EXHIBIT 10.17 AFFINIA GROUP HOLDINGS INC. 2005 STOCK INCENTIVE PLAN NONQUALIFIED STOCK OPTION AGREEMENT (INCLUDING SCHEDULE A; EXHIBIT A AND EXHIBIT B) THIS AGREEMENT, is made effective as of May __, 2005 (the "DATE OF GRANT"), between Affinia Group...Nonqualified Stock Option Agreement • September 8th, 2005 • Wix Filtration Media Specialists, Inc. • Delaware
November 30, 2004 Credit Suisse First Boston LLC Goldman, Sachs & Co. J.P. Morgan Securities Inc. Deutsche Bank Securities Inc. As Representatives of the Several Initial Purchasers c/o Credit Suisse First Boston LLC Eleven Madison Avenue New York, New...Registration Rights Agreement • September 8th, 2005 • Wix Filtration Media Specialists, Inc. • New York
Exhibit 10.5 RECEIVABLES PURCHASE AGREEMENT dated as of November 30, 2004Receivables Purchase Agreement • September 8th, 2005 • Wix Filtration Media Specialists, Inc. • New York
dated as ofCredit Agreement • September 8th, 2005 • Wix Filtration Media Specialists, Inc. • New York
EXHIBIT 10.12 EMPLOYMENT AGREEMENT KEITH A. WILSON EMPLOYMENT AGREEMENT (the "Agreement") dated July 21, 2005 by and between Affinia Group Inc. (the "Company") and Keith A. Wilson (the "Executive"). The Company desires to continue to employ Executive...Employment Agreement • September 8th, 2005 • Wix Filtration Media Specialists, Inc. • New York
EXHIBIT 10.11 EMPLOYMENT AGREEMENT TERRY R. MCCORMACK EMPLOYMENT AGREEMENT (the "Agreement") dated July 21, 2005 by and between Affinia Group Inc. (the "Company") and Terry R. McCormack (the "Executive"). The Company desires to continue to employ...Employment Agreement • September 8th, 2005 • Wix Filtration Media Specialists, Inc. • New York
EXHIBIT 10.14 EMPLOYMENT AGREEMENT THOMAS H. MADDEN EMPLOYMENT AGREEMENT (the "Agreement") dated July 21, 2005 by and between Affinia Group Inc. (the "Company") and Thomas H. Madden (the "Executive"). The Company desires to continue to employ...Employment Agreement • September 8th, 2005 • Wix Filtration Media Specialists, Inc. • New York
WITNESSETH ----------Trademark License Agreement • September 8th, 2005 • Wix Filtration Media Specialists, Inc. • Connecticut
ARTICLE IITransition Services Agreement • September 8th, 2005 • Wix Filtration Media Specialists, Inc. • New York
EXHIBIT 10.4Receivables Sale Agreement • September 8th, 2005 • Wix Filtration Media Specialists, Inc. • New York
INDENTUREIndenture • September 8th, 2005 • Wix Filtration Media Specialists, Inc. • New York
dated as ofGuarantee and Collateral Agreement • September 8th, 2005 • Wix Filtration Media Specialists, Inc. • New York
EXHIBIT 10.13 EMPLOYMENT AGREEMENT JOHN R. WASHBISH EMPLOYMENT AGREEMENT (the "Agreement") dated July 21, 2005 by and between Affinia Group Inc. (the "Company") and John R. Washbish (the "Executive"). The Company desires to continue to employ...Employment Agreement • September 8th, 2005 • Wix Filtration Media Specialists, Inc. • New York
AMENDMENT NO. 2 TO THE STOCK AND ASSET PURCHASE AGREEMENTStock and Asset Purchase Agreement • September 8th, 2005 • Wix Filtration Media Specialists, Inc.
ARTICLE I DEFINED TERMS; INTERPRETATIONStockholders Agreement • September 8th, 2005 • Wix Filtration Media Specialists, Inc. • New York
EXHIBIT 10.18 MANAGEMENT STOCKHOLDER'S AGREEMENT (PURCHASED STOCK AND OPTIONS) This Management Stockholder's Agreement (this "Agreement") is entered into as of ____ __, 2005 (the "Effective Date") between Affinia Group Holdings Inc., a Delaware...Management Stockholder's Agreement • September 8th, 2005 • Wix Filtration Media Specialists, Inc. • Delaware
EXHIBIT 2.1 FINAL EXECUTION VERSION STOCK AND ASSET PURCHASE AGREEMENT BY AND BETWEEN AAG OPCO CORP.Stock and Asset Purchase Agreement • September 8th, 2005 • Wix Filtration Media Specialists, Inc. • New York
amongReceivables Sale Agreement • September 8th, 2005 • Wix Filtration Media Specialists, Inc. • New York
