RATIFICATION OF SURETY AGREEMENTRatification of Surety Agreement • July 27th, 2006 • Dorman Products, Inc. • Motor vehicle parts & accessories
THIS RATIFICATION OF SURETY AGREEMENT is given as of this day of July, 2006, by RB Management, Inc., RB Distribution, Inc. RB Mark, Inc., RB Vest, Inc., Motor Power Industries, Inc., Allparts, Inc., and Dorman Products Distribution Ltd. (collectively the “Sureties” and individually the “Surety”) to and in favor of WACHOVIA BANK, NATIONAL ASSOCIATION (formerly First Union National Bank) for itself and as Agent for the Banks ( the “Creditor”).
THIRD AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • July 27th, 2006 • Dorman Products, Inc. • Motor vehicle parts & accessories • Pennsylvania
THIS THIRD AMENDED AND RESTATED CREDIT AGREEMENT (the “Agreement”) is dated as of the 24 day of July, 2006 by and between DORMAN PRODUCTS, INC. (formerly known as R & B, INC.), a Pennsylvania corporation, as its legal name may change from time to time (referred to herein as the “Borrower”) and WACHOVIA BANK, NATIONAL ASSOCIATION, a national banking association (“Wachovia”), as successor to First Union National Bank., a national banking association (“First Union”), for itself and as agent hereunder (the “Agent”), and any and all banks subsequently added hereto, if any, as set forth on Exhibit 2.01 attached hereto (Wachovia and all such banks each referred to herein as a “Bank,” or collectively, the “Banks”) and amends and restates the Second Amended and Restated Credit Agreement dated as of August 21, 1998, as amended March 25, 1999, May 4, 2000, November 30, 2000, March 26, 2001, March 6, 2004, August 2, 2004, and May 23, 2005, by and among the Borrower, First Union, and National City
SURETY AGREEMENTSurety Agreement • July 27th, 2006 • Dorman Products, Inc. • Motor vehicle parts & accessories • Pennsylvania
SURETY AGREEMENT (the “Surety Agreement”) dated as of the 24 day of July, 2006, by those entities listed on the signature page hereto (hereinafter individually referred to as the “Surety” and collectively as the “Sureties”), of DORMAN PRODUCTS, INC. (formerly R & B, INC.), a Pennsylvania corporation (“Dorman” or the “Debtor”), to and in favor of WACHOVIA BANK, NATIONAL ASSOCIATION for itself and as agent for the Banks (collectively, the “Creditor”) under the Third Amended and Restated Credit Agreement dated July , 2006 among Debtor, Creditor and such Banks (as the same may be amended from time to time, the “Credit Agreement”).
SEVENTH AMENDED AND RESTATED REVOLVING CREDIT NOTERevolving Credit Note • July 27th, 2006 • Dorman Products, Inc. • Motor vehicle parts & accessories • Plymouth
For value received, the undersigned (“Borrower”) promises to pay to the order of Wachovia Bank, National Association (formerly First Union National Bank) (the “Bank”), on or before the Revolving Credit Termination Date, the lesser of Thirty Million Dollars ($30,000,000.00) or the unpaid principal amount outstanding under the Revolving Credit Facility made available by the Bank to Borrower pursuant to the Third Amended and Restated Credit Agreement referred to in paragraph 1 below, together with interest (computed on the basis of a 360-day year for the actual number of days elapsed) on the unpaid principal balance from time to time outstanding hereunder from the date hereof until payment hereunder in full. Both principal and interest shall be paid in federal funds or other immediately available lawful money of the United States at the main office of the Agent at 2240 Butler Pike, Plymouth Meeting, PA 19462, Attention: Harry Ellis (or such other address as may be designated by the holder
