0001320461-18-000019 Sample Contracts

COOPER-STANDARD HOLDINGS INC. PERFORMANCE UNIT AWARD AGREEMENT
Performance Unit Award Agreement • May 2nd, 2018 • Cooper-Standard Holdings Inc. • Motor vehicle parts & accessories • Delaware

THIS AGREEMENT (this “Agreement”), which relates to a grant of performance-vested Restricted Stock Units (“PUs”) made on Grant Date (the “Date of Grant”), is between Cooper-Standard Holdings Inc., a Delaware corporation (the “Company”), and the individual whose name is set forth on the signature page hereof (the “Participant”):

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COOPER-STANDARD HOLDINGS INC. NONQUALIFIED STOCK OPTION AGREEMENT
Nonqualified Stock Option Agreement • May 2nd, 2018 • Cooper-Standard Holdings Inc. • Motor vehicle parts & accessories • Delaware

THIS AGREEMENT (this “Agreement”), which relates to a grant of Options made on Grant Date (the “Grant Date”), is between Cooper-Standard Holdings Inc., a Delaware corporation (the “Company”), and the individual whose name is set forth on the signature page hereof (the “Participant”):

COOPER-STANDARD HOLDINGS INC. CASH SETTLED RESTRICTED STOCK UNIT AWARD AGREEMENT
Settled Restricted Stock Unit Award Agreement • May 2nd, 2018 • Cooper-Standard Holdings Inc. • Motor vehicle parts & accessories • Delaware

THIS AGREEMENT (this “Agreement”), which relates to a grant of Restricted Stock Units (“RSUs”) made on Grant Date (the “Date of Grant”), is between Cooper-Standard Holdings Inc., a Delaware corporation (the “Company”), and the individual whose name is set forth on the signature page hereof (the “Participant”):

Contract
Credit Agreement • May 2nd, 2018 • Cooper-Standard Holdings Inc. • Motor vehicle parts & accessories • New York

AMENDMENT No. 3, dated as of March 6, 2018 (this “Amendment”), to the Credit Agreement, dated as of April 4, 2014 (as amended and restated by Amendment No. 1, dated as of November 2, 2016, as amended by Amendment No. 2, dated as of May 2, 2017, and as further amended, restated, amended and restated, extended, supplemented or otherwise modified in writing from time to time prior to the date hereof, the “Credit Agreement,” and the Credit Agreement, as amended by this Amendment, the “Amended Credit Agreement”), by and among COOPER-STANDARD AUTOMOTIVE INC., an Ohio corporation (the “Borrower”), CS INTERMEDIATE HOLDCO 1 LLC, a Delaware limited liability company (“Holdings”), DEUTSCHE BANK AG NEW YORK BRANCH (“DBNY”), as Administrative Agent and Collateral Agent (in such capacities, the “Agent”), the lenders from time to time party thereto (the “Lenders”) and the other parties thereto; capitalized terms used and not otherwise defined herein shall have the meanings assigned to such terms in t

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