Cooper-Standard Holdings Inc. Sample Contracts

SUBSCRIPTION AGREEMENT SUBSCRIPTION AGREEMENT, dated as of _______________, 2005 (this "Agreement"), between Leo F. Mullin (the "Director Investor") and Cooper-Standard Holdings Inc., a Delaware corporation (the "Company"). WHEREAS, on the terms and...
Subscription Agreement • November 2nd, 2005 • Cooper-Standard Holdings Inc. • Motor vehicle parts & accessories • New York
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SUBSCRIPTION AGREEMENT SUBSCRIPTION AGREEMENT, dated as of _______________, 2005 (this "Agreement"), between John C. Kennedy (the "Director Investor") and Cooper-Standard Holdings Inc., a Delaware corporation (the "Company"). WHEREAS, on the terms and...
Subscription Agreement • November 2nd, 2005 • Cooper-Standard Holdings Inc. • Motor vehicle parts & accessories • New York
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2004 CSA ACQUISITION CORP. STOCK INCENTIVE PLAN NONQUALIFIED STOCK OPTION AGREEMENT (OUTSIDE DIRECTOR AWARD) THIS AGREEMENT (the "Agreement"), is made effective as of the __ day of _________, 2005, (hereinafter called the "Date of Grant"), between...
Nonqualified Stock Option Agreement • November 2nd, 2005 • Cooper-Standard Holdings Inc. • Motor vehicle parts & accessories • New York
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FIRST AMENDMENT AND CONSENT TO CREDIT AGREEMENT FIRST AMENDMENT AND CONSENT TO CREDIT AGREEMENT (this "Amendment"), dated as of February 1, 2006, among COOPER-STANDARD HOLDINGS INC., a Delaware corporation (f/k/a CSA Acquisition Corp.) ("Holdings"),...
Credit Agreement • February 10th, 2006 • Cooper-Standard Holdings Inc. • Motor vehicle parts & accessories • New York
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Cooper-Standard Holdings Inc. 2,000,000 Shares of Common Stock, par value $0.001 per share Underwriting Agreement
Underwriting Agreement • March 22nd, 2016 • Cooper-Standard Holdings Inc. • Motor vehicle parts & accessories • New York

The stockholders named in Schedule II hereto (the “Selling Stockholders”) of Cooper-Standard Holdings Inc., a Delaware corporation (the “Company”), propose, subject to the terms and conditions stated herein, to sell to the Underwriters named in Schedule I hereto (the “Underwriters”), for whom Goldman, Sachs & Co. is acting as representative (the “Representative”), an aggregate of 2,000,000 shares of common stock, par value $0.001 per share (the “Stock”) of the Company and, at the election of the Underwriters, up to 300,000 additional shares of Stock. The aggregate of 2,000,000 shares to be sold by the Selling Stockholders is herein called the “Firm Shares” and the aggregate of 300,000 additional shares to be sold by the Selling Stockholders is herein called the “Optional Shares”. The Firm Shares and the Optional Shares that the Underwriters elect to purchase pursuant to Section 2 hereof are herein collectively called the “Shares”.

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COOPER-STANDARD AUTOMOTIVE INC. as Issuer, the Guarantors named herein and U.S. BANK NATIONAL ASSOCIATION as Trustee
Indenture • November 7th, 2016 • Cooper-Standard Holdings Inc. • Motor vehicle parts & accessories • New York

INDENTURE, dated as of November 2, 2016 among Cooper-Standard Automotive Inc., an Ohio corporation (the “Issuer”), the Guarantors (as defined below) and U.S. Bank National Association, as trustee (the “Trustee”).

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FIRST AMENDMENT to
Stock and Asset Purchase Agreement • February 10th, 2006 • Cooper-Standard Holdings Inc. • Motor vehicle parts & accessories • New York
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CREDIT AGREEMENT dated as of April 4, 2014, among CS INTERMEDIATE HOLDCO 2 LLC, as the Borrower, CS INTERMEDIATE HOLDCO 1 LLC, as Holdings, DEUTSCHE BANK AG NEW YORK BRANCH, as Administrative Agent and Collateral Agent, The Other Lenders Party Hereto,...
Credit Agreement • April 8th, 2014 • Cooper-Standard Holdings Inc. • Motor vehicle parts & accessories • New York

This CREDIT AGREEMENT dated as of April 4, 2014 (as amended, restated, supplemented, waived, replaced (whether or not upon termination, and whether with the original lenders or otherwise) (this “Agreement”) among CS INTERMEDIATE HOLDCO 2 LLC, a Delaware limited liability company (the “Borrower”), CS INTERMEDIATE HOLDCO 1 LLC, a Delaware limited liability company (“Holdings”), each lender from time to time party hereto (collectively, the “Lenders” and each, individually, a “Lender”), Deutsche Bank Securities Inc. (“DBSI”), Merrill Lynch, Pierce, Fenner & Smith Incorporated, J.P. Morgan Securities LLC, Barclays Bank PLC and UBS Securities LLC as Joint Lead Arrangers and Joint Bookrunners, Deutsche Bank AG New York Branch (“DBNY”), as Administrative Agent and Collateral Agent (in such capacity, the “Agent”), Merrill Lynch, Pierce, Fenner & Smith Incorporated, as syndication agent (in such capacity, the “Syndication Agent”) and J.P. Morgan Securities LLC, Barclays Bank PLC and UBS Securiti

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AMENDMENT No. 1, dated as of November 2, 2016 (this “Amendment”), to the Credit Agreement, dated as of April 4, 2014 (as further amended, restated, amended and restated, extended, supplemented or otherwise modified in writing from time to time prior...
Credit Agreement • November 7th, 2016 • Cooper-Standard Holdings Inc. • Motor vehicle parts & accessories • New York

This CREDIT AGREEMENT dated as of April 4, 20142014, as amended pursuant to Amendment No.1 as of November 2, 2016 (as amended, restated, supplemented, waived, replaced (whether or not upon termination, and whether with the original lenders or otherwise)) (this “Agreement”) among CS INTERMEDIATE HOLDCO 2 LLCCOOPER-STANDARD AUTOMOTIVE INC., a Delaware limited liability companycorporation (the “Borrower”), CS INTERMEDIATE HOLDCO 1 LLC, a Delaware limited liability company (“Holdings”), each lender from time to time party hereto (collectively, the “Lenders” and each, individually, a “Lender”), Deutsche Bank Securities Inc. (“DBSI”), Merrill Lynch, Pierce, Fenner & Smith Incorporated, J.P. Morgan Securities LLC, Barclays Bank PLC and UBS Securities LLC as Joint Lead Arrangers and Joint Bookrunners, and Deutsche Bank AG New York Branch (“DBNY”), as Administrative Agent and Collateral Agent (in such capacity, the “Agent”), Merrill Lynch, Pierce, Fenner & Smith Incorporated, as syndication age

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EMPLOYMENT AGREEMENT
Employment Agreement • May 10th, 2011 • Cooper-Standard Holdings Inc. • Motor vehicle parts & accessories • Michigan

EMPLOYMENT AGREEMENT (the “Agreement”) dated as of January 1, 2009 by and between COOPER-STANDARD AUTOMOTIVE INC. (the “Company”) and Timothy W. Hefferon (the “Executive”).

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COOPER-STANDARD HOLDINGS INC. PERFORMANCE UNIT AWARD AGREEMENT
Performance Unit Award Agreement • May 2nd, 2018 • Cooper-Standard Holdings Inc. • Motor vehicle parts & accessories • Delaware

THIS AGREEMENT (this “Agreement”), which relates to a grant of performance-vested Restricted Stock Units (“PUs”) made on Grant Date (the “Date of Grant”), is between Cooper-Standard Holdings Inc., a Delaware corporation (the “Company”), and the individual whose name is set forth on the signature page hereof (the “Participant”):

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REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • July 26th, 2010 • Cooper-Standard Holdings Inc. • Motor vehicle parts & accessories • New York

This Registration Rights Agreement (this “Agreement”) is made and entered into as of May 11, 2010, by and among CSA Escrow Corporation, a Delaware corporation (the “Escrow Corporation”), and Deutsche Bank Securities Inc. (“DBSI”), as representative of the several initial purchasers listed on Schedule 1 to the Purchase Agreement (as defined below) (collectively, the “Initial Purchasers”), each of whom has agreed to purchase a portion of the $450,000,000 aggregate principal amount of the Company’s 8 1/2% Senior Notes due 2018 (the “Initial Notes”) to be guaranteed by the Guarantors (the “Guarantees”) pursuant to the Purchase Agreement. The Initial Notes and the Guarantees are herein collectively referred to as the “Securities.” On the Release Date, Cooper-Standard Automotive Inc., a Delaware corporation (the “Company”), Cooper-Standard Holdings Inc. (the “Parent Guarantor”) and the Subsidiary Guarantors (as defined in the Purchase Agreement) will execute a joinder agreement in the form o

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COOPER-STANDARD HOLDINGS INC. RESTRICTED STOCK UNIT AWARD AGREEMENT
Restricted Stock Unit Award Agreement • May 4th, 2023 • Cooper-Standard Holdings Inc. • Motor vehicle parts & accessories • Delaware

THIS AGREEMENT (this “Agreement”), which relates to a grant of Restricted Stock Units (“RSUs”) made on Grant Date (the “Date of Grant”), is between Cooper-Standard Holdings Inc., a Delaware corporation (the “Company”), and the individual whose name is set forth on the signature page hereof (the “Participant”):

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REGISTRATION RIGHTS AGREEMENT by and among COOPER-STANDARD HOLDINGS, INC., THE BACKSTOP PURCHASERS and THE OTHER HOLDERS PARTY HERETO Dated as of May 27, 2010
Registration Rights Agreement • June 3rd, 2010 • Cooper-Standard Holdings Inc. • Motor vehicle parts & accessories • New York

THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made as of May 27, 2010 by and among Cooper-Standard Holdings, Inc., a Delaware corporation (the “Company”), the parties identified as “Backstop Purchasers” on the signature page hereto and the parties identified as “Holders” on the signature page hereto. Capitalized terms used but not otherwise defined herein are defined in Section 1 hereof.

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COOPER-STANDARD HOLDINGS INC. CASH SETTLED PERFORMANCE UNIT AWARD AGREEMENT
Cash Settled Performance Unit Award Agreement • May 4th, 2023 • Cooper-Standard Holdings Inc. • Motor vehicle parts & accessories • Delaware

THIS AGREEMENT (this “Agreement”), which relates to a grant of performance-vested Restricted Stock Units (“PUs”) made on Grant Date (the “Date of Grant”), is between Cooper-Standard Holdings Inc., a Delaware corporation (the “Company”), and the individual whose name is set forth on the signature page hereof (the “Participant”):

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COOPER-STANDARD HOLDINGS INC. NONQUALIFIED STOCK OPTION AGREEMENT
Nonqualified Stock Option Agreement • November 4th, 2021 • Cooper-Standard Holdings Inc. • Motor vehicle parts & accessories • Delaware

THIS AGREEMENT (this “Agreement”), which relates to a grant of Options made on Grant Date (the “Grant Date”), is between Cooper-Standard Holdings Inc., a Delaware corporation (the “Company”), and the individual whose name is set forth on the signature page hereof (the “Participant”):

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COOPER-STANDARD HOLDINGS INC. 2011 OMNIBUS INCENTIVE PLAN RESTRICTED STOCK UNIT AWARD AGREEMENT
Restricted Stock Unit Award Agreement • February 28th, 2013 • Cooper-Standard Holdings Inc. • Motor vehicle parts & accessories • Delaware

THIS AGREEMENT (this “Agreement”), which relates to a grant of Restricted Stock Units made on March 9, 2012, is between Cooper-Standard Holdings Inc., a Delaware corporation (the “Company”), and the individual whose name is set forth on the signature page hereof (the “Participant”):

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EMPLOYMENT AGREEMENT
Employment Agreement • April 2nd, 2007 • Cooper-Standard Holdings Inc. • Motor vehicle parts & accessories • Michigan

EMPLOYMENT AGREEMENT (the “Agreement”) dated as of January 1, 2007 by and between COOPER-STANDARD AUTOMOTIVE INC. (the “Company”) and Larry J. Beard (the “Executive”).

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COOPER-STANDARD AUTOMOTIVE INC. as Issuer, the Guarantors named herein and U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION as Trustee and Collateral Agent INDENTURE Dated as of January 27, 2023 5.625% Cash Pay / 10.625% PIK Toggle Senior Secured Third...
Indenture • January 30th, 2023 • Cooper-Standard Holdings Inc. • Motor vehicle parts & accessories • New York

INDENTURE, dated as of January 27, 2023 among Cooper-Standard Automotive Inc., an Ohio corporation (the “Issuer”), the Guarantors (as defined below) and U.S. Bank Trust Company, National Association, as trustee (in such capacity, the “Trustee”) and collateral agent (in such capacity, the “Collateral Agent”).

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Performance Units, settled 50% cash / 50% stock COOPER-STANDARD HOLDINGS INC. 2011 OMNIBUS INCENTIVE PLAN RESTRICTED STOCK UNIT AWARD AGREEMENT
Restricted Stock Unit Award Agreement • May 8th, 2015 • Cooper-Standard Holdings Inc. • Motor vehicle parts & accessories • Delaware

THIS AGREEMENT (this “Agreement”), which relates to a grant of Restricted Stock Units made on ____ (the “Date of Grant”), is between Cooper-Standard Holdings Inc., a Delaware corporation (the “Company”), and the individual whose name is set forth on the signature page hereof (the “Participant”):

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Performance Units, settled 100% cash COOPER-STANDARD HOLDINGS INC. 2011 OMNIBUS INCENTIVE PLAN RESTRICTED STOCK UNIT AWARD AGREEMENT
Restricted Stock Unit Award Agreement • May 8th, 2015 • Cooper-Standard Holdings Inc. • Motor vehicle parts & accessories • Delaware

THIS AGREEMENT (this “Agreement”), which relates to a grant of Restricted Stock Units made on _______ (the “Date of Grant”), is between Cooper-Standard Holdings Inc., a Delaware corporation (the “Company”), and the individual whose name is set forth on the signature page hereof (the “Participant”):

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Cooper-Standard Holdings Inc. DIRECTOR NOMINATION AGREEMENT
Director Nomination Agreement • June 3rd, 2010 • Cooper-Standard Holdings Inc. • Motor vehicle parts & accessories • Delaware

This Director Nomination Agreement (this “Agreement”) is made as of May 27, 2010 (the “Effective Time”), among Cooper-Standard Holdings Inc., a Delaware corporation (the “Company”) and Silver Point Capital, L.P., a Delaware limited partnership, on behalf of its affiliates and related funds (the “Stockholder”). Unless otherwise specified herein, all of the capitalized terms used herein are defined in Section 6 hereof.

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COOPER-STANDARD HOLDINGS INC. 2011 OMNIBUS INCENTIVE PLAN NONQUALIFIED STOCK OPTION AGREEMENT
Nonqualified Stock Option Agreement • February 28th, 2013 • Cooper-Standard Holdings Inc. • Motor vehicle parts & accessories • Delaware

THIS AGREEMENT (this “Agreement”), which relates to a grant of Options made on March 9, 2012, is between Cooper-Standard Holdings Inc., a Delaware corporation (the “Company”), and the individual whose name is set forth on the signature page hereof (the “Participant”):

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AMENDMENT NO. 4 TO THIRD AMENDED AND RESTATED LOAN AGREEMENT
Loan Agreement • August 2nd, 2024 • Cooper-Standard Holdings Inc. • Motor vehicle parts & accessories • New York

CS INTERMEDIATE HOLDCO 1 LLC, as a U.S. Facility Guarantor and a Canadian Facility GuarantorBy: /s/ Jonathan P. BanasName: Jonathan P. BanasTitle: President COOPER-STANDARD AUTOMOTIVE INC., as a U.S. Borrower, a U.S. Facility Guarantor and a Canadian Facility GuarantorBy: /s/ Jonathan P. BanasName: Jonathan P. BanasTitle: Executive Vice President and Chief Financial Officer COOPER-STANDARD INDUSTRIAL AND SPECIALTY GROUP, LLC (f/k/a Lauren Manufacturing, LLC), as a U.S. Guarantor and a U.S. Guarantor and Canadian Facility GuarantorBy: /s/ James ZabriskieName: James Zabriskie Title: Treasurer COOPER-STANDARD AUTOMOTIVE CANADA LIMITED, as the Canadian Borrower and a Canadian Facility GuarantorBy: /s/ Jonathan P. BanasName: Jonathan P. BanasTitle: Vice President

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AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT among COOPER-STANDARD HOLDINGS INC., as a U.S./European Facility Guarantor and a Canadian Facility Guarantor COOPER-STANDARD AUTOMOTIVE INC., as the U.S. Borrower, a U.S./European Facility Guarantor and...
Loan and Security Agreement • April 10th, 2013 • Cooper-Standard Holdings Inc. • Motor vehicle parts & accessories • New York

THIS AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT (this “Agreement”) is dated as of April 8, 2013, among COOPER-STANDARD HOLDINGS INC., a Delaware corporation (“Holdings”) as a U.S./European Facility Guarantor and a Canadian Facility Guarantor (each as defined herein), COOPER-STANDARD AUTOMOTIVE INC., an Ohio corporation (the “U.S. Borrower”), COOPER-STANDARD AUTOMOTIVE CANADA LIMITED, an Ontario corporation (together with its permitted successors, the “Canadian Borrower”), COOPER-STANDARD AUTOMOTIVE INTERNATIONAL HOLDINGS B.V., a corporation under the laws of the Netherlands (besloten vennootschap met beperkte aansprakelijkheid) (the “European Borrower” and together with the U.S. Borrower and the Canadian Borrower, the “Borrowers”), the other U.S. Subsidiaries (as defined herein) of Holdings which are and may hereafter become party to this Agreement as U.S./European Facility Guarantors and Canadian Facility Guarantors, the other Canadian Subsidiaries (as defined herein) of Holding

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COOPER-STANDARD HOLDINGS INC. 2011 OMNIBUS INCENTIVE PLAN RESTRICTED STOCK UNIT AWARD AGREEMENT
Restricted Stock Unit Award Agreement • February 24th, 2015 • Cooper-Standard Holdings Inc. • Motor vehicle parts & accessories • Delaware

THIS AGREEMENT (this “Agreement”), which relates to a grant of Restricted Stock Units made on Grant Date (the “Date of Grant”), is between Cooper-Standard Holdings Inc., a Delaware corporation (the “Company”), and the individual whose name is set forth on the signature page hereof (the “Participant”):

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FIRST AMENDMENT TO DEBTOR-IN-POSSESSION CREDIT AGREEMENT
Debtor-in-Possession Credit Agreement • November 13th, 2009 • Cooper-Standard Holdings Inc. • Motor vehicle parts & accessories • New York

FIRST AMENDMENT TO DEBTOR-IN-POSSESSION CREDIT AGREEMENT, dated as of August 31, 2009 (this “First Amendment”), among COOPER-STANDARD HOLDINGS INC., a Delaware corporation (“Holdings”), COOPER-STANDARD AUTOMOTIVE INC., an Ohio corporation (the “U.S. Borrower”), COOPER-STANDARD AUTOMOTIVE CANADA LIMITED, a corporation organized under the laws of Ontario (the “Canadian Borrower” and together with the U.S. Borrower, the “Borrowers” and each a “Borrower”), various LENDERS party to the DIP Credit Agreement referred to below, and DEUTSCHE BANK TRUST COMPANY AMERICAS (“DBTCA”), as Administrative Agent (in such capacity, the “Administrative Agent”). All capitalized terms used herein and not otherwise defined herein shall have the respective meaning provided to such terms in the DIP Credit Agreement.

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AMENDED AND RESTATED INDEMNIFICATION AGREEMENT
Indemnification Agreement • February 25th, 2019 • Cooper-Standard Holdings Inc. • Motor vehicle parts & accessories • Delaware

This AMENDED AND RESTATED INDEMNIFICATION AGREEMENT, dated as of ____________ (this “Agreement”), is made by and between Cooper-Standard Holdings Inc., a Delaware corporation (the “Company”), and ________________________ (the “Indemnitee”). This Agreement hereby amends and restates in its entirety the existing Indemnification Agreement entered into between the Company and Indemnitee (the “Prior Indemnification Agreement”).

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SUPPLEMENTAL INDENTURE NO. 1
Supplemental Indenture • March 31st, 2008 • Cooper-Standard Holdings Inc. • Motor vehicle parts & accessories • New York

Supplemental Indenture (this “Supplemental Indenture”), dated as of July 11, 2006, between Cooper-Standard Automotive FHS Inc., a Delaware corporation (the “Guaranteeing Subsidiary”), a subsidiary of Cooper-Standard Automotive Inc., an Ohio corporation, and Wilmington Trust Company, as trustee (the “Trustee”).

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Dated as of November 7, 2022, By and Between Cooper-Standard Holdings Inc. and Broadridge Corporate Issuer Solutions, Inc. as Rights Agent
Section 382 Rights Agreement • November 7th, 2022 • Cooper-Standard Holdings Inc. • Motor vehicle parts & accessories • Delaware

This Section 382 Rights Agreement, dated as of November 7, 2022 (this “Agreement”), is made and entered into by and between Cooper-Standard Holdings Inc., a Delaware corporation (the “Company”), and Broadridge Corporate Issuer Solutions, Inc., as Rights Agent.

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ESCROW AGREEMENT
Escrow Agreement • July 26th, 2010 • Cooper-Standard Holdings Inc. • Motor vehicle parts & accessories • New York

This Agreement is being entered into in connection with (i) the Purchase Agreement (the “Purchase Agreement”), dated April 29, 2010, among the Escrow Company, the Company, Cooper-Standard Holdings Inc. and Deutsche Bank Securities Inc., Banc of America Securities LLC, Barclays Capital Inc. and UBS Securities LLC (collectively, the “Initial Purchasers”), and (ii) the Indenture, dated as of the date hereof (as may be amended, supplemented or otherwise modified from time to time, the “Indenture”), between the Escrow Company and the Trustee, governing the Escrow Company’s $450,000,000 in aggregate principal amount of 8 1/2% Senior Notes due 2018 (the “Notes”).

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COOPER-STANDARD HOLDINGS INC. PERFORMANCE UNIT AWARD AGREEMENT
Performance Unit Award Agreement • May 2nd, 2019 • Cooper-Standard Holdings Inc. • Motor vehicle parts & accessories • Delaware

THIS AGREEMENT (this “Agreement”), which relates to a grant of performance-vested Restricted Stock Units (“PUs”) made on Grant Date (the “Date of Grant”), is between Cooper-Standard Holdings Inc., a Delaware corporation (the “Company”), and the individual whose name is set forth on the signature page hereof (the “Participant”):

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COOPER-STANDARD HOLDINGS INC. 2011 OMNIBUS INCENTIVE PLAN NONQUALIFIED STOCK OPTION AGREEMENT
Nonqualified Stock Option Agreement • February 24th, 2015 • Cooper-Standard Holdings Inc. • Motor vehicle parts & accessories • Delaware

THIS AGREEMENT (this “Agreement”), which relates to a grant of Options made on Grant Date (the “Grant Date”), is between Cooper-Standard Holdings Inc., a Delaware corporation (the “Company”), and the individual whose name is set forth on the signature page hereof (the “Participant”):

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COOPER-STANDARD HOLDINGS INC. NONQUALIFIED STOCK OPTION AGREEMENT
Nonqualified Stock Option Agreement • May 2nd, 2018 • Cooper-Standard Holdings Inc. • Motor vehicle parts & accessories • Delaware

THIS AGREEMENT (this “Agreement”), which relates to a grant of Options made on Grant Date (the “Grant Date”), is between Cooper-Standard Holdings Inc., a Delaware corporation (the “Company”), and the individual whose name is set forth on the signature page hereof (the “Participant”):

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Cooper-Standard Holdings Inc. Senior PIK Toggle Notes due 2018 PURCHASE AGREEMENT
Purchase Agreement • May 15th, 2013 • Cooper-Standard Holdings Inc. • Motor vehicle parts & accessories • New York
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