ELEVENTH AMENDMENT TO CREDIT AGREEMENTCredit Agreement • December 20th, 2019 • U.S. Auto Parts Network, Inc. • Retail-auto & home supply stores • New York
CREDIT AGREEMENT dated as of April 26, 2012 (as it may be amended or modified from time to time, this “Agreement”) among U.S. AUTO PARTS NETWORK, INC., a Delaware corporation (“Company”), PARTSBIN, INC., a Delaware corporation (“PartsBin”), LOCAL BODY SHOPS, INC., a Delaware corporation (“Local Body Shops”), PRIVATE LABEL PARTS, INC., a Delaware corporation (“Private Label Parts”), WHITNEY AUTOMOTIVE GROUP, INC., a Delaware corporation (“Whitney Auto”, and together with the Company, PartsBin, Local Body Shops and Private Label Parts, collectively, “Borrowers” and each individually a “Borrower”), the other Loan Parties party hereto, the Lenders party hereto (collectively, “Lenders”), and JPMORGAN CHASE BANK, N.A., as Administrative Agent.
AMENDED AND RESTATED CREDIT AGREEMENT dated as of June 17, 2022 among CARPARTS.COM, INC. and The Other Loan Parties Party Hereto and The Lenders Party Hereto and JPMORGAN CHASE BANK, N.A., as Administrative AgentCredit Agreement • June 21st, 2022 • CarParts.com, Inc. • Retail-auto & home supply stores • New York
AMENDED AND RESTATED CREDIT AGREEMENT dated as of June 17, 2022 (as it may be amended or modified from time to time, this “Agreement”) among CARPARTS.COM, INC., a Delaware corporation (“Company”), PARTSBIN, INC., a Delaware corporation (“PartsBin”), LOCAL BODY SHOPS, INC., a Delaware corporation (“Local Body Shops”), PRIVATE LABEL PARTS, INC., a Delaware corporation (“Private Label Parts”), WHITNEY AUTOMOTIVE GROUP, INC., a Delaware corporation (“Whitney Auto”), PARTSCO, LLC, a Delaware limited liability company (“PartsCo”, and together with the Company, PartsBin, Local Body Shops, Private Label Parts and Whitney Auto, collectively, “Borrowers” and each individually a “Borrower”), the other Loan Parties party hereto, the Lenders party hereto (collectively, “Lenders”), and JPMORGAN CHASE BANK, N.A., as Administrative Agent for the Lenders (in such capacity, the “Administrative Agent”).
BUSINESS LOAN AGREEMENTBusiness Loan Agreement • November 2nd, 2006 • U.S. Auto Parts Network, Inc. • California
THIS BUSINESS LOAN AGREEMENT dated February 24, 2006, is made and executed between U.S. Auto Parts Network, Inc. (“Borrower”) and East West Bank (“Lender”) on the following terms and conditions. Borrower has received prior commercial loans from Lender or has applied to Lender for a commercial loan or loans or other financial accommodations, including those which may be described on any exhibit or schedule attached to this Agreement (“Loan”). Borrower understands and agrees that: (A) in granting, renewing, or extending any Loan, Lender is relying upon Borrower’s representations, warranties, and agreements as set forth in this Agreement; (B) the granting, renewing, or extending of any Loan by Lender at all times shall be subject to Lender’s sole judgment and discretion; and (C) all such Loans shall be and remain subject to the terms and conditions of this Agreement.
AMENDED AND RESTATED PLEDGE AND SECURITY AGREEMENTPledge and Security Agreement • June 21st, 2022 • CarParts.com, Inc. • Retail-auto & home supply stores • New York
THIS AMENDED AND RESTATED PLEDGE AND SECURITY AGREEMENT (as it may be amended, restated, supplemented or otherwise modified from time to time, the “Security Agreement”) is entered into as of June [ ], 2022 by and among CARPARTS.COM, INC., a Delaware corporation (“Company”), PARTSBIN, INC., a Delaware corporation (“PartsBin”), LOCAL BODY SHOPS, INC., a Delaware corporation (“Local Body Shops”), PRIVATE LABEL PARTS, INC., a Delaware corporation (“Private Label Parts”), WHITNEY AUTOMOTIVE GROUP, INC., a Delaware corporation (“Whitney Auto”), PARTSCO, LLC, a Delaware limited liability company (“PartsCo”, and together with the Company, PartsBin, Local Body Shops, Private Label Parts and Whitney Auto, collectively, “Borrowers” and each individually a “Borrower”), LOBO MARKETING, INC., a Texas corporation (“Lobo”), PACIFIC 3PL, INC., a Delaware corporation (“Pacific”), GO FIDO, INC., a Delaware corporation (“Fido”), and AUTOMOTIVE SPECIALTY ACCESSORIES AND PARTS, INC., a Delaware corporation
STOCK OPTION AGREEMENTStock Option Agreement • November 2nd, 2006 • U.S. Auto Parts Network, Inc. • California
EMPLOYMENT AGREEMENTEmployment Agreement • March 15th, 2022 • CarParts.com, Inc. • Retail-auto & home supply stores • California
THIS EMPLOYMENT AGREEMENT (the “Agreement”) is effective March 15, 2022, (the “Effective Date”) by and between CarParts.com, Inc., a Delaware corporation (the “Company”), and Ryan Lockwood, an individual (the “Executive”).
PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • March 28th, 2013 • U.S. Auto Parts Network, Inc. • Retail-auto & home supply stores • New York
EMPLOYMENT AGREEMENTEmployment Agreement • August 9th, 2018 • U.S. Auto Parts Network, Inc. • Retail-auto & home supply stores • California
THIS EMPLOYMENT AGREEMENT (the “Agreement ") is revised effective June 14, 2018 (the “Effective Date”) by and between U.S. Auto Parts Network, Inc., a Delaware corporation (the “Company”), and David Eisler, an individual (the “Executive”). This Agreement was initially effective on May 20, 2015 (the “Initial Effective Date”).
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • August 17th, 2010 • U.S. Auto Parts Network, Inc. • Retail-auto & home supply stores • Texas
THIS LOAN AND SECURITY AGREEMENT (this “Agreement”) dated as of August 13, 2010 (the “Effective Date”) between SILICON VALLEY BANK, a California banking corporation (“Bank”), and U.S. AUTO PARTS NETWORK, INC., a Delaware corporation (“USAPN”), AUTOMOTIVE SPECIALTY ACCESSORIES AND PARTS, INC., a Delaware corporation (“ASAP”), GO FIDO, INC., a Delaware corporation (“Go Fido”), PARTS BIN, INC., a Delaware corporation (“Parts Bin”), LOBO MARKETING, INC., a Texas corporation (“Lobo”), WHITNEY AUTOMOTIVE GROUP, INC., a Delaware corporation (“Whitney”), VALUE SOLUTIONS, INC., a Delaware corporation (“Value”), PRIVATE LABEL PARTS, INC., a Delaware corporation (“Private Label”), PACIFIC 3PL, INC., a Delaware corporation (“Pacific”), AUTOMD, INC., a Delaware corporation (“AutoMD”), and LOCAL BODY SHOPS, INC., a Delaware corporation (“Local Body Shops” and with USAPN, ASAP, Go Fido, Parts Bin, Lobo, Whitney, Value, Private Label, Pacific, and AutoMD, each a “Borrower” and collectively, the “Borro
CREDIT AGREEMENT dated as of April 26, 2012 among U.S. AUTO PARTS NETWORK, INC. and The Loan Parties Party Hereto and The Lenders Party Hereto and JPMORGAN CHASE BANK, N.A., as Administrative Agent J.P. MORGAN SECURITIES LLC, as Sole Bookrunner and...Credit Agreement • April 30th, 2012 • U.S. Auto Parts Network, Inc. • Retail-auto & home supply stores • New York
CREDIT AGREEMENT dated as of April 26, 2012 (as it may be amended or modified from time to time, this “Agreement”) among U.S. AUTO PARTS NETWORK, INC., a Delaware corporation (“Company”), PARTSBIN, INC., a Delaware corporation (“PartsBin”), LOCAL BODY SHOPS, INC., a Delaware corporation (“Local Body Shops”), PRIVATE LABEL PARTS, INC., a Delaware corporation (“Private Label Parts”), WHITNEY AUTOMOTIVE GROUP, INC., a Delaware corporation (“Whitney Auto”, and together with the Company, PartsBin, Local Body Shops and Private Label Parts, collectively, “Borrowers” and each individually a “Borrower”), the other Loan Parties party hereto, the Lenders party hereto (collectively, “Lenders”), and JPMORGAN CHASE BANK, N.A., as Administrative Agent.
NON-QUALIFIED STOCK OPTION AGREEMENTNon-Qualified Stock Option Agreement • February 17th, 2009 • U.S. Auto Parts Network, Inc. • Retail-auto & home supply stores • Delaware
This NON-QUALIFIED STOCK OPTION AGREEMENT (the “Agreement”) is made this 16th day of February, 2009, by and between U.S. Auto Parts Network, Inc., a Delaware corporation (the “Company”), and Theodore R. Sanders, Jr., an individual (“Optionee”). Capitalized terms used but not otherwise defined herein shall have the meaning ascribed to such terms in the U.S. Auto Parts Network, Inc. 2007 New Employee Incentive Plan (the “Plan”).
INDEMNIFICATION AGREEMENTIndemnification Agreement • March 11th, 2016 • U.S. Auto Parts Network, Inc. • Retail-auto & home supply stores • Delaware
This Indemnification Agreement (this “Agreement”) is entered into as of __________ by and between U.S. Auto Parts Network, Inc., a Delaware corporation (the “Company”), and the director or officer of the Company identified on the signature page hereto (the “Indemnitee”).
LEASE AGREEMENTLease Agreement • April 23rd, 2013 • U.S. Auto Parts Network, Inc. • Retail-auto & home supply stores • Illinois
NON-INCENTIVE STOCK OPTION AGREEMENTNon-Incentive Stock Option Agreement • January 4th, 2012 • U.S. Auto Parts Network, Inc. • Retail-auto & home supply stores • Delaware
This NON-INCENTIVE STOCK OPTION AGREEMENT (the “Agreement”) is made this January 3, 2012, by and between U.S. Auto Parts Network, Inc., a Delaware corporation (the “Company”), and David G. Robson (“Optionee”). Capitalized terms used but not otherwise defined herein shall have the meaning ascribed to such terms in the U.S. Auto Parts Network, Inc. 2007 Omnibus Incentive Plan (the “Plan”).
EMPLOYMENT AGREEMENTEmployment Agreement • February 17th, 2009 • U.S. Auto Parts Network, Inc. • Retail-auto & home supply stores • California
THIS EMPLOYMENT AGREEMENT (the “Agreement”) is made effective February 16, 2009 (the “Effective Date”) by and among between U.S. Auto Parts Network, Inc., a Delaware corporation (the “Company”), and Ted Sanders, an individual (the “Executive”).
COLLATERAL ASSIGNMENTCollateral Assignment • November 2nd, 2006 • U.S. Auto Parts Network, Inc. • California
This COLLATERAL ASSIGNMENT (the “Agreement”) is executed as of May 18, 2006 by PARTSBIN, INC., a Delaware corporation (the “Assignor”) in favor of EAST WEST BANK (the “Lender”), with reference to the following:
SEPARATION AGREEMENT AND RELEASE OF CLAIMSSeparation Agreement and Release of Claims • December 11th, 2018 • U.S. Auto Parts Network, Inc. • Retail-auto & home supply stores • California
This Separation Agreement and Release of Claims (the “Agreement”) is made effective December 11, 2018 (the “Effective Date”), by and between David Eisler (“Employee”) and U.S. Auto Parts Network, Inc., its officers, directors, employees, foreign and domestic subsidiaries, benefit plans and plan administrators, affiliates, agents, joint ventures, attorneys, successors and/or assigns (collectively referred to as “Company”).
CARPARTS.COM, INC.Benefits Preservation Plan • April 5th, 2024 • CarParts.com, Inc. • Retail-auto & home supply stores • Delaware
This Right Certificate is subject to all of the terms, provisions and conditions of the Plan, which terms, provisions and conditions are hereby incorporated herein by reference and made a part hereof and to which Plan reference is hereby made for a full description of the rights, limitations of rights, obligations, duties and immunities hereunder of the Rights Agent, the Company and the holders of the Right Certificates. Copies of the Plan are on file at the principal offices of the Company and the Rights Agent.
EIGHTH AMENDMENT TO CREDIT AGREEMENT AND THIRD AMENDMENT TO PLEDGE AND SECURITY AGREEMENTPledge and Security Agreement • March 11th, 2016 • U.S. Auto Parts Network, Inc. • Retail-auto & home supply stores • New York
THIS EIGHTH AMENDMENT TO CREDIT AGREEMENT AND THIRD AMENDMENT TO PLEDGE AND SECURITY AGREEMENT (this “Amendment”), dated as of February 5, 2016, is entered into by and among U.S. AUTO PARTS NETWORK, INC., a Delaware corporation (“Company”), PARTSBIN, INC., a Delaware corporation (“PartsBin”), LOCAL BODY SHOPS, INC., a Delaware corporation (“Local Body Shops”), PRIVATE LABEL PARTS, INC., a Delaware corporation (“Private Label Parts”), WHITNEY AUTOMOTIVE GROUP, INC., a Delaware corporation (“Whitney Auto”, and together with the Company, PartsBin, Local Body Shops and Private Label Parts, collectively, “Borrowers” and each individually a “Borrower”), the other Loan Parties party hereto, the Lenders (as defined below) party hereto, and JPMORGAN CHASE BANK, N.A., as administrative agent for the Lenders (in such capacity, “Administrative Agent”).
SECURITY AGREEMENTSecurity Agreement • November 2nd, 2006 • U.S. Auto Parts Network, Inc. • California
This SECURITY AGREEMENT (the “Agreement”) is executed as of May 18, 2006 by PARTSBIN, INC., a Delaware corporation (the “Debtor”) in favor of EAST WEST BANK (the “Secured Party”), with reference to the following:
Shares Common Stock ($0.001 Par Value) EQUITY UNDERWRITING AGREEMENTU.S. Auto Parts Network, Inc. • January 22nd, 2007 • Retail-auto & home supply stores • New York
As the Representatives, you have advised the Issuer and the Selling Stockholders (a) that you are authorized to enter into this Agreement on behalf of the several Underwriters, and (b) that the several Underwriters are willing, acting severally and not jointly, to purchase the numbers of Firm Securities set forth opposite their respective names in Schedule I, plus their pro rata portion of
Underwriting AgreementCarParts.com, Inc. • August 17th, 2020 • Retail-auto & home supply stores • New York
Carparts.com, Inc., a Delaware corporation (the “Company”), and the individual listed in Schedule I here (the “Selling Shareholder”) propose to sell to the several underwriters named in Schedule II hereto (the “Underwriters”), for whom you (the “Representative”) are acting as representative, 4,000,000 shares and 2,000,000 shares, respectively, of common stock, $0.001 par value per share (“Common Stock”) of the Company (said shares to be issued and sold by the Company and sold by the Selling Shareholder being hereinafter called the “Underwritten Securities”). The Company also proposes to grant to the Underwriters an option to purchase up to 900,000 additional shares of Common Stock from the Company (the “Option Securities”; the Option Securities, together with the Underwritten Securities, being hereinafter called the “Securities”).
STOCK UNIT AWARD AGREEMENTStock Unit Award Agreement • February 18th, 2014 • U.S. Auto Parts Network, Inc. • Retail-auto & home supply stores • Delaware
This STOCK UNIT AWARD AGREEMENT (this “Agreement”), dated as of (the “Effective Date”), is between U.S. Auto Parts Network, Inc., a Delaware corporation (the “Company”), and , an individual resident of (“Participant”). This Stock Award is granted under the U.S. Auto Parts Network, Inc. 2007 Omnibus Incentive Plan (the “Plan”) and is subject to the terms of that Plan. This Agreement represents the Company’s unfunded and unsecured promise to issue common stock of the Company, $0.001 par value (“Common Stock”), at a future date, subject to the terms of this Agreement and the Plan.
Re: Board Agreement between U.S. Auto Parts Network, Inc. and Mehran NiaU.S. Auto Parts Network, Inc. • June 1st, 2018 • Retail-auto & home supply stores • Delaware
This letter agreement shall be governed by and construed under the laws of the State of Delaware as such laws are applied to agreements among Delaware residents entered into and performed entirely within the State of Delaware, without reference to the conflict of laws provisions thereof. This letter agreement constitutes the full and entire understanding and agreement between the parties with regard to the subject matter hereof. This letter agreement may be executed in any number of counterparts, each of which shall be an original, but all of which together shall constitute one instrument. Signatures delivered by facsimile or electronic transmission shall be treated as original signatures hereto.
EFFICIENT FRONTIER, INC.SERVICES AGREEMENTServices Agreement • January 10th, 2007 • U.S. Auto Parts Network, Inc. • Retail-auto & home supply stores • California
THIS SERVICES AGREEMENT (the “Agreement”), by and between Efficient Frontier, Inc., (“Efficient Frontier”) with an office located at 555 Ellis Street, Mountain View, CA 94043, and US Auto Parts Network, Inc. (“Customer”), with an office located at 17150 South Margay Avenue, Carson, CA 90746, is entered into and effective as of 10/3 , 2006 (the “Effective Date”). This Agreement includes the attached Terms and Conditions (this Agreement and the attached Terms and Conditions shall be collectively referred to as this “Agreement”).
PURCHASE AND SALE AGREEMENTPurchase and Sale Agreement • April 23rd, 2013 • U.S. Auto Parts Network, Inc. • Retail-auto & home supply stores
WHEREAS, pursuant to the terms of that certain Purchase and Sale Agreement, dated as of April __, 2013, by and between Assignor and Purchaser (the “Purchase Agreement”), Assignor agreed to sell to Purchaser, inter alia, certain real property, the improvements located thereon and certain rights appurtenant thereto, all as more particularly described in the Purchase Agreement (collectively, the “Property”). Initially capitalized terms not otherwise defined herein shall have the respective meanings ascribed to such terms in the Purchase Agreement; and
SEPARATION AGREEMENT AND RELEASE OF CLAIMSSeparation Agreement and Release of Claims • April 10th, 2019 • U.S. Auto Parts Network, Inc. • Retail-auto & home supply stores • California
This Separation Agreement and Release of Claims (the “Agreement”) is made effective April 5, 2019 (the “Effective Date”), by and between Neil Watanabe (“Employee”) and U.S. Auto Parts Network, Inc., its officers, directors, employees, foreign and domestic subsidiaries, benefit plans and plan administrators, affiliates, agents, joint ventures, attorneys, successors and/or assigns (collectively referred to as “Company”).
EMPLOYMENT AGREEMENTEmployment Agreement • March 15th, 2022 • CarParts.com, Inc. • Retail-auto & home supply stores • California
THIS EMPLOYMENT AGREEMENT (the “Agreement”) is entered into March 15, 2022, (the “Effective Date”) by and between CarParts.com, Inc., a Delaware corporation (the “Company”), and David Meniane, an individual (the “Executive”).
AMENDMENT NO. 1 TO LOAN AND SECURITY AGREEMENT AND LIMITED WAIVERLoan and Security Agreement • March 4th, 2011 • U.S. Auto Parts Network, Inc. • Retail-auto & home supply stores • California
THIS AMENDMENT NO. 1 TO LOAN AND SECURITY AGREEMENT AND LIMITED WAIVER (this “Amendment”) is entered into this 28th day of February, 2011, by and among SILICON VALLEY BANK, a California banking corporation (“Bank”), and U.S. AUTO PARTS NETWORK, INC., a Delaware corporation (“USAPN”), AUTOMOTIVE SPECIALTY ACCESSORIES AND PARTS, INC., a Delaware corporation (“ASAP”), GO FIDO, INC., a Delaware corporation (“Go Fido”), PARTS BIN, INC., a Delaware corporation (“Parts Bin”), LOBO MARKETING, INC., a Texas corporation (“Lobo”), WHITNEY AUTOMOTIVE GROUP, INC., a Delaware corporation (“Whitney”), VALUE SOLUTIONS, INC., a Delaware corporation (“Value”), PRIVATE LABEL PARTS, INC., a Delaware corporation (“Private Label”), PACIFIC 3PL, INC., a Delaware corporation (“Pacific”), AUTOMD, INC., a Delaware corporation (“AutoMD”), and LOCAL BODY SHOPS, INC., a Delaware corporation (“Local Body Shops” and with USAPN, ASAP, Go Fido, Parts Bin, Lobo, Whitney, Value, Private Label, Pacific, and AutoMD, each
EMPLOYMENT AGREEMENTEmployment Agreement • December 5th, 2022 • CarParts.com, Inc. • Retail-auto & home supply stores • California
THIS EMPLOYMENT AGREEMENT (the “Agreement”) is effective December 5, 2022 (the “Effective Date”) by and between CarParts.com, Inc., a Delaware corporation (the “Company”), and Michael Huffaker, an individual (the “Executive”).
FIRST AMENDMENT TO COLLATERAL ASSIGNMENTCollateral Assignment • March 28th, 2008 • U.S. Auto Parts Network, Inc. • Retail-auto & home supply stores
This First Amendment to Collateral Assignment is executed as of October 31, 2007 by U.S. Auto Parts Network, Inc., a Delaware corporation, located at 17150 S. Margay Avenue, Carson, CA 90746 (the “Assignor”) in favor of East West Bank, located at 9300 Flair Drive, El Monte, CA 91731 (the “Lender”), with reference to the following:
NOTE AND SECURITY AGREEMENTNote and Security Agreement • November 2nd, 2006 • U.S. Auto Parts Network, Inc. • California
NOTE AND SECURITY AGREEMENT, dated as of May 19, 2006, by and among U.S. Auto Parts Network, Inc. (the “Company”), on the one hand and Richard Pine, Lowell Mann, Brian Tinari, and Todd Daugherty on the other hand (each a “Secured Party” and together the “Secured Parties”).
AUTOMD, INC. VOTING AGREEMENTVoting Agreement • October 9th, 2014 • U.S. Auto Parts Network, Inc. • Retail-auto & home supply stores • New York
This VOTING AGREEMENT (the “Agreement”) is made and entered into as of this 8th day of October, 2014, by and among AUTOMD, INC., a Delaware corporation (the “Company”), and the persons and entities listed on Exhibit A hereto (the “Investors”).
LOCK-UP AGREEMENTLock-Up Agreement • December 17th, 2009 • U.S. Auto Parts Network, Inc. • Retail-auto & home supply stores • California
THIS LOCK-UP AGREEMENT is made as of December 15, 2009, by and among Mehran Nia, an individual, Mehran Nia and Fariba Nia, Trustees of the Nia Living Trust Established September 2, 2004 (the “Trust”) and U.S. Auto Parts Network, Inc., a Delaware corporation (the “Company”). Mr. Nia and the Trust are collectively referred to herein as the “Stockholder.”
NINTH AMENDMENT TO CREDIT AGREEMENTCredit Agreement • May 10th, 2016 • U.S. Auto Parts Network, Inc. • Retail-auto & home supply stores • New York
THIS NINTH AMENDMENT TO CREDIT AGREEMENT (this “Amendment”), dated as of May 6, 2016, is entered into by and among U.S. AUTO PARTS NETWORK, INC., a Delaware corporation (“Company”), PARTSBIN, INC., a Delaware corporation (“PartsBin”), LOCAL BODY SHOPS, INC., a Delaware corporation (“Local Body Shops”), PRIVATE LABEL PARTS, INC., a Delaware corporation (“Private Label Parts”), WHITNEY AUTOMOTIVE GROUP, INC., a Delaware corporation (“Whitney Auto”, and together with the Company, PartsBin, Local Body Shops and Private Label Parts, collectively, “Borrowers” and each individually a “Borrower”), the other Loan Parties party hereto, the Lenders (as defined below) party hereto, and JPMORGAN CHASE BANK, N.A., as administrative agent for the Lenders (in such capacity, “Administrative Agent”).
