LIMITED LIABILITY COMPANY AGREEMENT OF HHI FORGING, LLCLimited Liability Company Agreement • December 15th, 2017 • Grede Wisconsin Subsidiaries LLC • Motor vehicle parts & accessories • Delaware
This LIMITED LIABILITY COMPANY AGREEMENT (this “Agreement”), dated as of January 5, 2009 of HHI Forging, LLC, a Delaware limited liability company (the “Company”), is made by Hephaestus Holdings, LLC, a Delaware limited liability company, its sole and managing member (the “Managing Member” or “Member”).
METALDYNE M&A BLUFFTON, LLC A Delaware Limited Liability Company LIMITED LIABILITY COMPANY AGREEMENT Dated as of September 17, 2009Limited Liability Company Agreement • December 15th, 2017 • Grede Wisconsin Subsidiaries LLC • Motor vehicle parts & accessories • Delaware
THIS LIMITED LIABILITY COMPANY AGREEMENT, dated as of September 17, 2009 (this “Agreement”), is adopted, executed and agreed to, for good and valuable consideration, by and between the Company and the members listed on Schedule I attached hereto. Certain terms used herein are defined in Section 1.1 below.
LIMITED LIABILITY COMPANY AGREEMENT OF GEARING HOLDINGS, LLCLimited Liability Company Agreement • December 15th, 2017 • Grede Wisconsin Subsidiaries LLC • Motor vehicle parts & accessories • Delaware
This LIMITED LIABILITY COMPANY AGREEMENT (this “Agreement”), dated as of October 30, 2009 of Gearing Holdings, LLC, a Delaware limited liability company (the “Company”), is made by HHI Holdings, LLC, a Delaware limited liability company, its sole and managing member (the “Managing Member” or “Member”).
LIMITED LIABILITY COMPANY OPERATING AGREEMENT OF GREDE WISCONSIN SUBSIDIARIES LLC Dated as of February 2, 2010Operating Agreement • December 15th, 2017 • Grede Wisconsin Subsidiaries LLC • Motor vehicle parts & accessories • Wisconsin
THIS OPERATING AGREEMENT is made on February 2, 2010 by and between GREDE WISCONSIN SUBSIDIARIES LLC, a Wisconsin limited liability company, and the Member of the Company who agree as follows:
LIMITED LIABILITY COMPANY AGREEMENT OF ASP GREDE INTERMEDIATE HOLDINGS LLCLimited Liability Company Agreement • December 15th, 2017 • Grede Wisconsin Subsidiaries LLC • Motor vehicle parts & accessories • Delaware
This Limited Liability Company Agreement (this “Agreement”) of ASP Grede Intermediate Holdings LLC is entered into this 25th day of March, 2014 by ASP Grede Holdings LLC (the “Member”) pursuant to and in accordance with the Delaware Limited Liability Company Act (6 Del.C. § 18-101, et seq.), as amended from time to time (the “Act”).
METALDYNE, LLC A Delaware Limited Liability Company AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT Dated as of December 12, 2012Limited Liability Company Agreement • December 15th, 2017 • Grede Wisconsin Subsidiaries LLC • Motor vehicle parts & accessories • Delaware
THIS AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT, dated as of December 12, 2012 (this “Agreement”), is adopted, executed and agreed to, for good and valuable consideration, by and between the Company and the members listed on Schedule I attached hereto. This Agreement amends and restates entirely that Limited Liability Company Agreement of the Company, dated as of September 17, 2009 (as amended from time to time prior to the date hereof, the “Original Agreement”). Certain terms used herein are defined in Section 1.1 below.
LIMITED LIABILITY COMPANY AGREEMENT GREDE II LLC February 5, 2010Limited Liability Company Agreement • December 15th, 2017 • Grede Wisconsin Subsidiaries LLC • Motor vehicle parts & accessories • Delaware
THIS LIMITED LIABILITY COMPANY AGREEMENT (this “Agreement”) of Grede II LLC, a Delaware limited liability company (the “Company”), is made and entered into effective as of February 5, 2010, by the Company and the Company’s sole member, Grede Holdings LLC, a Delaware limited liability company (the “Member”).
SECOND AMENDED AND RESTATED OPERATING AGREEMENT OF THE MESH COMPANY, LLCOperating Agreement • December 15th, 2017 • Grede Wisconsin Subsidiaries LLC • Motor vehicle parts & accessories
The undersigned, being the sole member of The Mesh Company, LLC, an Arkansas limited liability company (the “Company”), does hereby execute this Second Amended and Restated Operating Agreement (this “Operating Agreement”) of the Company effective the 11th day of March, 2010.
AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF CLOYES GEAR HOLDINGS, LLCLimited Liability Company Agreement • December 15th, 2017 • Grede Wisconsin Subsidiaries LLC • Motor vehicle parts & accessories • Delaware
This AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (this “Agreement”), dated as of March 11, 2010 of Cloyes Gear Holdings, LLC, a Delaware limited liability company (the “Company”), is made by Gearing Holdings, LLC, a Delaware limited liability company, its sole and managing member (the “Managing Member” or “Member”).
THIRD AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF HHI HOLDINGS, LLC A Delaware Limited Liability CompanyLimited Liability Company Agreement • December 15th, 2017 • Grede Wisconsin Subsidiaries LLC • Motor vehicle parts & accessories • Delaware
This THIRD AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (this “Agreement”), dated as of March 11, 2010 of HHI Holdings, LLC, a Delaware limited liability company (the “Company”), is made by HHI Intermediate Group Holdings, LLC, a Delaware limited liability company, its sole and managing member (the “Managing Member” or “Member”).
LIMITED LIABILITY COMPANY AGREEMENT GREDE HOLDINGS LLC Effective as of February 3, 2010Limited Liability Company Agreement • December 15th, 2017 • Grede Wisconsin Subsidiaries LLC • Motor vehicle parts & accessories • Delaware
THIS LIMITED LIABILITY COMPANY AGREEMENT of Grede Holdings LLC, a Delaware limited liability company (the “Company”), is made and entered into effective as of February 3, 2010, by and among (i) Grede Holdings LLC, a Delaware limited liability company (the “Company”); (ii) those persons shown on Schedule 1 hereto or on the Company’s records as holding Units as of the effective date hereof (with the other members of the Company hereinafter collectively called “Members” and individually called a “Member”), and (iii) solely for purposes of Section 4.5 hereof, the Indirect Member (as defined herein).
LIMITED LIABILITY COMPANY AGREEMENT OF SHOP IV SUBSIDIARY INVESTMENT (GREDE), LLC a Delaware limited liability companyLimited Liability Company Agreement • December 15th, 2017 • Grede Wisconsin Subsidiaries LLC • Motor vehicle parts & accessories • Delaware
This Limited Liability Company Agreement (this “Agreement”) of Shop IV Subsidiary Investment (Grede), LLC, a Delaware limited liability company (the “Company”), dated as of May , 2017 (the “Execution Date”), is entered into by ASP Grede Acquisitionco LLC, a Delaware limited liability company (“Acquisitionco” or the “Member”), pursuant to and in accordance with the Delaware Limited Liability Company Act, 6 Del. C. §§ 18-101, et seq. (the “Act”).
LIMITED LIABILITY COMPANY AGREEMENT OF GEAR DESIGN AND MANUFACTURING, LLCLimited Liability Company Agreement • December 15th, 2017 • Grede Wisconsin Subsidiaries LLC • Motor vehicle parts & accessories • Delaware
THIS LIMITED LIABILITY COMPANY AGREEMENT (“Agreement”) is dated as of [2-16], 2017, and is entered into by and between GEAR DESIGN AND MANUFACTURING, LLC, a Delaware limited liability company (“Company”), and METALDYNE POWERTRAIN COMPONENTS, INC., a Delaware corporation and the sole member of the Company (“Member”).
SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF GREDE HOLDINGS LLCLimited Liability Company Agreement • December 15th, 2017 • Grede Wisconsin Subsidiaries LLC • Motor vehicle parts & accessories • Delaware
This Second Amended and Restated Limited Liability Company Agreement (this “Agreement”) of Grede Holdings LLC is entered into this 2nd day of June, 2014, by and among (i) ASP Grede Acquisitionco LLC (the “Managing Member”), and (ii) GSC RIII — Grede Corp. and SHOP IV Subsidiary Investment (Grede), Inc. (collectively, with the Managing Member, the “Members”), pursuant to and in accordance with the Delaware Limited Liability Company Act (6 Del.C. § 18-101, et seq.), as amended from time to time (the “Act”).
SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF HHI FORMTECH, LLCLimited Liability Company Agreement • December 15th, 2017 • Grede Wisconsin Subsidiaries LLC • Motor vehicle parts & accessories • Delaware
This SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (this “Agreement”), dated as of March 11, 2010 of HHI FormTech, LLC, a Delaware limited liability company (the “Company”), is made by HHI FormTech Holdings, LLC, a Delaware limited liability company, its sole and managing member (the “Managing Member” or “Member”).
OPERATING AGREEMENTOperating Agreement • December 15th, 2017 • Grede Wisconsin Subsidiaries LLC • Motor vehicle parts & accessories • Indiana
THIS OPERATING AGREEMENT (this “Operating Agreement”) is made effective as of January 1, 2017 (the “Effective Date”) by and between ROCHESTER MANUFACTURING, LLC, an Indiana limited liability company (“Company”), and AMERICAN AXLE & MANUFACTURING, INC., a Delaware corporation (“Member”).
HHI HOLDINGS, LLC A DELAWARE LIMITED LIABILITY COMPANY AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT DATED AS OF APRIL 30, 2008Limited Liability Company Agreement • December 15th, 2017 • Grede Wisconsin Subsidiaries LLC • Motor vehicle parts & accessories • Delaware
This AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (as amended from time to time in accordance with the terms hereof, this “Agreement”), dated as of April 30, 2008 (the “Effective Date”), of HHI Holdings, LLC, a Delaware limited liability company (the “Company”), is made by and among the Persons listed on Schedule A to this Agreement.
CONVERSION AND CONTRIBUTION AGREEMENT AND STOCKHOLDER CONSENTSubscription Agreement • December 15th, 2017 • Grede Wisconsin Subsidiaries LLC • Motor vehicle parts & accessories • Delaware
THIS CONVERSION AND CONTRIBUTION AGREEMENT AND STOCKHOLDER CONSENT (“Agreement”) is dated as of February 4, 2010 by and among Citation Corporation, a Delaware corporation (“Citation”), the holders of all issued and outstanding capital stock of Citation listed on Schedule 1 (“Citation Stockholders”), the holders of certain debt obligations of Citation listed on Schedule 2 (“Citation Debt Holders”), Wayzata Opportunities Fund II, L.P., a Delaware limited partnership (“Wayzata II”), TCW Shop IV Subsidiary Investment (Grede), Inc., a Delaware corporation (TCW Shop IV”), and Grede Holdings LLC, a Delaware limited liability company (“Parent”, and collectively with Citation, Citation Stockholders, Citation Debt Holders, Wayzata II, and TCW Shop IV, the “Parties” and each a “Party”).
AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF HHI FORMTECH, LLCLimited Liability Company Agreement • December 15th, 2017 • Grede Wisconsin Subsidiaries LLC • Motor vehicle parts & accessories • Delaware
This AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (this “Agreement”), dated as of September 30, 2009 of HHI FormTech, LLC, a Delaware limited liability company (the “Company”), is made by HHI FormTech Holdings, LLC, a Delaware limited liability company, its sole and managing member (the “Managing Member” or “Member”).
LIMITED LIABILITY COMPANY AGREEMENT OF GREDE LLCLimited Liability Company Agreement • December 15th, 2017 • Grede Wisconsin Subsidiaries LLC • Motor vehicle parts & accessories • Delaware
This Limited Liability Company Agreement (this “Agreement”) of Grede LLC, a Delaware limited liability company (the “Company”) is entered into as of January 18, 2010, by and between Wayzata Opportunities Fund II, L.P., a Delaware limited partnership and the sole member of the Company (the “Member”) and Wayzata Investment Partners LLC, a Delaware limited liability company and the manager of the Company (the “Manager”).
LIMITED LIABILITY COMPANY AGREEMENT OF HHI HOLDINGS, LLCLimited Liability Company Agreement • December 15th, 2017 • Grede Wisconsin Subsidiaries LLC • Motor vehicle parts & accessories • Delaware
This LIMITED LIABILITY COMPANY AGREEMENT (this “Agreement”), dated as of April 24, 2008, of HHI Holdings, LLC, a Delaware limited liability company (the “Company”), is made by KPS Special Situations Fund II, L.P., a Delaware limited partnership, its sole and managing member (the “Member”).
SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF HHI HOLDINGS, LLC A Delaware Limited Liability CompanyLimited Liability Company Agreement • December 15th, 2017 • Grede Wisconsin Subsidiaries LLC • Motor vehicle parts & accessories • Delaware
This SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (this “Agreement”), dated as of December 2, 2009 of HHI Holdings, LLC, a Delaware limited liability company (the “Company”), is made by HHI Group Holdings, LLC, a Delaware limited liability company, its sole and managing member (the “Managing Member” or “Member”).
LIMITED LIABILITY COMPANY AGREEMENT OF HHI FUNDING, LLCLimited Liability Company Agreement • December 15th, 2017 • Grede Wisconsin Subsidiaries LLC • Motor vehicle parts & accessories • Delaware
This LIMITED LIABILITY COMPANY AGREEMENT (this “Agreement”), dated as of August 12, 2009 of HHI Funding, LLC, a Delaware limited liability company (the “Company”), is made by Hephaestus Holdings, LLC, a Delaware limited liability company, its sole and managing member (the “Managing Member” or “Member”).
LIMITED LIABILITY COMPANY AGREEMENT OF FORGING HOLDINGS, LLCLimited Liability Company Agreement • December 15th, 2017 • Grede Wisconsin Subsidiaries LLC • Motor vehicle parts & accessories • Delaware
This LIMITED LIABILITY COMPANY AGREEMENT (this “Agreement”), dated as of April 24, 2008 of Forging Holdings, LLC, a Delaware limited liability company (the “Company”), is made by HHI Holdings, LLC, a Delaware limited liability company, its sole and managing member (the “Managing Member” or “Member”).
AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT of ASP GREDE INTERMEDIATE HOLDINGS LLC Dated as of July 24, 2014Limited Liability Company Agreement • December 15th, 2017 • Grede Wisconsin Subsidiaries LLC • Motor vehicle parts & accessories • Delaware
AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (this “Agreement”) of ASP Grede Intermediate Holdings LLC (the “Company”), dated as of June 2, 2014, by and among (i) ASP Grede Holdings LLC, a Delaware limited liability company (together with its respective successors and permitted assigns and transferees, the “AS Investor”), and (ii) each other Person who holds Units or other equity securities of the Company and executes a writing reasonably satisfactory in form and substance to the Company and the AS Investor pursuant to which such Person agrees to become a party to, and to be bound by, the terms of this Agreement (together with each Person who executes an Assumption Agreement and falls under clause (a) of the definition of Assumption Agreement, the “Minority Investors”).
SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF ASP GREDE INTERMEDIATE HOLDINGS LLC a Delaware limited liability companyLimited Liability Company Agreement • December 15th, 2017 • Grede Wisconsin Subsidiaries LLC • Motor vehicle parts & accessories • Delaware
This Second Amended and Restated Limited Liability Company Agreement (this “Agreement”) of ASP Grede Intermediate Holdings LLC, a Delaware limited liability company (the “Company”), dated as of May , 2017 (the “Execution Date”), is entered into by MPG Holdco I Inc., a Delaware corporation (“Holdco” or the “Member”), pursuant to and in accordance with the Delaware Limited Liability Company Act, 6 Del. C. §§ 18-101, et seq. (the “Act”).
