Advance Stores Co Inc Sample Contracts

Advance Stores Co Inc – AMENDMENT AND RESTATEMENT AGREEMENT (March 27th, 2003)

EXHIBIT 10.43 AMENDMENT AND RESTATEMENT AGREEMENT dated as of March 6, 2003, among ADVANCE STORES COMPANY, INCORPORATED, a Virginia corporation (the "Borrower"), ADVANCE AUTO PARTS, INC., a Delaware corporation ("Holdings"), the Lenders party hereto and JPMORGAN CHASE BANK, as Administrative Agent, and SUNTRUST BANK and WACHOVIA BANK, NATIONAL ASSOCIATION, as Documentations Agents, under the Amended and Restated Credit Agreement dated as of June 28, 2002, among the Borrower, Holdings, the lenders referred to therein and the Administrative Agent, as in effect on the date hereof (the "Existing Credit Agreement"). WHER

Advance Stores Co Inc – CREDIT AGREEMENT (March 27th, 2003)

EXHIBIT 10.1 ================================================================================ AMENDED AND RESTATED CREDIT AGREEMENT dated as of March 6, 2003 among ADVANCE AUTO PARTS, INC., ADVANCE STORES COMPANY, INCORPORATED, as Borrower, The Lenders Party Hereto and JPMORGAN CHASE BANK, as Administrative Agent ___________________________ J.P. MORGAN SECURITIES INC., as Sole Lead Arranger and Sole Bookrunner and SUNTRUST BANK and WACHOVIA BANK, NATIONAL ASSOCIATION,

Advance Stores Co Inc – AND ANNOUNCES ITS PLAN TO CALL SENIOR SUBORDINATED NOTES AND (March 10th, 2003)

Exhibit 99.1 Advance [LOGO](TM) Auto Parts 5673 Airport Road Roanoke, VA 24012 Phone (540) 362-4911 Fax (540) 561-1448 CONTACT: Sheila Stuewe Sstuewe@AdvanceAutoParts.com Advance Auto Parts (540) 561-3281 ADVANCE AUTO PARTS OBTAINS $350 MILLION IN ADDITIONAL TERM LOANS AND ANNOUNCES ITS PLAN TO CALL SENIOR SUBORDINATED NOTES AND DISCOUNT DEBENTURES Roanoke, Virginia, March 6, 2003 . Received Commitments for $350 Million in Additional Term Loans . Calling $284 Million i

Advance Stores Co Inc – Contract (August 16th, 2002)

Statement Under Oath of Principal Executive Officer and Principal Financial Officer Regarding Facts and Circumstances Relating to Exchange Act Filings

Advance Stores Co Inc – CREDIT AGREEMENT (August 14th, 2002)

EXHIBIT A EXHIBIT 10.49 ================================================================================ AMENDED AND RESTATED CREDIT AGREEMENT dated as of July 1, 2002 among ADVANCE AUTO PARTS, INC., ADVANCE STORES COMPANY, INCORPORATED, as Borrower, The Lenders Party Hereto and JPMORGAN CHASE BANK, as Administrative Agent --------------------------- J.P. MORGAN SECURITIES INC., as Sole Lead Arranger and Sole Bookrunner, and

Advance Stores Co Inc – VOTING AGREEMENT (August 9th, 2001)

VOTING AGREEMENT VOTING AGREEMENT, dated as of August 7, 200l (this "Agreement"), among Advance Holding Corporation, a Virginia corporation ("Holding"), and the persons and entities listed on Exhibit A hereto (collectively, the "Stockholders"). --------- WHEREAS, Holding proposes to enter into an Agreement and Plan of Merger, dated as of the date hereof (the "Merger Agreement"), with Advance Auto Parts, Inc., a Delaware corporation and wholly-owned subsidiary of Holding ("Advance Delaware"), which provides, among other things, that Holding will be merged with and into Advance Delaware (the "Reincorporation Merger") and contemporaneously therewith, and as a condition to the completion of the Reincorporation Merger a wholly-owned subsidiary of Advance Delaware would merge with and into Discount Auto Parts, Inc. ("Discount," and the "Discount Merger"); and WHEREAS, as of the date hereof, the Stockholders own (both

Advance Stores Co Inc – AGREEMENT AND PLAN OF MERGER (August 9th, 2001)

AGREEMENT AND PLAN OF MERGER AMONG ADVANCE HOLDING CORPORATION, ADVANCE AUTO PARTS, INC., AAP ACQUISITION CORPORATION, ADVANCE STORES COMPANY, INCORPORATED AND DISCOUNT AUTO PARTS, INC. Dated as of August 7, 2001 TABLE OF CONTENTS Page ---- ARTICLE 1 DEFINITIONS.................................................... 2 Section 1.1 Definitions of Certain Terms............................ 2 Section 1.2 Cross Reference Table of Certain Additional Defined

Advance Stores Co Inc – IRREVOCABLE PROXY AND VOTING AGREEMENT (August 9th, 2001)

IRREVOCABLE PROXY AND VOTING AGREEMENT IRREVOCABLE PROXY AND VOTING AGREEMENT, dated as of August 7, 2001 (this "Agreement"), among Advance Holding Corporation, a Virginia corporation ("Holding"), Advance Stores Company, Incorporated, a Virginia corporation and wholly-owned subsidiary of Holding ("ASCI"), Fontaine Industries Limited Partnership (the "Stockholder"), the Peter J. Fontaine Revocable Trust (the "Fontaine Trust") and Peter J. Fontaine in his individual capacity ("Fontaine"). WHEREAS, Holding, ASCI, Advance Auto Parts, Inc., a Delaware corporation ("New Holding") and AAP Acquisition Corporation, a Florida corporation ("Merger Sub") propose to enter into an Agreement and Plan of Merger, dated as of the date hereof (the "Merger Agreement"), with Discount Auto Parts, Inc., a Florida corporation (the "Company"), which provides, among other things, that Merger Sub will be merged with and into the Company (the "Merger"); and WHEREAS, as of

Advance Stores Co Inc – AGREEMENT AND PLAN OF MERGER (August 9th, 2001)

AGREEMENT AND PLAN OF MERGER BETWEEN ADVANCE HOLDING CORPORATION, A VIRGINIA CORPORATION AND ADVANCE AUTO PARTS, INC., A DELAWARE CORPORATION THIS AGREEMENT AND PLAN OF MERGER (this "Agreement") is entered into as of this 7th day of August, 2001 by and between Advance Holding Corporation, a Virginia corporation ("Merging Corporation"), and Advance Auto Parts, Inc., a Delaware corporation ("Surviving Corporation"), with reference to the following facts: WHEREAS, this Agreement is being entered into contemporaneously with and pursuant to that certain Agreement and Plan of Merger, dated as of August 7, 200l (the "Discount Merger Agreement"), by and among Merging Corporation, Surviving Corporation, Discount Auto Parts, Inc., a Florida corporation ("Discount"), AAP Acqu

Advance Stores Co Inc – STOCK OPTION AGREEMENT (August 9th, 2001)

STOCK OPTION AGREEMENT STOCK OPTION AGREEMENT, dated as of August 7, 2001, among Advance Holding Corporation, a Virginia corporation ("Holding"), Advance Stores Company, Incorporated, a Virginia corporation and wholly-owned subsidiary of the Holding ("ASCI"), Fontaine Industries Limited Partnership (the "Stockholder"), the Peter J. Fontaine Revocable Trust (the "Fontaine Trust") and Peter J. Fontaine in his individual capacity ("Fontaine"). W I T N E S S E T H: - - - - - - - - - - WHEREAS, immediately prior to the execution of this Agreement, Holding, ASCI, Advance Auto Parts, Inc., a Delaware corporation ("New Holding"), AAP Acquisition Corporation, a Florida corporation ("Merger Sub") and Discount Auto Parts, Inc., a Florida corporation (the "Company"), have entered into an Agreement and Plan of Merger (as such agreement may hereafter be amended from time to time, the "Merger Agree

Advance Stores Co Inc – TO AGREEMENT AND PLAN OF MERGER (November 17th, 1998)

EXHIBIT 2.3 FIRST AMENDMENT --------------- TO AGREEMENT AND PLAN OF MERGER ------------------------------- This FIRST AMENDMENT TO AGREEMENT AND PLAN OF MERGER (the "Amendment"), dated as of November 2, 1998, is by and among SEARS, ROEBUCK AND CO., a New York corporation ("Parent"), WESTERN AUTO HOLDING CO., a Delaware corporation and wholly owned subsidiary of Parent ("Seller"), WESTERN AUTO SUPPLY COMPANY, a Delaware corporation and wholly owned subsidiary of Seller (the "Company"), ADVANCE HOLDING CORPORATION, a Virginia corporation ("Advance"), ADVANCE STORES COMPANY, INCORPORATED, a Virginia corporation and a wholly owned subsidiary of Advance ("ASCI"), ADVANCE ACQUISITION CORPORATION, a Delaware corporation and wholly owned subsidiary of ASCI ("Purchaser"), and those stockholders of Advan

Advance Stores Co Inc – STOCKHOLDERS AGREEMENT (November 17th, 1998)

EXHIBIT 10.31 AMENDED AND RESTATED STOCKHOLDERS AGREEMENT by and among FS EQUITY PARTNERS IV, L.P., RIPPLEWOOD PARTNERS, L.P., RIPPLEWOOD ADVANCE AUTO PARTS EMPLOYEE FUND I L.L.C., NICHOLAS F. TAUBMAN, THE ARTHUR TAUBMAN TRUST DATED JULY 13, 1964, WA HOLDING CO. AND ADVANCE HOLDING CORPORATION November 2, 1998 TABLE OF CONTENTS Page 1. Definition

Advance Stores Co Inc – SUPPLEMENTAL INDENTURE (November 17th, 1998)

EXHIBIT 4.3 SUPPLEMENTAL INDENTURE SUPPLEMENTAL INDENTURE (this "Supplemental Indenture"), dated as of November 2, 1998, between Guarantor (the "New Guarantor"), a subsidiary of Advance Stores Company, Incorporated (the "Company"), and United States Trust Company of New York, as trustee under the indenture referred to below (the "Trustee"). Capitalized terms used herein and not defined herein shall have the meaning ascribed to them in the Indenture (as defined below). W I T N E S S E T H WHEREAS, the Company has heretofore executed and delivered to the Trustee an indenture (the "Indenture"), dated as of April 15, 1998, providing for the issuance of an aggregate principal amount of $200,000,000 of 10. 25 % Senior Subordinated Notes due 2008 (the "Senior Subordinated Notes"); WHEREAS, Section 11.05 of the Indenture provides that under cer

Advance Stores Co Inc – CREDIT AGREEMENT (November 17th, 1998)

EXHIBIT 10.32 CONFORMED COPY ================================================================================ CREDIT AGREEMENT dated as of April 15, 1998 as Amended and Restated as of October 19, 1998 among ADVANCE HOLDING CORPORATION, ADVANCE STORES COMPANY, INCORPORATED, as Borrower, The Lenders Party Hereto, and THE CHASE MANHATTAN BANK, as Administrative Agent ___________________________ CHASE SECURITIES INC., as Book Manager and Arranger,