REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • July 26th, 2010 • Cooper-Standard Holdings Inc. • Motor vehicle parts & accessories • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of May 11, 2010, by and among CSA Escrow Corporation, a Delaware corporation (the “Escrow Corporation”), and Deutsche Bank Securities Inc. (“DBSI”), as representative of the several initial purchasers listed on Schedule 1 to the Purchase Agreement (as defined below) (collectively, the “Initial Purchasers”), each of whom has agreed to purchase a portion of the $450,000,000 aggregate principal amount of the Company’s 8 1/2% Senior Notes due 2018 (the “Initial Notes”) to be guaranteed by the Guarantors (the “Guarantees”) pursuant to the Purchase Agreement. The Initial Notes and the Guarantees are herein collectively referred to as the “Securities.” On the Release Date, Cooper-Standard Automotive Inc., a Delaware corporation (the “Company”), Cooper-Standard Holdings Inc. (the “Parent Guarantor”) and the Subsidiary Guarantors (as defined in the Purchase Agreement) will execute a joinder agreement in the form o
ESCROW AGREEMENTEscrow Agreement • July 26th, 2010 • Cooper-Standard Holdings Inc. • Motor vehicle parts & accessories • New York
This Agreement is being entered into in connection with (i) the Purchase Agreement (the “Purchase Agreement”), dated April 29, 2010, among the Escrow Company, the Company, Cooper-Standard Holdings Inc. and Deutsche Bank Securities Inc., Banc of America Securities LLC, Barclays Capital Inc. and UBS Securities LLC (collectively, the “Initial Purchasers”), and (ii) the Indenture, dated as of the date hereof (as may be amended, supplemented or otherwise modified from time to time, the “Indenture”), between the Escrow Company and the Trustee, governing the Escrow Company’s $450,000,000 in aggregate principal amount of 8 1/2% Senior Notes due 2018 (the “Notes”).
