Tower International, Inc. Sample Contracts

AGREEMENT AND PLAN OF MERGER by and among TOWER INTERNATIONAL, INC., AUTOKINITON US HOLDINGS, INC. and TIGER MERGER SUB, INC. Dated as of July 12, 2019
Agreement and Plan of Merger • July 12th, 2019 • Tower International, Inc. • Motor vehicle parts & accessories • Delaware

This AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of July 12, 2019, is by and among Tower International, Inc., a Delaware corporation (the “Company”), Autokiniton US Holdings, Inc., a Delaware corporation (“Parent”), and Tiger Merger Sub, Inc., a Delaware corporation and a direct, wholly owned subsidiary of Parent (“Merger Sub”).

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TOWER INTERNATIONAL, INC. 3,000,000 Shares Common Stock ($0.01 par value) Underwriting Agreement
Tower International, Inc. • November 5th, 2013 • Motor vehicle parts & accessories • New York

LIVONIA, Mich., October 31, 2013 – Tower International, Inc. [NYSE: TOWR], a leading integrated global manufacturer of engineered structural metal components and assemblies, today announced the commencement of a public offering of 2,579,744 shares of its common stock by Tower International Holdings, LLC. Tower International Holdings, LLC is an affiliate of Cerberus Capital Management, L.P. and is the sole selling stockholder in the offering. Upon completion of the offering, Tower International Holdings, LLC will hold 2,000,000 shares of common stock of Tower International, Inc. Tower International, Inc. will not receive any proceeds from the offering of shares by Tower International Holdings, LLC.

TOWER AUTOMOTIVE, LLC [ ] Shares Common Stock ($0.01 par value) Underwriting Agreement
Underwriting Agreement • October 4th, 2010 • Tower Automotive, LLC • Motor vehicle parts & accessories • New York

Tower Automotive, LLC, a limited liability company organized under the laws of the State of Delaware that prior to the delivery of and payment for the Underwritten Securities (as defined below) will convert (such conversion, the “Corporate Conversion”) pursuant to Section 265 of the Delaware General Corporation Law into Tower International, Inc., a corporation organized under the laws of Delaware (the “Company”), proposes, subject to the terms and conditions stated herein, to sell to the several underwriters named in Schedule I hereto (the “Underwriters”), for whom you (the “Representatives”) are acting as representatives, [ ] shares of common stock, $0.01 par value (“Common Stock”) of the Company (said shares to be issued and sold by the Company being hereinafter called the “Underwritten Securities”). The Company also proposes, subject to the terms and conditions stated herein, to grant to the Underwriters an option to purchase, at any time in whole, or from time to time in part, on o

EMPLOYMENT AGREEMENT
Employment Agreement • June 17th, 2019 • Tower International, Inc. • Motor vehicle parts & accessories • New York

THIS EMPLOYMENT AGREEMENT (the “Agreement”) dated as of May 31, 2019 is between Tower Automotive Operations USA I, LLC, a Delaware limited liability company (the “Company”) and Reid H. Southby, an individual (the “Employee”). (The Company and the Employee are each a “Party” and, collectively, the “Parties”.)

TOWER INTERNATIONAL, INC. 7,250,000 Shares Common Stock ($0.01 par value) Underwriting Agreement
Underwriting Agreement • July 26th, 2013 • Tower International, Inc. • Motor vehicle parts & accessories • New York

This letter is being delivered to you in connection with the Underwriting Agreement (the “Underwriting Agreement”) dated as of July 24, 2013, among Tower International Inc., a Delaware corporation (the “Company”), the selling stockholder and each of you as representatives (the “Representatives”) of a group of Underwriters named therein, relating to the underwritten public offering (the “Public Offering”) of Common Stock, $0.01 par value (the “Common Stock”), of the Company.

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • May 11th, 2010 • Tower Automotive, LLC • Motor vehicle parts & accessories • New York

THIS REGISTRATION RIGHTS AGREEMENT (the “Agreement”), made and entered into as of this day of , 2010 (and effective as set forth in Section 4.11 of this Agreement), by and between Tower International, Inc., a Delaware corporation (the “Company”), and Tower International Holdings, LLC, a Delaware limited liability company (“TI Holdings”),

AMENDMENT TO TOWER AUTOMOTIVE MANAGEMENT, LLC UNIT SALE AND PURCHASE AGREEMENT - MARK MALCOLM
Unit Sale and Purchase Agreement • June 1st, 2010 • Tower Automotive, LLC • Motor vehicle parts & accessories • Delaware

This Amendment to Unit Sale and Purchase Agreement (this “Amendment”) is made and entered into as of the 29th day of March, 2010 by and between Tower Automotive Management, LLC, a Delaware limited liability company (“Management LLC”), and Mark Malcolm (the “Participant”). Except as otherwise defined herein, defined terms used in this Amendment shall have the meanings ascribed to them in the Tower Automotive Management, LLC 2007 Management Incentive Plan (as amended from time to time, the “Plan”) and the Limited Liability Company Agreement of Management LLC (the “Management LLC Operating Agreement”). In the event of a conflict between the Plan and the Management LLC Operating Agreement, the terms of the Management LLC Operating Agreement shall control. The provisions of the Management LLC Operating Agreement are incorporated into the Plan, and this Amendment is subject to the terms and conditions of the Plan and the Management LLC Operating Agreement.

LEASE AGREEMENT by and between MODULE (DE) LIMITED PARTNERSHIP, a Delaware limited partnership as LANDLORD and TOWER AUTOMOTIVE PRODUCTS COMPANY, INC., a Delaware corporation and TOWER AUTOMOTIVE TOOL LLC, a Michigan limited liability company...
Lease Agreement • April 29th, 2010 • Tower Automotive, LLC • Motor vehicle parts & accessories • Michigan

LEASE AGREEMENT, made as of the 10th day of April, 2002, between MODULE (DE) LIMITED PARTNERSHIP, a Delaware limited partnership (“Landlord”), with an address c/o W. P. Carey & Co. LLC, 50 Rockefeller Plaza, 2nd Floor, New York, New York 10020, and TOWER AUTOMOTIVE PRODUCTS COMPANY, INC., a Delaware corporation, and TOWER AUTOMOTIVE TOOL LLC, a Michigan limited liability company (singly and collectively as the context may required, “Tenant”) with an address at 5211 Cascade Road, Grand Rapids, Michigan, 49546.

August 28, 2009 17672 Laurel Pork Drive N Suite 400E Mr. James C. Gouin Livonia, MI 48152
Employment Agreement • March 4th, 2010 • Tower Automotive, LLC • New York

Reference is hereby made to the Employment Agreement between Tower Automotive Operations USA I, LLC (the “Company”) and you dated as of November 1, 2007 (the “Employment Agreement”). Capitalized terms used in this letter and not specifically defined in this letter shall have the meanings set forth in the Employment Agreement. The purpose of this letter to is memorialize the extension of the employment relationship under the Employment Agreement (as contemplated by Section 2 of the Employment Agreement) and our mutual agreement with respect to the “Severance Amount” (under Section 5.2(b) of the Employment Agreement).

MB EQUIPMENT FINANCE, LLC
Master Lease Agreement • February 23rd, 2018 • Tower International, Inc. • Motor vehicle parts & accessories

THIS MASTER LEASE AGREEMENT (this "Lease") is made as of November 23, 2016, between MB EQUIPMENT FINANCE, LLC, its successors and permitted assigns ("Lessor"), and TOWER AUTOMOTIVE OPERATIONS USA I, LLC and TOWER AUTOMOTIVE HOLDINGS USA, LLC, (each such entity and its successors and permitted assigns are a Co-Lessee and collectively the "Lessee").

FOURTH AMENDED AND RESTATED REVOLVING CREDIT AND GUARANTY AGREEMENT Dated as of March 7, 2017 Among TOWER AUTOMOTIVE HOLDINGS USA, LLC as Borrower, and TOWER INTERNATIONAL, INC., TOWER AUTOMOTIVE HOLDINGS I, LLC, TOWER AUTOMOTIVE HOLDINGS II(a), LLC,...
Revolving Credit and Guaranty Agreement • March 10th, 2017 • Tower International, Inc. • Motor vehicle parts & accessories

FOURTH AMENDED AND RESTATED REVOLVING CREDIT AND GUARANTY AGREEMENT, dated as of March 7, 2017 among TOWER AUTOMOTIVE HOLDINGS USA, LLC (the “Borrower”), TOWER INTERNATIONAL, INC. (formerly known as Tower Automotive, LLC, and hereinafter, “Holdings”), TOWER AUTOMOTIVE HOLDINGS I, LLC (“Holdco”), TOWER AUTOMOTIVE HOLDINGS II(a), LLC (“Foreign Holdco”), the Subsidiary Guarantors, the financial institutions from time to time party hereto, as Lenders, and JPMORGAN CHASE BANK, N.A., as Issuing Lender, as Swing Line Lender and as administrative agent (in such capacity, the “Agent”) for the Lenders.

AMENDED AND RESTATED TERM LOAN AND GUARANTY AGREEMENT originally dated as of April 23, 2013 and amended and restated as of March 7, 2017 Among TOWER AUTOMOTIVE HOLDINGS USA, LLC as Borrower, and TOWER INTERNATIONAL, INC., TOWER AUTOMOTIVE HOLDINGS I,...
Term Loan and Guaranty Agreement • March 10th, 2017 • Tower International, Inc. • Motor vehicle parts & accessories

AMENDED AND RESTATED TERM LOAN AND GUARANTY AGREEMENT, originally dated as of April 23, 2013 and amended and restated as of March 7, 2017 among TOWER AUTOMOTIVE HOLDINGS USA, LLC (the “Borrower”), TOWER INTERNATIONAL, INC. (formerly known as Tower Automotive, LLC, and hereinafter, “Holdings”), TOWER AUTOMOTIVE HOLDINGS I, LLC (“Holdco”), TOWER AUTOMOTIVE HOLDINGS II(a) (“Foreign Holdco”), the Subsidiary Guarantors, each of the financial institutions from time to time party hereto, as Lenders, and CITIBANK, N.A., as administrative agent (in such capacity, the “Agent”) for the Lenders.

RESTRICTED STOCK AWARD AGREEMENT TOWER INTERNATIONAL, INC.
Restricted Stock Award Agreement • October 1st, 2010 • Tower Automotive, LLC • Motor vehicle parts & accessories • Delaware

This Restricted Stock Award Agreement (the “Agreement”), dated as of the “Award Date” set forth in the attached Exhibit A, is entered into between Tower International, Inc., a Delaware corporation (the “Company”), and the individual named in Exhibit A hereto (the “Awardee”). For purposes of this Agreement, the information referenced in Exhibit A shall be as provided to the Awardee electronically via the website made accessible to the Awardee to accept the terms and conditions of this Award as set forth herein.

TOWER INTERNATIONAL, INC. PERFORMANCE AWARD AGREEMENT
Performance Award Agreement • February 27th, 2015 • Tower International, Inc. • Motor vehicle parts & accessories • Delaware

This Performance Award Agreement (the “Agreement” or “Award Agreement”), dated as of the “Award Date” set forth in the attached Exhibit A, is entered into between Tower International, Inc., a Delaware corporation (the “Company”), and the individual named in Exhibit A hereto (the “Awardee”). For purposes of this Agreement, the information referenced in Exhibit A shall be as provided to the Awardee electronically via the website made accessible to the Awardee to accept the terms and conditions of this Award as set forth herein.

INDEMNITY AGREEMENT
Indemnity Agreement • October 1st, 2010 • Tower Automotive, LLC • Motor vehicle parts & accessories • Delaware

This Indemnity Agreement (“Agreement”) is made as of , 2010 by and between Tower International, Inc., a Delaware corporation (the “Company”), and (“Indemnitee”).

Contract
Tower Automotive, LLC • April 9th, 2010 • Motor vehicle parts & accessories

SUPPLEMENT NO. 3 (this “Supplement”) dated as of November 30, 2007 to the Foreign Subsidiary Guarantee dated as of July 31, 2007 (the “Guarantee”), among TOWER AUTOMOTIVE HOLDINGS EUROPE B.V. (the “European Borrower”), the other Foreign Subsidiaries from time to time party thereto (collectively, the “European Guarantors”) and JPMORGAN CHASE BANK, N.A. (“JPMCB”), as Agent.

TOWER INTERNATIONAL 17672 Laurel Park Drive N Suite 400E Livonia, MI 48152 December 19, 2011
Tower International, Inc. • March 8th, 2012 • Motor vehicle parts & accessories

Reference is hereby made to the Employment Agreement, as amended, between Tower Automotive Operations USA I, LLC (the “Company”) and you dated as of August 16, 2007, as extended by letter agreements dated as of June 18, 2009 and June 4, 2010 (as so extended, the “Employment Agreement”). Capitalized terms used in this letter agreement and not specifically defined in this letter agreement shall have the meanings set forth in the Employment Agreement. The principal purpose of this letter agreement is to memorialize the extension of the employment relationship under the Employment Agreement (as contemplated by Section 2 of the Employment Agreement).

SECOND AMENDMENT TO LEASE AGREEMENT
Lease Agreement • April 9th, 2010 • Tower Automotive, LLC • Motor vehicle parts & accessories

THIS SECOND AMENDMENT TO LEASE AGREEMENT (this “Agreement”), is made and entered into as of this 31st day of July, 2007, between CHASSIS (DE) LIMITED PARTNERSHIP, a Delaware limited partnership (“Landlord”), with an address c/o W. P. Carey & Co. LLC, 50 Rockefeller Plaza, 2nd Floor, New York, New York 10020, and TOWER AUTOMOTIVE PRODUCTS COMPANY, INC., a Delaware corporation, and TOWER AUTOMOTIVE TOOL LLC, a Michigan limited liability company (singly and collectively as the context may required, “Tenant”) with an address at 27175 Haggerty Road, Novi, Michigan, 48377.

TOWER INTERNATIONAL 17672 Laurel Park Drive N Suite 400E Livonia, MI 48152 December 19, 2011
Tower International, Inc. • March 8th, 2012 • Motor vehicle parts & accessories

Reference is hereby made to the Employment Agreement, as amended, between Tower Automotive Operations USA I, LLC (the “Company”) and you dated as of August 1, 2007, as extended by letter agreements dated as of June 29, 2009 and June 1, 2010 (as so extended, the “Employment Agreement”). Capitalized terms used in this letter agreement and not specifically defined in this letter agreement shall have the meanings set forth in the Employment Agreement. The principal purpose of this letter agreement is to memorialize the extension of the employment relationship under the Employment Agreement (as contemplated by Section 2 of the Employment Agreement).

TOWER INTERNATIONAL, INC. PERFORMANCE AWARD AGREEMENT
Performance Award Agreement • May 2nd, 2019 • Tower International, Inc. • Motor vehicle parts & accessories • Delaware

This Performance Award Agreement (the “Agreement” or “Award Agreement”), dated as of the “Award Date” set forth in the attached Exhibit A, is entered into between Tower International, Inc., a Delaware corporation (the “Company”), and the individual named in Exhibit A hereto (the “Awardee”). For purposes of this Agreement, the information referenced in Exhibit A shall be as provided to the Awardee electronically via the website made accessible to the Awardee to accept the terms and conditions of this Award as set forth herein.

NONQUALIFIED STOCK OPTION GRANT AGREEMENT TOWER INTERNATIONAL, INC.
Nonqualified Stock Option Grant Agreement • October 1st, 2010 • Tower Automotive, LLC • Motor vehicle parts & accessories • Delaware

This Stock Option Grant Agreement (the “Grant Agreement”) is made and entered into effective on the Date of Grant set forth in Exhibit A by and between Tower International, Inc., a Delaware corporation (the “Company”), and the individual named in Exhibit A hereto (the “Optionee”). For purposes of this Grant Agreement, the information referenced in Exhibit A shall be as provided to the Optionee electronically via the website made accessible to the Optionee to accept the terms and conditions of this Grant Agreement as set forth herein.

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June 1, 2010 Mr. James C. Gouin Dear Jim:
Tower Automotive, LLC • July 7th, 2010 • Motor vehicle parts & accessories

Reference is hereby made to the Employment Agreement, as amended, between Tower Automotive Operations USA I, LLC (the “Company”) and you dated as of November 1, 2007 (the “Employment Agreement”). Capitalized terms used in this letter and not specifically defined in this letter shall have the meanings set forth in the Employment Agreement. The purpose of this letter is to memorialize the extension of the employment relationship under the Employment Agreement (as contemplated by Section 2 of the Employment Agreement) and our mutual agreement with respect to the “Severance Amount” (under Section 5.2(b) of the Employment Agreement).

TOWER INTERNATIONAL 17672 Laurel Park Drive N Suite 400E Livonia, MI 48152 December 19, 2011
Tower International, Inc. • March 8th, 2012 • Motor vehicle parts & accessories

Reference is hereby made to the Employment Agreement, as amended, between Tower Automotive Operations USA I, LLC (the “Company”) and you dated as of November 1, 2007, as extended by letter agreements dated as of September 2009 and June 7, 2010 (as so extended, the “Employment Agreement”). Capitalized terms used in this letter agreement and not specifically defined in this letter agreement shall have the meanings set forth in the Employment Agreement. The principal purpose of this letter agreement is to memorialize the extension of the employment relationship under the Employment Agreement (as contemplated by Section 2 of the Employment Agreement).

AMENDMENT NO. 3 TO INTERCREDITOR AGREEMENT
Intercreditor Agreement • April 9th, 2010 • Tower Automotive, LLC • Motor vehicle parts & accessories • New York

AMENDMENT dated as of November 30, 2007 to the Intercreditor Agreement dated as of July 31, 2007 (the “Intercreditor Agreement”) among JPMORGAN CHASE BANK, N.A., as Representative with respect to the ABL Credit Agreement, JPMORGAN CHASE BANK, N.A., as Representative with respect to the First Lien Term Loan Agreement, GOLDMAN SACHS CREDIT PARTNERS L.P., as Representative with respect to the Second Lien Term Loan Agreement and Subagent, JPMORGAN CHASE BANK, N.A., as European Collateral Agent and Representative with respect to the European Collateral and the Dutch Collateral, TOWER AUTOMOTIVE HOLDINGS USA, LLC, (the “US Borrower”), TOWER AUTOMOTIVE HOLDINGS EUROPE B.V., (the “European Borrower” and, together with the US Borrower, the “Borrowers”), and each of the other Loan Parties party hereto.

TOWER INTERNATIONAL, INC. RESTRICTED STOCK UNIT AWARD AGREEMENT
Restricted Stock Unit Award Agreement • October 30th, 2015 • Tower International, Inc. • Motor vehicle parts & accessories • Delaware

This Restricted Stock Unit Award Agreement (the “Agreement” or “Award Agreement”), dated as of the “Award Date” set forth in the attached Exhibit A, is entered into between Tower International, Inc., a Delaware corporation (the “Company”), and the individual named in Exhibit A hereto (the “Awardee”). For purposes of this Agreement, the information referenced in Exhibit A shall be as provided to the Awardee electronically via the website made accessible to the Awardee to review the terms and conditions of this Award as set forth herein.

NOTES SECURITY AGREEMENT Dated as of August 24, 2010 Among TOWER AUTOMOTIVE HOLDINGS USA, LLC, TA HOLDINGS FINANCE, INC., THE SUBSIDIARY GUARANTORS PARTY HERETO and WILMINGTON TRUST FSB, as Collateral Agent
Notes Security Agreement • September 7th, 2010 • Tower Automotive, LLC • Motor vehicle parts & accessories • New York

NOTES SECURITY AGREEMENT, dated as of August 24, 2010 (this “Agreement”) among TOWER AUTOMOTIVE HOLDINGS USA, LLC and TA HOLDINGS FINANCE, INC. (collectively, the “Issuers” and each an “Issuer”), the SUBSIDIARY GUARANTORS party hereto and WILMINGTON TRUST FSB, as collateral agent for the Secured Parties (together with its successors and assigns, in such capacity, the “Collateral Agent”).

AMENDMENT TO SERVICE AGREEMENT
Service Agreement • March 4th, 2010 • Tower Automotive, LLC • New York

This Amendment (this “Amendment”) to the Service Agreement by and among Larry Schwentor (the “Consultant”), Tower Automotive, LLC (the “Company”) and MGT4VALUE LLC (“MGT4VALUE”), dated as of August 1, 2007 (the “Agreement”), is entered into and effective as of January 1, 2009.

AMENDED AND RESTATED FIRST LIEN TERM LOAN SECURITY AGREEMENT Dated as of August 24, 2010 Among TOWER AUTOMOTIVE HOLDINGS USA, LLC, THE GUARANTORS PARTY HERETO and JPMORGAN CHASE BANK, N.A., as Agent
First Lien Term Loan Security Agreement • September 7th, 2010 • Tower Automotive, LLC • Motor vehicle parts & accessories • New York

AMENDED AND RESTATED FIRST LIEN TERM LOAN SECURITY AGREEMENT, dated as of August 24, 2010 (this “Agreement”) among TOWER AUTOMOTIVE HOLDINGS USA, LLC, the GUARANTORS party hereto and JPMORGAN CHASE BANK, N.A., as agent (in such capacity, the “Agent”).

LETTER OF CREDIT FACILITY AGREEMENT among TOWER AUTOMOTIVE HOLDINGS USA, LLC, as Borrower, TOWER INTERNATIONAL, INC., as Holdings, JPMORGAN CHASE BANK, N.A., as L/C Participant, and JPMORGAN CHASE BANK, N.A., as Administrative Agent and Issuing Lender...
Letter of Credit Facility Agreement • March 8th, 2012 • Tower International, Inc. • Motor vehicle parts & accessories • New York

LETTER OF CREDIT FACILITY AGREEMENT, dated as of June 13, 2011 (this “Agreement”), among TOWER AUTOMOTIVE HOLDINGS USA, LLC, a Delaware limited liability company (the “Borrower”), TOWER INTERNATIONAL, INC., a Delaware corporation (“Holdings”), JPMORGAN CHASE BANK, N.A., in its capacity as participant in respect of letters of credit issued hereunder (together with its successors and all assigns pursuant to Section 9.6, the “L/C Participants”), and JPMORGAN CHASE BANK, N.A., as Administrative Agent and Issuing Lender.

FIRST LIEN TERM LOAN AND GUARANTY AGREEMENT Dated as of July 31, 2007 Among TOWER AUTOMOTIVE HOLDINGS USA, LLC and TOWER AUTOMOTIVE HOLDINGS EUROPE B.V., as Borrowers, and TOWER AUTOMOTIVE, LLC, TOWER AUTOMOTIVE HOLDINGS I, LLC, TOWER AUTOMOTIVE...
Loan and Guaranty Agreement • March 4th, 2010 • Tower Automotive, LLC

FIRST LIEN TERM LOAN AND GUARANTY AGREEMENT, dated as of July 31, 2007 among TOWER AUTOMOTIVE HOLDINGS USA, LLC, (the “US Borrower”), TOWER AUTOMOTIVE HOLDINGS EUROPE B.V. (the “European Borrower”), TOWER AUTOMOTIVE, LLC (“Holdings”), TOWER AUTOMOTIVE HOLDINGS I, LLC (“Holdco”), TOWER AUTOMOTIVE HOLDINGS II(a), LLC, TOWER AUTOMOTIVE HOLDINGS II(b), LLC (together with Tower Automotive Holdings II(a), LLC, “Foreign Holdco”), the Subsidiary Guarantors listed on the signature pages hereto, JPMORGAN CHASE BANK, N.A., a national banking association, GOLDMAN SACHS CREDIT PARTNERS L.P. and each of the other financial institutions from time to time party hereto, as Lenders and JPMORGAN CHASE BANK, N.A., as Issuing Lender and as administrative agent (in such capacity, the “Agent”) for the Lenders.

TOWER AUTOMOTIVE HOLDINGS USA, LLC and TA HOLDINGS FINANCE, INC., as Issuers, the Guarantors party hereto and WILMINGTON TRUST FSB as Trustee and Collateral Agent Indenture Dated as of August 24, 2010 Senior Secured Notes Due 2017
Indenture • September 7th, 2010 • Tower Automotive, LLC • Motor vehicle parts & accessories • New York

INDENTURE, dated as of August 24, 2010, between Tower Automotive USA Holdings, LLC, a limited liability company organized under the laws of Delaware, and TA Holdings Finance, Inc., a Delaware corporation, as issuers (collectively, the “Issuers”), the Guarantors party hereto and Wilmington Trust FSB, as trustee (in such capacity, the “Trustee”) and collateral agent (in such capacity, the “Collateral Agent”).

SECOND AMENDED AND RESTATED ABL SECURITY AGREEMENT Dated as of June 19, 2013 Among TOWER AUTOMOTIVE HOLDINGS USA, LLC, THE GUARANTORS PARTY HERETO and JPMORGAN CHASE BANK, N.A., as Agent
Abl Security Agreement • June 20th, 2013 • Tower International, Inc. • Motor vehicle parts & accessories • New York

SECOND AMENDED AND RESTATED ABL SECURITY AGREEMENT, dated as of June 19, 2013 (this “Agreement”) among TOWER AUTOMOTIVE HOLDINGS USA, LLC (the “Borrower”), the GUARANTORS party hereto and JPMORGAN CHASE BANK, N.A., as agent (in such capacity, the “Agent”).

SEPARATION AND GENERAL RELEASE AGREEMENT
Separation and General Release Agreement • July 25th, 2019 • Tower International, Inc. • Motor vehicle parts & accessories • Michigan

THIS SEPARATION AND GENERAL RELEASE AGREEMENT (this “Separation Agreement”) is entered into between Pär Malmhagen (“Employee”) and Tower Automotive Operations USA I, LLC (the “Employer”). For purposes of this Separation Agreement, “Company Group” means the Employer and its “Affiliates” which shall include any entity that directly or indirectly controls, is controlled by, or is under common control with the Employer and provided that, for purposes of this Release, Affiliate shall include Tower International, Inc. and any entity owned or controlled, directly or indirectly, by Tower International, Inc.

AMENDATORY AGREEMENT
Amendatory Agreement • July 12th, 2019 • Tower International, Inc. • Motor vehicle parts & accessories

AMENDATORY AGREEMENT (this “Amendment”), dated as of July 12, 2019, to the Amended and Restated Employment Agreement, dated as of December 18, 2018, and as further amended (the “Employment Agreement”), between Tower Automotive Operations USA I, LLC, a Delaware limited liability company (the “Company”), and Nanette Dudek (the “Employee”). (The Company and the Employee are each a “Party” and, collectively, the “Parties”.)

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