AMENDED AND RESTATED STOCKHOLDERS AGREEMENT DATED AS OF MARCH 17, 2014 AMONG ARMORED AUTOGROUP PARENT INC. AVISTA CAPITAL PARTNERS II, L.P. AVISTA CAPITAL PARTNERS (OFFSHORE) II, L.P. AVISTA CAPITAL PARTNERS (OFFSHORE) II-A, L.P. ACP VIKING CO-INVEST,...Stockholders Agreement • March 19th, 2014 • Armored AutoGroup Inc. • Wholesale-motor vehicle supplies & new parts • Delaware
THIS AMENDED AND RESTATED STOCKHOLDERS AGREEMENT (this “Agreement”), dated as of March 17, 2014, amends and restates in its entirety the Stockholders Agreement dated as of November 5, 2010 (the “Original Stockholders Agreement”) among Armored AutoGroup Parent Inc. (formerly known as Viking Parent Inc.), together with its successors (the “Company”), Avista Capital Partners II, L.P., a Delaware limited partnership (“Avista”), Avista Capital Partners (Offshore) II, L.P., a Bermuda exempted limited partnership (“Avista Offshore”), Avista Capital Partners (Offshore) II-A, L.P., a Bermuda exempted limited partnership (together with Avista and Avista Offshore, the “Avista Funds”), ACP Viking Co-Invest, LLC, a Delaware limited liability company (the “Avista Syndication Vehicle”), KI-IDQ 2012 Holdings, LLC, a Delaware limited liability company (“Kinderhook”), the individuals listed on the signature pages and/or Annex A hereto as Management Stockholders and the Persons who from time to time beco
