CHANGE IN CONTROL AGREEMENTChange in Control Agreement • October 1st, 2010 • Visteon Corp • Motor vehicle parts & accessories • Delaware
THIS AGREEMENT, which is effective as of (the “Effective Date”), is made by and between Visteon Corporation, a Delaware corporation (the “Company”) and (the “Executive”).
VISTEON CORPORATION EMPLOYMENT AGREEMENTEmployment Agreement • October 1st, 2010 • Visteon Corp • Motor vehicle parts & accessories • Delaware
Standards Act; or their state or local counterparts; or under any other federal, state or local civil or human rights law, or under any other local, state, or federal law, regulation or ordinance; or under any public policy, contract or tort, or under common law; or arising under any policies, practices or procedures of the Company; or any claim for wrongful discharge, breach of contract, infliction of emotional distress, defamation; or any claim for costs, fees, or other expenses, including attorneys’ fees incurred in these matters) (all of the foregoing collectively referred to herein as the “Claims”).
200,000,000 REVOLVING LOAN CREDIT AGREEMENT by and amongRevolving Loan Credit Agreement • October 1st, 2010 • Visteon Corp • Motor vehicle parts & accessories • New York
balance in excess of $15,000,000 at any time and into which the Credit Parties shall not accept or direct collections or receipts) with Agent, for the benefit of itself and Lenders, and the applicable Credit Party with respect to such accounts of the Credit Parties, in form and substance reasonably acceptable to Agent, which shall become operative on or before the sixtieth (60th) day following the Closing Date. Each such blocked account agreement shall provide, among other things, that (i) all items of payment deposited in such account and proceeds thereof deposited in the applicable Concentration Account are held by such bank as agent or bailee-in-possession for Agent, on behalf of itself and Lenders, (ii) the bank executing such agreement has no rights of setoff or recoupment or any other claim against such account, as the case may be, other than for payment of its service fees and other charges directly related to the administration of such account and for returned checks or other i
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 1st, 2010 • Visteon Corp • Motor vehicle parts & accessories • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made as of October 1, 2010 by and among Visteon Corporation, a Delaware corporation (the “Company”), and the parties identified as “Investors” on the signature page hereto and any parties identified on the signature page of any joinder agreements executed and delivered pursuant to Section 12 or Section 13 hereof (each, including the Investors, a “Holder” and, collectively, the “Holders”). Capitalized terms used but not otherwise defined herein are defined in Section 1 hereof.
EXECUTIVE OFFICER CHANGE IN CONTROL AGREEMENTExecutive Officer Change in Control Agreement • October 1st, 2010 • Visteon Corp • Motor vehicle parts & accessories • Delaware
THIS AGREEMENT, which is effective as of _______________ (the “Effective Date”), is made by and between Visteon Corporation, a Delaware corporation (the “Company”) and _____________ (the “Executive”).
GLOBAL SETTLEMENT AND RELEASE AGREEMENTGlobal Settlement and Release Agreement • October 1st, 2010 • Visteon Corp • Motor vehicle parts & accessories • Michigan
This Global Settlement and Release Agreement ( “Agreement”) is entered as of September 29, 2010, by and between Visteon Corporation, a Delaware corporation, on behalf of itself and its subsidiaries and affiliates (collectively, “Visteon”), on the one hand, and Ford Motor Company (“Ford”), a Delaware corporation, and Automotive Components Holdings, LLC (“ACH), on the other hand. When “Ford/ACH” is used, it means that the statement applies to both Ford and ACH severally. Ford, ACH, and Visteon are referred to collectively as “Parties.” Ford’s other global subsidiaries and affiliates that do business with Visteon in relation to the provisions of this Agreement are referred to collectively as “Other Ford Entities.”1
500,000,000 TERM LOAN CREDIT AGREEMENT by and among VISTEON CORPORATION, as Borrower, THE OTHER CREDIT PARTIES SIGNATORY HERETO, as Credit Parties, THE LENDERS SIGNATORY HERETO FROM TIME TO TIME, as Lenders, and MORGAN STANLEY SENIOR FUNDING, INC., as...Term Loan Credit Agreement • October 1st, 2010 • Visteon Corp • Motor vehicle parts & accessories • New York
