ASSIGNMENT OF LEASE THIS ASSIGNMENT made effective as of the 24th day of February, 1997 by and between BERMAN REAL ESTATE PARTNERSHIP, a Pennsylvania partnership (hereinafter referred to as "Assignor") and BREP I, a Pennsylvania limited partnership...Assignment of Lease • March 27th, 1997 • R & B Inc • Motor vehicle parts & accessories
AMENDMENT NO. 1 TO THIRD AMENDED STOCKTICKERAND RESTATED CREDIT AGREEMENTCredit Agreement • January 2nd, 2008 • Dorman Products, Inc. • Motor vehicle parts & accessories
AMENDMENT NO. 7 TO SECOND AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • May 24th, 2005 • R & B Inc • Motor vehicle parts & accessories • Pennsylvania
EMPLOYMENT AGREEMENTEmployment Agreement • April 1st, 2008 • Dorman Products, Inc. • Motor vehicle parts & accessories • Pennsylvania
THIS EMPLOYMENT AGREEMENT (“Agreement”) is made and entered into this 1st day of April, 2008 (the “Effective Date”), by and between DORMAN PRODUCTS, INC., a Pennsylvania corporation (the “Company”), and STEVEN BERMAN (the “Executive”).
THIS AMENDED AND RESTATED SHAREHOLDERS' AGREEMENT, entered into as of August 1, 2004, amends and restates in its entirety the Shareholders' Agreement made as of the 26th day of November, 2003 ("Original Shareholders' Agreement"), by and among Richard...Shareholders' Agreement • March 9th, 2005 • R & B Inc • Motor vehicle parts & accessories • Pennsylvania
AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • June 28th, 2021 • Dorman Products, Inc. • Motor vehicle parts & accessories • Delaware
This aGREEMENT AND PLAN OF MERGER, dated as of June 25, 2021, is made by and among Dorman Products, Inc., a Pennsylvania corporation (“Parent”), Senators Merger Sub, Inc., a Delaware corporation and a wholly-owned subsidiary of Parent (“Merger Sub”, and together with Parent and the Company, the “Parties”), DPL Holding Corporation, a Delaware corporation (the “Company”), and SBF II Representative Corp., a Delaware corporation, solely in its capacity as the Equityholder Representative (as such term is defined in Section 9.1(a)) hereunder.
EMPLOYMENT AGREEMENTEmployment Agreement • December 28th, 2015 • Dorman Products, Inc. • Motor vehicle parts & accessories • Pennsylvania
THIS EMPLOYMENT AGREEMENT (“Agreement”) is made and entered into this 28th day of December, 2015 (the “Effective Date”), by and between DORMAN PRODUCTS, INC., a Pennsylvania corporation (the “Company”), and MATHIAS J. BARTON (the “Executive”).
LEASE TERMINATION AGREEMENTLease Termination Agreement • March 19th, 2003 • R & B Inc • Motor vehicle parts & accessories • Pennsylvania
AMENDMENT NO. 3 TO THE AGREEMENT OF LEASE This Amendment No. 3 to the Agreement of Lease ("Amendment No. 3") dated as of December 12, 2007, by and between Dorman Products, Inc. (formerly known as R&B, Inc.), a Pennsylvania corporation ("Tenant")and...The Agreement of Lease • December 12th, 2007 • Dorman Products, Inc. • Motor vehicle parts & accessories
SECOND AMENDMENT TO INDUSTRIAL BUILDING LEASE This Second Amendment to Industrial Building Lease (this "Amendment") is entered into this 25th day of January, 2008 (the "Effective Date"), by and between First Industrial, LP, a Delaware limited...Industrial Building Lease • January 29th, 2008 • Dorman Products, Inc. • Motor vehicle parts & accessories
SEPARATION AGREEMENT AND GENERAL RELEASESeparation Agreement and General Release • September 20th, 2019 • Dorman Products, Inc. • Motor vehicle parts & accessories
This Separation Agreement and General Release (hereinafter the “Agreement”) is entered into by and between DORMAN PRODUCTS, INC., a Pennsylvania corporation (the “Company”) and MICHAEL GINNETTI (“Employee”).
RATIFICATION OF SURETY AGREEMENTRatification of Surety Agreement • July 27th, 2006 • Dorman Products, Inc. • Motor vehicle parts & accessories
THIS RATIFICATION OF SURETY AGREEMENT is given as of this day of July, 2006, by RB Management, Inc., RB Distribution, Inc. RB Mark, Inc., RB Vest, Inc., Motor Power Industries, Inc., Allparts, Inc., and Dorman Products Distribution Ltd. (collectively the “Sureties” and individually the “Surety”) to and in favor of WACHOVIA BANK, NATIONAL ASSOCIATION (formerly First Union National Bank) for itself and as Agent for the Banks ( the “Creditor”).
TRANSITION, SEPARATION & GENERAL RELEASE AGREEMENTGeneral Release Agreement • February 4th, 2016 • Dorman Products, Inc. • Motor vehicle parts & accessories • Pennsylvania
This TRANSITION, SEPARATION & GENERAL RELEASE AGREEMENT (“Agreement”) is made and entered into by and between MATTHEW KOHNKE, on behalf of himself, and his heirs, estate, executors, administrators, representatives, successors and assigns (hereinafter collectively referred to as “Executive”) and DORMAN PRODUCTS, INC., on behalf of itself and its present, past and future parent corporations, subsidiaries, affiliates, officers, directors, agents, employees and/or any other related entity (hereinafter collectively referred to as “Company”).
November 14, 2016 Mr. Steven Berman BREP I Colmar, PA 18915 Subject: Lease Extension Dear Mr. Berman:Dorman Products, Inc. • November 14th, 2016 • Motor vehicle parts & accessories
We reference the real estate lease dated December 29, 2012 between Dorman Products, Inc. (the “Company”) and BREP I (the “Lease”) for the Company’s principle corporate offices located at 3400 East Walnut Street, Colmar PA. The Company hereby exercises its option to extend the term of the Lease for an additional five (5) year period (the “Renewal Period”). The Renewal Period will commence on January 1, 2018 and expire on December 31, 2022, unless terminated in accordance with the terms of the Lease. All terms and conditions contained in the Lease will continue to apply during the Renewal Term.
AMENDMENT NO. 3 TO THIRD AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • December 21st, 2012 • Dorman Products, Inc. • Motor vehicle parts & accessories
THIS AMENDMENT NO. 3 TO THIRD AMENDED AND RESTATED CREDIT AND SECURITY AGREEMENT (“Amendment No. 3”) is dated as of December 20, 2012 by and between DORMAN PRODUCTS, INC. (formally known as R & B, Inc.), a Pennsylvania corporation (the “Borrower”) and WELLS FARGO BANK, NATIONAL ASSOCIATION (successor by merger to Wachovia Bank, National Association), a national banking association (the “Bank”) for itself and as agent hereunder (the “Agent”).
LEASE AGREEMENT between BREP I Landlord and DORMAN PRODUCTS, INC. Tenant PREMISES:Lease Agreement • November 16th, 2012 • Dorman Products, Inc. • Motor vehicle parts & accessories • Pennsylvania
THIS LEASE AGREEMENT (the “Lease”), made this day of , 2012 by and between BREP I, a Pennsylvania limited partnership, having its principal offices at PO Box 197, Colmar, Pennsylvania 18915 (the “Landlord”), and DORMAN PRODUCTS, INC., a Pennsylvania corporation having its principal offices at 3400 East Walnut Street, Colmar, Pennsylvania 18915 (the “Tenant”).
THIRD AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • July 27th, 2006 • Dorman Products, Inc. • Motor vehicle parts & accessories • Pennsylvania
THIS THIRD AMENDED AND RESTATED CREDIT AGREEMENT (the “Agreement”) is dated as of the 24 day of July, 2006 by and between DORMAN PRODUCTS, INC. (formerly known as R & B, INC.), a Pennsylvania corporation, as its legal name may change from time to time (referred to herein as the “Borrower”) and WACHOVIA BANK, NATIONAL ASSOCIATION, a national banking association (“Wachovia”), as successor to First Union National Bank., a national banking association (“First Union”), for itself and as agent hereunder (the “Agent”), and any and all banks subsequently added hereto, if any, as set forth on Exhibit 2.01 attached hereto (Wachovia and all such banks each referred to herein as a “Bank,” or collectively, the “Banks”) and amends and restates the Second Amended and Restated Credit Agreement dated as of August 21, 1998, as amended March 25, 1999, May 4, 2000, November 30, 2000, March 26, 2001, March 6, 2004, August 2, 2004, and May 23, 2005, by and among the Borrower, First Union, and National City
NON-DISCLOSURE, INVENTION ASSIGNMENT AND RESTRICTIVE COVENANT AGREEMENT – MICHAEL B. KEALEYDorman Products, Inc. • February 22nd, 2022 • Motor vehicle parts & accessories • Pennsylvania
As a condition of and in consideration for: (i) my eligibility to participate in and receive the 2022 annual equity grants in March under the Stock Plan (as defined below); (ii) my continued employment with Dorman Products, Inc. (the “Company”); and (iii) the Company’s agreement to supersede and replace all other non-competition and non-solicitation restrictive covenants I may be subject to with the Company with the non-competition and non-solicitation restrictive covenants contained herein at Paragraph 6, I agree to the terms and conditions of this Non-Disclosure, Invention Assignment and Restrictive Covenant Agreement (the “Non-Disclosure Agreement”).
UNIT PURCHASE AGREEMENT DATED AS OF AUGUST 17, 2022 BY AND AMONG DORMAN PRODUCTS, INC., SUPER ATV, LLC, THE SELLERS PARTY HERETO, AND LINDSAY HUNT, AS THE SELLERS’ REPRESENTATIVEUnit Purchase Agreement • August 18th, 2022 • Dorman Products, Inc. • Motor vehicle parts & accessories • Delaware
THIS UNIT PURCHASE AGREEMENT (“Agreement”), dated as of August 17, 2022, is made and entered into by and among (a) Dorman Products, Inc., a Pennsylvania corporation (“Purchaser”), (b) Super ATV, LLC, an Indiana limited liability company (the “Company”), (c) the Sellers listed on the signature pages hereto (each, a “Seller” and collectively, “Sellers”), and (d) Lindsay Hunt, in her capacity as the Sellers’ Representative.
INDUSTRIAL BUILDING LEASE 1. BASIC TERMS. This Section 1 contains the Basic Terms of this Lease between Landlord and Tenant, named below. Other Sections of the Lease referred to in this Section 1 explain and define the Basic Terms and are to be read...R & B Inc • February 2nd, 2006 • Motor vehicle parts & accessories
EMPLOYMENT AGREEMENTEmployment Agreement • January 11th, 2019 • Dorman Products, Inc. • Motor vehicle parts & accessories • Pennsylvania
THIS EMPLOYMENT AGREEMENT (“Agreement”) is made and entered into this 10th day of January, 2019, by and between DORMAN PRODUCTS, INC., a Pennsylvania corporation (the “Company”), and KEVIN OLSEN (the “Executive”), and is effective as of January 1, 2019 (the “Effective Date”).
TRANSITION AND RELEASE AGREEMENTTransition and Release Agreement • February 24th, 2023 • Dorman Products, Inc. • Motor vehicle parts & accessories • Pennsylvania
This Transition and Release Agreement (this “Agreement”) is entered into as of the date set forth on the signature page below (the “Execution Date”), by and between Steven L. Berman (“you”) and Dorman Products, Inc. (the “Company”).
Borrower Dorman Products, Inc. Contract No 00054727 Tin — 23-2078855 Entity Type — Pennsylvania Corporation Maturity Date — September 15, 2013 Loan Date — September 27, 2006Loan and Security Agreement • September 28th, 2006 • Dorman Products, Inc. • Motor vehicle parts & accessories • Tennessee
THIS COMMERCIAL LOAN AND SECURITY AGREEMENT (hereinafter referred to as “Agreement”) is made and effective as of the Loan Date identified above between the Borrower identified above (hereinafter referred to as “Borrower”) and the Tennessee Valley Authority (hereinafter referred to as “TVA”), a corporate agency and instrumentality of the United States, organized and existing pursuant to the Tennessee Valley Authority Act of 1933, as amended.
AMENDMENT NO. 5 TO THIRD AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • June 28th, 2017 • Dorman Products, Inc. • Motor vehicle parts & accessories
THIS AMENDMENT NO. 5 TO THIRD AMENDED AND RESTATED CREDIT AND SECURITY AGREEMENT (“Amendment No. 5”) is dated as of June 27, 2017 by and between DORMAN PRODUCTS, INC. (formally known as R & B, Inc.), a Pennsylvania corporation (the “Borrower”) and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association (the “Bank”) for itself and as agent hereunder (the “Agent”).
SURETY AGREEMENTSurety Agreement • July 27th, 2006 • Dorman Products, Inc. • Motor vehicle parts & accessories • Pennsylvania
SURETY AGREEMENT (the “Surety Agreement”) dated as of the 24 day of July, 2006, by those entities listed on the signature page hereto (hereinafter individually referred to as the “Surety” and collectively as the “Sureties”), of DORMAN PRODUCTS, INC. (formerly R & B, INC.), a Pennsylvania corporation (“Dorman” or the “Debtor”), to and in favor of WACHOVIA BANK, NATIONAL ASSOCIATION for itself and as agent for the Banks (collectively, the “Creditor”) under the Third Amended and Restated Credit Agreement dated July , 2006 among Debtor, Creditor and such Banks (as the same may be amended from time to time, the “Credit Agreement”).
AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • December 13th, 2021 • Dorman Products, Inc. • Motor vehicle parts & accessories • Pennsylvania
THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (“Agreement”) is made and entered into this 13th day of December, 2021, by and between DORMAN PRODUCTS, INC., a Pennsylvania corporation (the “Company”), and KEVIN OLSEN (the “Executive”), and is effective as of December 26, 2021 (the “Effective Date”).
AMENDMENT NO. 2 TO THIRD AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • April 27th, 2010 • Dorman Products, Inc. • Motor vehicle parts & accessories
THIS AMENDMENT NO. 2 TO THIRD AMENDED AND RESTATED CREDIT AND SECURITY AGREEMENT (“Amendment No. 2”) is dated as of April 26, 2010 by and between DORMAN PRODUCTS, INC. (formally known as R & B, Inc.), a Pennsylvania corporation (the “Borrower”) and WELLS FARGO BANK, NATIONAL ASSOCIATION (successor by merger to Wachovia Bank, National Association), a national banking association (the “Bank”) for itself and as agent hereunder (the “Agent”).
AMENDED AND RESTATED SHAREHOLDERS’ AGREEMENTShareholders’ Agreement • November 4th, 2008 • Dorman Products, Inc. • Motor vehicle parts & accessories • Pennsylvania
THIS AMENDED AND RESTATED SHAREHOLDERS’ AGREEMENT, entered into as of July 1, 2006, amends and restates in its entirety the Amended and Restated Shareholders’ Agreement made as of the 1st day of August, 2004 (“Shareholders’ Agreement”), by and among Richard Berman (“Richard”), Steven Berman (“Steven”), Jordan Berman (“Jordan”), Marc Berman (“Marc”), Fred Berman (“Fred”), Deanna Berman (“Deanna”) and all of the shareholders set forth on Exhibit A attached hereto (the “Additional Shareholders”), all of whom are shareholders of Dorman Products, Inc. (formerly R&B, Inc.), a Pennsylvania corporation (the “Company”) (Richard, Steven, Jordan, Marc, Fred, Deanna and the Additional Shareholders are sometimes hereinafter collectively referred to as the “Shareholders” or individually referred to as “Shareholder”).
AMENDMENT NO. 4 TO THIRD AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • May 1st, 2015 • Dorman Products, Inc. • Motor vehicle parts & accessories
THIS AMENDMENT NO. 4 TO THIRD AMENDED AND RESTATED CREDIT AND SECURITY AGREEMENT (“Amendment No. 4”) is dated as of April 29, 2015 by and between DORMAN PRODUCTS, INC. (formally known as R & B, Inc.), a Pennsylvania corporation (the “Borrower”) and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association (the “Bank”) for itself and as agent hereunder (the “Agent”).
General Release and WaiverDorman Products, Inc. • August 2nd, 2013 • Motor vehicle parts & accessories
In consideration for Dorman Products, Inc. providing me with payments and benefits (subject to taxes and all withholding requirements), set forth in Section 1 of this General Release and Waiver between Dorman Products, Inc. and me, dated July 11, 2013, I, Joseph M. Beretta, on behalf of and for the benefit of myself, my heirs, executors, administrators, representatives, successors and assigns, agree to the following:
JOINT FILING AGREEMENTJoint Filing Agreement • February 22nd, 2011 • Dorman Products, Inc. • Motor vehicle parts & accessories
Steven L. Berman and Sharyn Berman hereby agree to file jointly the statement on Schedule 13D/A to which this Agreement is attached, and any amendments thereto which may be deemed necessary, pursuant to Regulation 13D under the Securities Exchange Act of 1934, as amended.
TRANSITION AGREEMENTTransition Agreement • October 30th, 2018 • Dorman Products, Inc. • Motor vehicle parts & accessories • Pennsylvania
This TRANSITION AGREEMENT (“Agreement”) is made and entered into by and between MATHIAS J. BARTON, on behalf of himself, and his heirs, estate, executors, administrators, representatives, successors and assigns (hereinafter collectively referred to as “Executive”) and DORMAN PRODUCTS, INC., a Pennsylvania corporation (the “Company”), on behalf of itself and its present, past and future parent corporations, subsidiaries, affiliates, officers, directors, agents, employees and/or any other related entity.
SEVENTH AMENDED AND RESTATED REVOLVING CREDIT NOTERevolving Credit Note • July 27th, 2006 • Dorman Products, Inc. • Motor vehicle parts & accessories • Plymouth
For value received, the undersigned (“Borrower”) promises to pay to the order of Wachovia Bank, National Association (formerly First Union National Bank) (the “Bank”), on or before the Revolving Credit Termination Date, the lesser of Thirty Million Dollars ($30,000,000.00) or the unpaid principal amount outstanding under the Revolving Credit Facility made available by the Bank to Borrower pursuant to the Third Amended and Restated Credit Agreement referred to in paragraph 1 below, together with interest (computed on the basis of a 360-day year for the actual number of days elapsed) on the unpaid principal balance from time to time outstanding hereunder from the date hereof until payment hereunder in full. Both principal and interest shall be paid in federal funds or other immediately available lawful money of the United States at the main office of the Agent at 2240 Butler Pike, Plymouth Meeting, PA 19462, Attention: Harry Ellis (or such other address as may be designated by the holder
AMENDMENT TO PURCHASE AGREEMENT October 4, 2022Purchase Agreement • October 4th, 2022 • Dorman Products, Inc. • Motor vehicle parts & accessories
This Amendment (this “Amendment”) to the Unit Purchase Agreement, dated as of August 17, 2022 (the “Purchase Agreement”), by and among Dorman Products, Inc., a Pennsylvania corporation (“Purchaser”), Super ATV, LLC, an Indiana limited liability company (the “Company”), the Sellers listed on the signature pages thereto (each, a “Seller” and collectively, “Sellers”), and Lindsay Hunt, in her capacity as the Sellers’ Representative (“Sellers’ Representative,” and together with Purchaser, the Company and Sellers, the “Parties”), is made and entered into as of the date first written above. Capitalized terms used and not otherwise defined herein shall have the meanings set forth in the Purchase Agreement.
