LIMITED LIABILITY COMPANY AGREEMENT OFLimited Liability Company Agreement • September 1st, 2023 • Keystone Automotive Operations Inc • Wholesale-motor vehicle supplies & new parts • Delaware
THIS LIMITED LIABILITY COMPANY AGREEMENT OF LKQ PICK YOUR PART MIDWEST, LLC, a Delaware limited liability company (the "Company"), is made and effective as of the Effective Date, as defined below, by LKQ Midwest, Inc., a Delaware corporation (the "Member"), pursuant to and in accordance with the Delaware Limited Liability Company Act, 6 Del. C. §§ 18-101, et seq. (the "Act").
EMPLOYMENT AGREEMENTEmployment Agreement • April 1st, 2005 • Keystone Automotive Operations Inc • Wholesale-motor vehicle supplies & new parts • Pennsylvania
THIS EMPLOYMENT AGREEMENT (this “Agreement”) is made as of October 30, 2003, by and between Keystone Automotive Holdings, Inc., a Delaware corporation (the “Company”), and Richard Kovalick (“Executive”).
LKQ DUTCH BOND B.V. as Issuer, LKQ CORPORATION as Parent Guarantor, the other Guarantors named herein as Trustee and as Paying Agent and Registrar INDENTURE Dated as of [____________]Indenture • February 22nd, 2024 • Keystone Automotive Operations Inc • Wholesale-motor vehicle supplies & new parts • New York
INDENTURE, dated as of [__________________], by and among LKQ Dutch Bond B.V., a private company with limited liability (besloten vennootschap met beperkte aansprakelijkheid) incorporated under the laws of The Netherlands (the “Issuer”), LKQ Corporation, a Delaware corporation (the “Parent Guarantor”), the other Guarantors (as defined below), [________________________________], as trustee (the “Trustee”), and [________________________________], as paying agent and registrar.
EMPLOYMENT AGREEMENTEmployment Agreement • March 30th, 2009 • Keystone Automotive Operations Inc • Wholesale-motor vehicle supplies & new parts • Delaware
THIS EMPLOYMENT AGREEMENT (this “Agreement”), dated as of February 26, 2009, is made by and between Keystone Automotive Holdings, Inc., a Delaware corporation (the “Company”), and Richard S. Paradise (“Executive”).
CREDIT AND GUARANTY AGREEMENT dated as of February 15, 2011 among KEYSTONE AUTOMOTIVE OPERATIONS, INC., KEYSTONE AUTOMOTIVE HOLDINGS, INC., CERTAIN SUBSIDIARIES OF KEYSTONE AUTOMOTIVE OPERATIONS, INC., as Guarantors, VARIOUS LENDERS, GOLDMAN SACHS...Credit and Guaranty Agreement • February 17th, 2011 • Keystone Automotive Operations Inc • Wholesale-motor vehicle supplies & new parts • New York
This CREDIT AND GUARANTY AGREEMENT, dated as of February 15, 2011, is entered into by and among KEYSTONE AUTOMOTIVE OPERATIONS, INC., a Pennsylvania corporation, as Borrower and, if the Chapter 11 Cases have commenced, as debtor-in-possession and, upon the Plan Effective Date, as reorganized debtor (the “Borrower”), KEYSTONE AUTOMOTIVE HOLDINGS, INC., a Delaware corporation, and, if the Chapter 11 Cases have commenced, as debtor-in-possession and, upon the Plan Effective Date, as reorganized debtor (“Holdings”), CERTAIN SUBSIDIARIES OF BORROWER, as Guarantors, the Lenders party hereto from time to time, GOLDMAN SACHS LENDING PARTNERS LLC (“Goldman Sachs”), as Syndication Agent (in such capacity, “Syndication Agent”), and GOLDMAN SACHS, as Administrative Agent (together with its permitted successors in such capacity, “Administrative Agent”) and as Collateral Agent (together with its permitted successor in such capacity, “Collateral Agent”).
OPTION AGREEMENTOption Agreement • August 10th, 2006 • Keystone Automotive Operations Inc • Wholesale-motor vehicle supplies & new parts • New York
This OPTION AGREEMENT (this “Agreement”) is made as of June 30, 2006, by and between Keystone Automotive Holdings, Inc., a Delaware corporation (the “Company”), and Edward Orzetti (“Executive”). Capitalized terms used but not otherwise defined in this Agreement shall have the meanings given to such terms in the Plan (as defined below).
SEPARATION AGREEMENTSeparation Agreement • March 29th, 2007 • Keystone Automotive Operations Inc • Wholesale-motor vehicle supplies & new parts • Pennsylvania
This SEPARATION AGREEMENT (this “Agreement”) is made as of March 14, 2007 by and between Keystone Automotive Holdings, Inc. (the “Company”) and Bryant P. Bynum (“Executive,” and together with the Company, the “Parties” and each a “Party”).
REVOLVING CREDIT AGREEMENT dated as of February 15, 2011 among KEYSTONE AUTOMOTIVE HOLDINGS, INC., as Holdings, KEYSTONE AUTOMOTIVE OPERATIONS, INC., as the Borrower, The Lenders Party Hereto, BANK OF AMERICA, N.A., as Administrative Agent, Issuing...Revolving Credit Agreement • February 17th, 2011 • Keystone Automotive Operations Inc • Wholesale-motor vehicle supplies & new parts • New York
This REVOLVING CREDIT AGREEMENT (this “Agreement”) is entered into as of February 15, 2011 among KEYSTONE AUTOMOTIVE HOLDINGS, INC., a Delaware corporation (“Holdings”), KEYSTONE AUTOMOTIVE OPERATIONS, INC., a Pennsylvania corporation (the “Borrower”), each Lender and registered assigns from time to time party hereto, and BANK OF AMERICA, N.A., (together with its successors, “Bank of America”), as Administrative Agent, Issuing Bank and Swingline Lender.
AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF KAIR IL, LLC (an Illinois Limited Liability Company)Limited Liability Company Agreement • September 1st, 2023 • Keystone Automotive Operations Inc • Wholesale-motor vehicle supplies & new parts • Illinois
THIS AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF KAIR IL, LLC, an Illinois limited liability company (the “Company”), is made and effective as of the Effective Date, as defined below, by KEYSTONE AUTOMOTIVE INDUSTRIES, INC., a California corporation (the “Member”), pursuant to and in accordance with the Illinois Limited Liability Company Act, 805 ILCS 180, et seq. (the “Act”).
LEASE AGREEMENTLease Agreement • April 1st, 2005 • Keystone Automotive Operations Inc • Wholesale-motor vehicle supplies & new parts • Kansas
THIS LEASE (“Lease”) made and entered into as of the 7 day of July, 1999, by and between PRIME INVESTMENTS, INC., a Kansas corporation, (“Landlord”), and KEYSTONE AUTOMOTIVE OPERATIONS MIDWEST, INC., a Delaware corporation, (“Tenant”).
FIRST AMENDMENT TO RESTRUCTURING SUPPORT AGREEMENTRestructuring Support Agreement • February 2nd, 2011 • Keystone Automotive Operations Inc • Wholesale-motor vehicle supplies & new parts • New York
FIRST AMENDMENT, dated as of January 31, 2011 (the “Amendment”), to that certain Restructuring Support Agreement (together with exhibits, annexes and attachments thereto, the “RSA”), dated as of January 10, 2011, by and among (i) A&A Auto Parts Stores, Inc.; American Specialty Equipment Corp.; Arrow Speed Acquisition LLC; DriverFx.com, Inc.; KAO Management Services, LLC; Key Comp, Inc.; Keystone Automotive Distributors Company, LLC; Keystone Automotive Holdings, Inc.; Keystone Automotive Operations, Inc.; Keystone Automotive Operations of Canada, Inc.; and Keystone Automotive Operations Midwest, Inc. (collectively, the “Company”) and (ii) Sphere Capital, LLC — Series A and Cetus Capital, LLC (each, a “Consenting Holder”) (each of the foregoing, a “Party,” and collectively, the “Parties”). Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to such terms in the RSA.
SUPPLEMENTAL INDENTURE DATED AS OF FEBRUARY 10, 2006 AMONG KEYSTONE AUTOMOTIVE OPERATIONS, INC., THE GUARANTOR PARTY HERETO AND THE BANK OF NEW YORK, AS TRUSTEESupplemental Indenture • May 16th, 2006 • Keystone Automotive Operations Inc • Wholesale-motor vehicle supplies & new parts • New York
THIS SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), entered into as of February 10, 2006, among KEYSTONE AUTOMOTIVE OPERATIONS, INC., a Pennsylvania corporation (the “Company”), KEYSTONE AUTOMOTIVE DISTRIBUTORS COMPANY, LLC, a Delaware limited liability company (the “Undersigned”) and THE BANK OF NEW YORK, as trustee (the “Trustee”).
OPERATING AGREEMENT OF KEYSTONE AUTOMOTIVE DISTRIBUTORS COMPANY, LLC Dated as of January 27, 2006Operating Agreement • May 16th, 2006 • Keystone Automotive Operations Inc • Wholesale-motor vehicle supplies & new parts • Delaware
THIRD AMENDMENT AND JOINDER TO THE RESTRUCTURING SUPPORT AGREEMENTRestructuring Support Agreement • February 17th, 2011 • Keystone Automotive Operations Inc • Wholesale-motor vehicle supplies & new parts • New York
This THIRD AMENDMENT AND JOINDER (this “Agreement”), dated as of February 15, 2011, is made by and among (i) A&A Auto Parts Stores, Inc.; American Specialty Equipment Corp.; Arrow Speed Acquisition LLC; DriverFx.com, Inc.; KAO Management Services, LLC; Key Comp, Inc.; Keystone Automotive Distributors Company, LLC; Keystone Automotive Holdings, Inc. (“Holdings”); Keystone Automotive Operations, Inc. (“Operations”); Keystone Automotive Operations of Canada, Inc.; and Keystone Automotive Operations Midwest, Inc. (collectively, the “Company”), (ii) Sphere Capital, LLC – Series A and Cetus Capital, LLC (each, a “Consenting Holder”), (iii) Edward H. Orzetti, Richard S. Paradise, Patrick Judge, Murthy K. Sathya, Kevin J. Canavan, Rudy Esteves, Christian R. Koshinski, William C. Rogers, Christopher Patti, Gerard K. Guiler, Michael O’Donovan, Ralph Ruzzi, Joseph T. Santangelo and William L. Brady (each, a “Management Holder”), (iv) Bain Capital Fund VII, LLC, Bain Capital, LLC and Bain Capital
AMERICAN INDUSTRIAL REAL ESTATE ASSOCIATIONSublease Agreement • April 1st, 2005 • Keystone Automotive Operations Inc • Wholesale-motor vehicle supplies & new parts
AMENDED AND RESTATED OPTION AGREEMENTOption Agreement • November 16th, 2009 • Keystone Automotive Operations Inc • Wholesale-motor vehicle supplies & new parts • New York
This OPTION AGREEMENT (this “Agreement”) is made as of this day of , 2009 by and between KEYSTONE AUTOMOTIVE HOLDINGS, INC., a Delaware corporation (the “Company”), and «Name» (“Executive”). Capitalized terms used but not otherwise defined in this Agreement shall have the meanings given to such terms in the Plan (as defined below).
AGREEMENT AND PLAN OF MERGER BY AND BETWEEN KEYSTONE AUTOMOTIVE DISTRIBUTORS, INC. AND KEYSTONE AUTOMOTIVE DISTRIBUTORS COMPANY, LLC dated as of March 31, 2006Merger Agreement • May 16th, 2006 • Keystone Automotive Operations Inc • Wholesale-motor vehicle supplies & new parts • Delaware
This AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made this 31st day of March, 2006 by and between Keystone Automotive Distributors, Inc., a Pennsylvania corporation (“Corporation”), and Keystone Automotive Distributors Company, LLC, a Delaware limited liability company (“LLC”).
RESTRICTED STOCK AGREEMENTRestricted Stock Agreement • March 28th, 2008 • Keystone Automotive Operations Inc • Wholesale-motor vehicle supplies & new parts • Delaware
This RESTRICTED STOCK AGREEMENT (this “Agreement”), dated as of the March 27, 2008 (the “Grant Date”), is entered into by and between Keystone Automotive Holdings, Inc., a Delaware corporation (the “Company”), and Edward Orzetti (the “Executive”).
INCENTIVE BONUS AGREEMENTIncentive Bonus Agreement • November 16th, 2009 • Keystone Automotive Operations Inc • Wholesale-motor vehicle supplies & new parts • New York
• Prior to the Plan setup a computer file, in form prescribed by EPS, listing all Participants granted awards under the Plan as well as all other information EPS requires to properly administer the Plan, including name, address, social security number, email address, if available of each Participant in the Plan; a list of all grants by Participant, grant date(s), vesting schedules, restrictions such as Section 16(b), Rule 144 and regulatory or other restrictions, if any.
AMENDMENT NO. 2 TO CREDIT AGREEMENT AND AMENDMENT NO. 1 TO GUARANTEE AND SECURITY AGREEMENTCredit Agreement • March 30th, 2006 • Keystone Automotive Operations Inc • Wholesale-motor vehicle supplies & new parts • New York
AMENDMENT NO. 2 TO CREDIT AGREEMENT AND AMENDMENT NO. 1 TO SECURITY AGREEMENT (this “Amendment”) dated as of December 23, 2005 to (i) the Credit Agreement dated as of October 30, 2003 (as amended by Amendment No. 1 to Credit Agreement dated as of March 14, 2005, the “Credit Agreement”) among KEYSTONE AUTOMOTIVE HOLDINGS, INC. (“Holdings”), KEYSTONE AUTOMOTIVE OPERATIONS, INC. (the “Borrower”), the LENDERS party thereto (the “Lenders”), and BANK OF AMERICA, N.A., as Administrative Agent (the “Administrative Agent”), Swing Line Lender and L/C Issuer and (ii) the Guarantee and Security Agreement dated as of October 30, 2003 (the “Security Agreement”) among the Borrower, Holdings, the other guarantors party thereto and the Administrative Agent.
SECURITY AGREEMENT SUPPLEMENTSecurity Agreement • May 16th, 2006 • Keystone Automotive Operations Inc • Wholesale-motor vehicle supplies & new parts • New York
SECURITY AGREEMENT SUPPLEMENT dated as of February 24, 2006, between KEYSTONE AUTOMOTIVE DISTRIBUTORS COMPANY, LLC (the “Lien Grantor”) and BANK OF AMERICA, N.A., as Administrative Agent.
KEYSTONE AUTOMOTIVE HOLDINGS, INC. BACKSTOP STOCK PURCHASE AGREEMENT Dated as of January 10, 2011Backstop Stock Purchase Agreement • January 14th, 2011 • Keystone Automotive Operations Inc • Wholesale-motor vehicle supplies & new parts • New York
THIS BACKSTOP STOCK PURCHASE AGREEMENT (as amended, supplemented or otherwise modified from time to time, this “Agreement”) is entered into as of January 10, 2011, by and among (a) Keystone Automotive Holdings, Inc., a Delaware corporation (as in existence on the date hereof, as a debtor-in-possession and a reorganized debtor, as applicable, the “Company”), (b) each of the Affiliates of the Company listed on the signature pages hereto under the title “Debtors” (such Affiliates, each as in existence on the date hereof, as a debtor-in possession in the Chapter 11 Cases and as a reorganized debtor, as applicable, together with the Company, each a “Debtor” and, collectively, the “Debtors”) and (c) each of the undersigned entities listed on the signature pages hereto under the title “Backstop Equity Investors” (each, a “Backstop Equity Investor” and, collectively, the “Backstop Equity Investors”). Capitalized terms used in this Agreement are defined in Section 13.1 hereof.
TERM CREDIT AGREEMENT Dated as of January 12, 2007 Among KEYSTONE AUTOMOTIVE HOLDINGS, INC., KEYSTONE AUTOMOTIVE OPERATIONS, INC., as the Borrower, The Lenders Party Hereto, and BANK OF AMERICA, N.A., as Administrative Agent, Syndication Agent and...Term Credit Agreement • January 18th, 2007 • Keystone Automotive Operations Inc • Wholesale-motor vehicle supplies & new parts • New York
This TERM CREDIT AGREEMENT (“Agreement”) is entered into as of January 12, 2007 among KEYSTONE AUTOMOTIVE HOLDINGS, INC., a Delaware corporation (“Holdings”), KEYSTONE AUTOMOTIVE OPERATIONS, INC., a Pennsylvania corporation (the “Borrower”), each LENDER and registered assigns from time to time party hereto, and BANK OF AMERICA, N.A., as Administrative Agent and Documentation Agent.
STOCK PURCHASE AGREEMENT by and among KEYSTONE AUTOMOTIVE OPERATIONS, INC. ATTILA A. KOVACH MELINDA R. KOVACH LASZLO A. KOVACH and BLACKSMITH DISTRIBUTING, INC.Stock Purchase Agreement • March 30th, 2006 • Keystone Automotive Operations Inc • Wholesale-motor vehicle supplies & new parts • Indiana
This STOCK PURCHASE AGREEMENT (this “Agreement”), dated as of May 11, 2005, is entered into by and among Keystone Automotive Operations, Inc., a Pennsylvania corporation (“Buyer”), Attila A. Kovach, Melinda R. Kovach and Laszlo A. Kovach (“Sellers”), and Blacksmith Distributing, Inc., an Indiana corporation (the “Company”). Capitalized terms used herein and not otherwise defined herein have the meanings given to such terms in ARTICLE X below.
STOCK PURCHASE AGREEMENT by and among KEYSTONE AUTOMOTIVE OPERATIONS, INC. ROBERT L. PRICE GREGORY W. DOYLE DANIEL E. RICHARDSON CID MEZZANINE CAPITAL, L.P. and RELIABLE INVESTMENTS, INC.Stock Purchase Agreement • March 30th, 2006 • Keystone Automotive Operations Inc • Wholesale-motor vehicle supplies & new parts • New York
This STOCK PURCHASE AGREEMENT (this “Agreement”), dated as of November 11, 2005, is entered into by and among Keystone Automotive Operations, Inc., a Pennsylvania corporation (“Buyer”), Reliable Investments, Inc., an Illinois corporation (the “Company”), and each of Robert L. Price, Gregory W. Doyle and Daniel E. Richardson (each individually, a “Shareholder”, and collectively, “Shareholders”), and CID Mezzanine Partners, L.P., a Delaware limited partnership (“CID”, and together with Shareholders, “Sellers”). Capitalized terms used herein and not otherwise defined herein have the meanings given to such terms in ARTICLE X below.
RESTRUCTURING SUPPORT AGREEMENTRestructuring Support Agreement • January 14th, 2011 • Keystone Automotive Operations Inc • Wholesale-motor vehicle supplies & new parts • New York
This RESTRUCTURING SUPPORT AGREEMENT (this “Agreement”) is made and entered into as of January 10, 2011, by and among (i) A&A Auto Parts Stores, Inc.; American Specialty Equipment Corp.; Arrow Speed Acquisition, LLC; DriverFx.com, Inc.; KAO Management Services, LLC; KeyComp, Inc.; Keystone Automotive Distributors Company, LLC; Keystone Automotive Holdings, Inc.; Keystone Automotive Operations, Inc.; Keystone Automotive Operations of Canada, Inc.; and Keystone Automotive Operations Midwest, Inc. (collectively, the “Company” or the “Debtors”) and (ii) Sphere Capital, LLC – Series A and Cetus Capital, LLC (each, a “Consenting Holder”) (each of the foregoing, a “Party,” and collectively, the “Parties”).
AMENDMENT NO. 1 TO CREDIT AGREEMENTCredit Agreement • April 7th, 2005 • Keystone Automotive Operations Inc • Wholesale-motor vehicle supplies & new parts • New York
AMENDMENT dated as of March 14, 2005 to the Credit Agreement dated as of October 30, 2003 (as in effect immediately prior to this Amendment, the “Original Credit Agreement” and as amended by this Amendment, the “Credit Agreement”) among KEYSTONE AUTOMOTIVE HOLDINGS, INC. (“Holdings”), KEYSTONE AUTOMOTIVE OPERATIONS, INC. (the “Borrower”), the LENDERS party thereto (the “Lenders”), and BANK OF AMERICA, N.A., as Administrative Agent (the “Administrative Agent”), Swing Line Lender and L/C Issuer.
SECOND AMENDMENT TO THE RESTRUCTURING SUPPORT AGREEMENTRestructuring Support Agreement • February 17th, 2011 • Keystone Automotive Operations Inc • Wholesale-motor vehicle supplies & new parts • New York
SECOND AMENDMENT, dated as of February 7, 2011 (the “Amendment”), to that certain Restructuring Support Agreement (together with exhibits, annexes and attachments thereto, the “RSA”), dated as of January 10, 2011, by and among (i) A&A Auto Parts Stores, Inc.; American Specialty Equipment Corp.; Arrow Speed Acquisition LLC; DriverFx.com, Inc.; KAO Management Services, LLC; Key Comp, Inc.; Keystone Automotive Distributors Company, LLC; Keystone Automotive Holdings, Inc.; Keystone Automotive Operations, Inc.; Keystone Automotive Operations of Canada, Inc.; and Keystone Automotive Operations Midwest, Inc. (collectively, the “Company”) and (ii) Sphere Capital, LLC – Series A and Cetus Capital, LLC (each, a “Consenting Holder”) (each of the foregoing, a “Party,” and collectively, the “Parties”). Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to such terms in the RSA.
