & accessories • New York
AGREEMENT ---------
Joint Venture Agreement • October 22nd, 1997 • Delco Remy International Inc • Motor vehicle parts & accessories
INDEMNIFICATION AGREEMENT
Indemnification Agreement • July 13th, 2015 • Remy International, Inc. • Motor vehicle parts & accessories • Delaware

This Indemnification Agreement, dated as of , is made by Remy International, Inc., a Delaware corporation (the “Company”), and (the “Indemnitee”).

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