ASSET AND STOCK PURCHASE AGREEMENT by and amongAsset and Stock Purchase Agreement • August 16th, 2016 • Unique Fabricating, Inc. • Motor vehicle parts & accessories • New York
This ASSET AND STOCK PURCHASE AGREEMENT (this “Agreement”), dated as of April [*], 2016, is made by and among Unique Fabricating NA, Inc., a Delaware Corporation (“Unique” or the “U.S. Buyer”), Unique-Intasco Canada, Inc., a British Columbia corporation (the “Canadian Buyer” and together with U.S. Buyer, the “Buyer”), G.C.C. Holdings Ltd., an Ontario corporation (together with its successor in amalgamation (“Amalco”) that will occur as part of the Amalgamation and Reorganization, as hereinafter defined, “GCC”), Intasco Corporation, an Ontario corporation (“Intasco”), G. Craig Combe (“Combe” and together with GCC and Intasco, the “Seller”)) and The Combe Family Trust, formed by The Combe Family Trust Agreement, dated December 22, 1999, under the laws of Ontario, Canada (the “Old Trust”).
SECURITY AGREEMENTSecurity Agreement • August 16th, 2016 • Unique Fabricating, Inc. • Motor vehicle parts & accessories • Ontario
THIS SECURITY AGREEMENT (this “Agreement”), dated as of April 29, 2016, is entered into by and among UNIQUE-INTASCO CANADA, INC., a British Columbia corporation (the “CA Borrower”), each of the other persons which becomes a debtor hereunder from time to time (together with the CA Borrower, the “Debtors” and each referred to herein as a “Debtor”), and CITIZENS BANK, NATIONAL ASSOCIATION, a national banking association, as agent (the “Agent”) for the Lenders (as defined below);
SECURITY AGREEMENTSecurity Agreement • August 16th, 2016 • Unique Fabricating, Inc. • Motor vehicle parts & accessories • Michigan
THIS SECURITY AGREEMENT (this "Agreement"), dated as of April 29, 2016, is entered into by and between UNIQUE FABRICATING NA, INC., a Delaware corporation ("US Borrower"), UNIQUE-CHARDAN, INC., a Delaware corporation, UNIQUE MOLDED FOAM TECHNOLOGIES, INC., a Delaware corporation, UNIQUE PRESCOTECH, INC., a Delaware corporation, UNIQUE FABRICATING REALTY, LLC a Michigan limited liability company, and UNIQUE FABRICATING SOUTH, INC., a Michigan corporation, (collectively called, together with US Borrower and each of the other person which becomes a debtor hereunder from time to time (together with the US Borrowers, the "Debtors" and each referred to herein as a "Debtor"), and CITIZENS BANK, , NATIONAL ASSOCIATION, a national banking association, as agent (the "Agent") for the Lenders (as defined below);
LEASE AGREEMENT (NNN) Basic Lease InformationLease Agreement • August 16th, 2016 • Unique Fabricating, Inc. • Motor vehicle parts & accessories • Michigan
DATE: This Lease Agreement is made and entered into as of the Lease Date set forth on Page 1. The Basic Lease Information set forth beginning on Page 1 is incorporated herein as if fully set forth herein. The Basic Lease Information set forth beginning on Page 1 and this Lease Agreement is and shall be construed as a single instrument and are referred to herein, collectively, as the “Lease”. In the event of any conflict between the Basic Lease Information and the remainder of this Lease Agreement, the Basic Lease Information shall supersede and control.
