INDEMNIFICATION AGREEMENTIndemnification Agreement • January 10th, 2007 • U.S. Auto Parts Network, Inc. • Retail-auto & home supply stores • Delaware
This Indemnification Agreement (this “Agreement”) is entered into as of , 2007 by and between U.S. Auto Parts Network, Inc., a Delaware corporation (the “Company”), and the director or officer of the Company identified on the signature page hereto (the “Indemnitee”).
EFFICIENT FRONTIER, INC.SERVICES AGREEMENTServices Agreement • January 10th, 2007 • U.S. Auto Parts Network, Inc. • Retail-auto & home supply stores • California
THIS SERVICES AGREEMENT (the “Agreement”), by and between Efficient Frontier, Inc., (“Efficient Frontier”) with an office located at 555 Ellis Street, Mountain View, CA 94043, and US Auto Parts Network, Inc. (“Customer”), with an office located at 17150 South Margay Avenue, Carson, CA 90746, is entered into and effective as of 10/3 , 2006 (the “Effective Date”). This Agreement includes the attached Terms and Conditions (this Agreement and the attached Terms and Conditions shall be collectively referred to as this “Agreement”).
ACQUISITION AGREEMENT BY AND AMONG U.S. AUTO PARTS NETWORK, INC., AND PARTSBIN, INC. ON THE ONE HAND AND THEPARTSBIN.COM, INC., ALL OEM PARTS, INC., POWER HOST, INC. AUTO PARTS WEB SOLUTIONS, INC., AUTO PARTS ONLINE CANADA, INC., WEB CHAT SOLUTIONS,...Acquisition Agreement • January 10th, 2007 • U.S. Auto Parts Network, Inc. • Retail-auto & home supply stores • California
THIS ACQUISITION AGREEMENT (this “Agreement”) is made as of May 19, 2006, by and among U.S. AUTO PARTS NETWORK, INC., a Delaware corporation (“Buyer”) and its wholly-owned subsidiary, PARTSBIN, INC., a Delaware corporation (“Merger Sub”) on the one hand, and THEPARTSBIN.COM, INC., a New Jersey corporation, ALL OEM PARTS, INC., a New Jersey corporation, AUTO PARTS WEB SOLUTIONS, INC., a Pennsylvania corporation, AUTO PARTS ONLINE CANADA, INC., a New Jersey corporation, WEB CHAT SOLUTIONS, INC., a Pennsylvania corporation, POWER HOST, INC., a Canadian corporation and wholly-owned subsidiary of Auto Parts Online Canada, Inc., and EVERYTHING INTERNET, LLC, a New Jersey limited liability company (each a “Target Company,” and collectively, “the Company”), and Richard Pine, Lowell Mann, Brian Tinari, and Todd Daugherty, as individuals (each a “Shareholder,” collectively, the “Shareholders”), on the other hand. References in this Agreement to “the Company” refer to any one or more of the Targe
DEED OF ASSIGNMENTU.S. Auto Parts Network, Inc. • January 10th, 2007 • Retail-auto & home supply stores
WHEREAS, the ASSIGNOR is a stockholder and holds certain shares of stock of MBS Tek Corporation, a corporation organized and existing under and virtue of the laws of the Republic of the Philippines with office address at Astillero Building, Oro Site, Legazpi City, Philippines;
CATALOG LICENSE AND PARTS PURCHASE AGREEMENTLicense and Parts Purchase Agreement • January 10th, 2007 • U.S. Auto Parts Network, Inc. • Retail-auto & home supply stores • California
THIS CATALOG LICENSE AND PARTS PURCHASE AGREEMENT (“Agreement”) is entered into as of the 20th day of November, 2006 (the “Effective Date”), by and between WORLDPAC, Inc., with its principal place of business at 37137 Hickory Street, Newark, CA 94560-5522 (hereinafter “WORLDPAC”), and US Auto Parts Network, Inc., with its principal place of business at 17150 S. Margay Avenue, Carson, CA. 90746 (hereinafter “Company”). WORLDPAC previously executed Catalog License and Parts Purchase Agreements with U.S. Auto Parts Network, Inc. on February 14, 2006 and with THE PARTS BIN.COM, Inc. on July 14, 2005. After February 14, 2006, Company acquired all of the shares of THE PARTS BIN.COM, INC. This Agreement supersedes the July 14, 2005 and February 14, 2006 agreements, which are null and void as of the date of this Agreement.
MASTER SERVICES AGREEMENTMaster Services Agreement • January 10th, 2007 • U.S. Auto Parts Network, Inc. • Retail-auto & home supply stores
This Master Service Agreement (the “Agreement”) effective 8/5/05 (the “Effective Date”) is entered into by and between Access Worldwide Communications, Inc., a Delaware corporation with its principal offices at 4950 Communication Avenue, Suite 300, Boca Raton, FL 33431 (“ACCESS”) and All OEM Parts, Inc. located at 92 Youngs Road, Trenton, NJ 98619 (“OEM”).
