LIMITED WAIVER TO LIEN SUBORDINATION AND INTERCREDITOR AGREEMENTSubordination and Intercreditor Agreement • November 13th, 2012 • Affinia Group Intermediate Holdings Inc. • Motor vehicle parts & accessories • New York
This LIMITED WAIVER TO LIEN SUBORDINATION AND INTERCREDITOR AGREEMENT (this “Waiver”) is dated as of August 31, 2012 and is entered into by and among BANK OF AMERICA, N.A., as collateral agent for the Revolving Facility Secured Parties (as defined in the Intercreditor Agreement referenced below) (in such capacity, the “Collateral Agent”), WILMINGTON TRUST, NATIONAL ASSOCIATION (as successor by merger to Wilmington Trust FSB), as trustee under the Indenture (as defined in the Intercreditor Agreement) (in such capacity, the “Trustee”) and as collateral agent for the Noteholder Secured Parties (as defined in the Intercreditor Agreement) (in such capacity, the “Noteholder Collateral Agent”), AFFINIA GROUP INC. (the “Company”), AFFINIA GROUP INTERMEDIATE HOLDINGS INC. (“Holdings”), and the subsidiaries of the Company listed on the signature pages hereto (collectively with the Company and Holdings, the “Grantors”).
ContractFourth Supplemental Indenture • November 13th, 2012 • Affinia Group Intermediate Holdings Inc. • Motor vehicle parts & accessories • New York
FOURTH SUPPLEMENTAL INDENTURE, dated as of August 31, 2012 (the “Supplemental Indenture”), among Affinia Group Inc., a Delaware corporation (the “Company”), Affinia Group Intermediate Holdings Inc., a Delaware corporation (the “Parent”), the Subsidiary Guarantors listed on the signature pages hereto, and Wilmington Trust, National Association (as successor by merger to Wilmington Trust FSB), as trustee (the “Trustee”). Unless otherwise defined herein, capitalized terms used herein but not defined shall have the meanings given to such terms in the Indenture (as hereinafter defined).
