SECOND AMENDMENT TO SIXTH AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • August 19th, 2014 • ATD Corp • Wholesale-motor vehicle supplies & new parts • New York
This SIXTH AMENDED AND RESTATED CREDIT AGREEMENT dated as of November 30, 2012, and amended as of the First Amendment Effective Date pursuant to the First Amendment to the Sixth Amended and Restated Credit Agreement and as of the Second Amendment Effective Date pursuant to the Second Amendment to the Sixth Amended and Restated Credit Agreement (this “Agreement”), is made by and among AMERICAN TIRE DISTRIBUTORS, INC., a Delaware corporation (the “Company”) and successor by merger to ATD Acquisition Co. III, a Delaware corporation, and successor by merger to The Bowlus Service Company, an Ohio corporation, TRICAN TIRE DISTRIBUTORS INC. / DISTRIBUTEURS DE PNEUS TRICAN INC., a corporation organized under the laws of Canada (“Trican”), AMERICAN TIRE DISTRIBUTORS HOLDINGS, INC., a Delaware corporation (“Holdings”), each other subsidiary of the Company from time to time party hereto, the Lenders, and BANK OF AMERICA, N.A., as administrative agent for the Lenders hereunder and as collateral ag
AMENDED AND RESTATED STOCKHOLDERS AGREEMENT of ATD CORPORATION dated as of [ ], 2014Stockholders Agreement • August 19th, 2014 • ATD Corp • Wholesale-motor vehicle supplies & new parts • New York
THIS AMENDED AND RESTATED STOCKHOLDERS AGREEMENT (this “Agreement”) is entered as of [ ], 2014, among ATD Corporation, a Delaware corporation (the “Company”), TPG Accelerate V, L.P. and TPG Accelerate VI, L.P. (each, together with its respective Affiliates, a “TPG Investor” and collectively, the “TPG Investors”).
REGISTRATION RIGHTS AGREEMENT OF ACCELERATE PARENT CORP. DATED AS OF MAY 28, 2010Registration Rights Agreement • August 19th, 2014 • ATD Corp • Wholesale-motor vehicle supplies & new parts • New York
REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of May 28, 2010, is by and among Accelerate Parent Corp., a Delaware corporation (the “Company”), and each of the parties listed on the signature pages hereto. Each of the Persons listed on the signature pages hereto (other than the Company) and any other Person who may become a party hereto pursuant to Section 12(c) are referred to individually as a “Stockholder” and collectively as the “Stockholders”.
INDEMNIFICATION AGREEMENTIndemnification Agreement • August 19th, 2014 • ATD Corp • Wholesale-motor vehicle supplies & new parts
This Indemnification Agreement (“Agreement”) is made and entered into as of [DATE] by and among ATD Corporation, a Delaware corporation (the “Company”), Accelerate Holdings Corp., a Delaware corporation, American Tire Distributors Holdings, Inc., a Delaware corporation (together with Accelerate Holdings Corporation, the “Intermediate Holdcos”), American Tire Distributors, Inc., a Delaware corporation (“Opco”, and together with the Company and the Intermediate Holdcos, the “ATD Companies” and each an “ATD Company”), and [NAME OF DIRECTOR] (“Indemnitee”).
