EXECUTION COPY SECOND AMENDED AND RESTATED PLEDGE AGREEMENT Dated as of July 27, 2001Pledge Agreement • August 9th, 2001 • Accuride Corp • Motor vehicle parts & accessories • New York
SECURITY AGREEMENT ACCURIDE CANADA INC. incorporated under the laws of Ontario THIS SECURITY AGREEMENT is made as of the 27th day of July, 2001 by ACCURIDE CANADA INC. (the "CORPORATION"), whose principal office or place of business in the Province of...Security Agreement • August 9th, 2001 • Accuride Corp • Motor vehicle parts & accessories • Ontario
betweenLease Agreement • April 16th, 1998 • Accuride Corp • Motor vehicle parts & accessories
EXECUTION COPY SECOND AMENDED AND RESTATED CREDIT AGREEMENT Dated as of July 27, 2001Credit Agreement • August 9th, 2001 • Accuride Corp • Motor vehicle parts & accessories • New York
AMENDED AND RESTATED LEASE AGREEMENT THIS AMENDED AND RESTATED LEASE AGREEMENT (the "LEASE"), dated as of April 1, 1999, between KAISER ALUMINUM & CHEMICAL CORPORATION, a Delaware corporation (the "LANDLORD"), and AKW L.P., a Delaware limited...Lease Agreement • April 12th, 1999 • Accuride Corp • Motor vehicle parts & accessories
Dated as of March 31, 2000Credit Agreement • March 26th, 2001 • Accuride Corp • Motor vehicle parts & accessories • New York
PURCHASE AGREEMENTPurchase Agreement • August 16th, 1999 • Accuride Corp • Motor vehicle parts & accessories
EXHIBIT 4.2 REGISTRATION RIGHTS AGREEMENT Dated as of January 21, 1998Registration Rights Agreement • April 16th, 1998 • Accuride Corp • Motor vehicle parts & accessories • New York
PURCHASE AGREEMENTPurchase Agreement • April 12th, 1999 • Accuride Corp • Motor vehicle parts & accessories • Delaware
CREDIT AGREEMENTCredit Agreement • April 16th, 1998 • Accuride Corp • Motor vehicle parts & accessories • New York
PURCHASE AGREEMENTAccuride Corp • April 16th, 1998 • Motor vehicle parts & accessories • New York
SECURITY AGREEMENT Dated as of July 27, 2001Security Agreement • August 9th, 2001 • Accuride Corp • Motor vehicle parts & accessories • New York
Accuride Corporation REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 2nd, 2010 • Accuride Corp • Motor vehicle parts & accessories • New York
Accuride Corporation, a Delaware corporation (the “Issuer”), proposes to issue and sell, upon the terms set forth in a purchase agreement of even date herewith (the “Purchase Agreement”) by and between the Issuer, the guarantors (as defined below) and Credit Suisse, as representative of the several purchases (collectively, the “Initial Purchasers”), an $310,000,000 aggregate principal amount of its 9.5% Senior Secured Notes due 2018 (the “Initial Securities”), the Initial Securities will be unconditionally guaranteed (the “Guarantees”) by the guarantors named therein (the “Guarantors” and together with the Issuer, the “Company”). The Initial Securities will be issued pursuant to an Indenture, dated as of July 29, 2010 (the “Indenture”), among the Issuer, the Guarantors, Wilmington Trust FSB, as trustee (the “Trustee”), and Deutsche Bank Trust Americas, as collateral agent. As an inducement to the Initial Purchasers, the Company agrees with the Initial Purchasers, for the benefit of the
by and betweenRegistration Rights Agreement • April 16th, 1998 • Accuride Corp • Motor vehicle parts & accessories • New York
Parties ................................................................... 1 ARTICLE I DEFINITIONS, ACQUISITION, CONSTRUCTION AND FINANCING OF THE PROJECT SECTION 1.1 Definitions .............................................. 3 1.2 Lease of Property...Lease Agreement • April 16th, 1998 • Accuride Corp • Motor vehicle parts & accessories • Kentucky
CREDIT AGREEMENT by and among WELLS FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent, WELLS FARGO BANK, NATIONAL ASSOCIATION, as Lead Arranger, WELLS FARGO BANK, NATIONAL ASSOCIATION, as Book Runner, BMO HARRIS BANK N.A., as Syndication...Credit Agreement • July 12th, 2013 • Accuride Corp • Motor vehicle parts & accessories • New York
ACCURIDE CORPORATION INDEMNIFICATION AGREEMENTIndemnification Agreement • April 21st, 2005 • Accuride Corp • Motor vehicle parts & accessories • Delaware
This Indemnification Agreement (the “Agreement”) is made as of , 200 by and between Accuride Corporation, a Delaware corporation (the “Company”), and (the “Indemnitee”).
AMENDMENT NO. 4 TO THE CREDIT AGREEMENTCredit Agreement • March 26th, 2001 • Accuride Corp • Motor vehicle parts & accessories • New York
RECITALSStockholders' Agreement • April 16th, 1998 • Accuride Corp • Motor vehicle parts & accessories • New York
AGREEMENT AND PLAN OF MERGER by and among ARMOR PARENT CORP., ARMOR MERGER SUB CORP. and ACCURIDE CORPORATION Dated as of September 2, 2016Agreement and Plan of Merger • September 2nd, 2016 • Accuride Corp • Motor vehicle parts & accessories • Delaware
This AGREEMENT AND PLAN OF MERGER, dated as of September 2, 2016 (this “Agreement”), is made by and among ARMOR PARENT CORP., a Delaware corporation (“Parent”), ARMOR MERGER SUB CORP., a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”), and ACCURIDE CORPORATION, a Delaware corporation (the “Company”). All capitalized terms used in this Agreement shall have the meanings assigned to such terms in Section 8.4 or as otherwise defined elsewhere in this Agreement unless the context clearly indicates otherwise.
JOINT MARKETING AGREEMENT GIANETTI RUOTE SPAJoint Marketing Agreement • March 26th, 2001 • Accuride Corp • Motor vehicle parts & accessories
Exhibit 4.7 ASSIGNMENT AND AMENDMENT OF STOCKHOLDERS' AGREEMENT This Assignment and Amendment of Stockholders' Agreement, dated as of September 30, 1998 (the "Assignment") is made among Phelps Dodge Corporation, a New York corporation ("Phelps...Assignment And • December 2nd, 1998 • Accuride Corp • Motor vehicle parts & accessories
EXHIBIT 10.15 LEASE AMENDMENT Lease Amendment made as of the 19th day of December, 1986, by and between the Fiscal Court of Henderson County, Kentucky (the "County") and Accuride Corporation ("Accuride") having its principal place of business in...Lease Amendment • April 16th, 1998 • Accuride Corp • Motor vehicle parts & accessories
FORM OF SEVERANCE AGREEMENTForm of Severance Agreement • April 16th, 1998 • Accuride Corp • Motor vehicle parts & accessories • Delaware
Accuride Corporation Common Stock ($0.01 par value) UNDERWRITING AGREEMENTUnderwriting Agreement • May 24th, 2007 • Accuride Corp • Motor vehicle parts & accessories • New York
Certain stockholders named in Schedule II hereto (collectively, the “Selling Stockholders”) of Accuride Corporation, a corporation organized under the laws of Delaware (the “Company”), propose to sell to the several underwriters named in Schedule I hereto (the “Underwriters”), for whom you (the “Representative”) are acting as representative, 5,400,000 shares of Common Stock, par value $0.01 per share (the “Common Stock”), of the Company (said shares to be sold by the Selling Stockholders being hereinafter called the “Securities”). To the extent there are no additional Underwriters listed on Schedule I other than you, the term Representative as used herein shall mean you, as sole Underwriter, and the term Underwriter shall mean either the singular or plural as the context requires. In addition, to the extent that there is not more than one Selling Stockholder named in Schedule II, the term Selling Stockholder shall mean either the singular or plural as the context requires. Certain term
RECITALSRepayment and Stock Pledge Agreement • April 16th, 1998 • Accuride Corp • Motor vehicle parts & accessories • Delaware
REGISTRATION AGREEMENTRegistration Agreement • February 4th, 2009 • Accuride Corp • Motor vehicle parts & accessories • Delaware
THIS REGISTRATION AGREEMENT (this “Agreement”) is made as of February 4, 2009, by and among Accuride Corporation, a Delaware corporation (the “Company”), Sun Accuride Debt Investments, LLC, a Delaware limited liability company (“Sun”), and each Person who becomes a party to this Agreement after the date hereof by executing a joinder agreement hereto (collectively, the “Other Investors”). Otherwise undefined capitalized terms used herein are defined in Section 8 hereof.
February 1, 2011 Mr. Richard F. Dauch Bloomfield Hills, Michigan 48304 Re: Severance and Retention Agreement Dear Rick:Accuride Corp • February 1st, 2011 • Motor vehicle parts & accessories • Indiana
Our Board of Directors believes that it is in the best interests of Accuride Corporation (“Accuride”) and its shareholders to take appropriate steps to allay any concerns you may have about your future employment opportunities with Accuride and its “Affiliates” (as defined in Section 2(f)). Accuride and its Affiliates are collectively referred to in this Agreement as the “Company.” As a result, the Board has decided to offer to you the special package of benefits described below. Please sign the extra copy of this Severance and Retention Agreement (the “Agreement”) which is enclosed and return it to me. This Agreement represents the sole right you have to severance and supersedes all previous discussions regarding severance.
ARTICLE ICredit Agreement • March 30th, 1999 • Accuride Corp • Motor vehicle parts & accessories • New York
WITNESSETH:Purchase and Sale Agreement • April 16th, 1998 • Accuride Corp • Motor vehicle parts & accessories • Tennessee
Accuride CorporationRights Agreement • October 11th, 2016 • Accuride Corp • Motor vehicle parts & accessories • Delaware
The Agreement provides that until the Distribution Date (or earlier redemption, exchange, termination or expiration of the Rights), the Rights will be transferred with and only with the Common Stock. Until the Distribution Date (or earlier redemption, exchange, termination or expiration of the Rights), new Common Stock certificates issued after the close of business on the Record Date upon transfer or new issuance of the Common Stock will contain a notation incorporating the Agreement by reference, and the Company will deliver a notice to that effect upon the transfer or new issuance of book entry shares. Until the Distribution Date (or earlier redemption, exchange, termination or expiration of the Rights), the surrender for transfer of any certificates for Common Stock or any book entry shares, with or without such notation, notice or a copy of this Summary of Rights, will also constitute the transfer of the Rights associated with the Common Stock represented by such certificate or th
Accuride Corporation 7,000,000 Shares plus an option to purchase from the Selling Stockholders up to 1,050,000 additional Securities Common Stock ($0.01 par value) Underwriting AgreementAccuride Corp • September 29th, 2005 • Motor vehicle parts & accessories • New York
Certain stockholders named in Schedule II hereto (collectively, the “Selling Stockholders”) of Accuride Corporation, a corporation organized under the laws of Delaware (the “Company”), propose to sell to the several underwriters named in Schedule I hereto (the “Underwriters”), for whom you (the “Representatives”) are acting as representatives, 7,000,000 shares of Common Stock, par value $0.01 per share (“Common Stock”) of the Company, (said shares to be sold by the Selling Stockholders being hereinafter called the “Underwritten Securities”). The Selling Stockholders named in Schedule II hereto also propose to grant to the Underwriters an option to purchase up to 1,050,000 additional shares of Common Stock (the “Option Securities”; the Option Securities, together with the Underwritten Securities, being hereinafter called the “Securities”). To the extent there are no additional Underwriters listed on Schedule I other than you, the term Representatives as used herein shall mean you, as Un
as Issuer andAccuride Corp • April 16th, 1998 • Motor vehicle parts & accessories • New York
QuickLinks -- Click here to rapidly navigate through this document November 20, 2001 Tier III Employee Accuride Corporation 7140 Office Circle Evansville, IN 47715 Change in Control Agreement Dear Tier III Employee:Accuride Corp • March 15th, 2002 • Motor vehicle parts & accessories • Indiana
Our Board of Directors believes that it is in the best interests of Accuride Corporation ("Accuride") and its shareholders to take appropriate steps to allay any concerns you may have about your future employment opportunities with Accuride and its subsidiaries (Accuride and its subsidiaries are collectively referred to as the "Company"). As a result, the Board has decided to offer to you the special package of benefits described below.
Exhibit 10.4 FORM OF NON-QUALIFIED STOCK OPTION AGREEMENT This Non-Qualified Stock Option Agreement (this "Agreement") is entered into as of _______________ by and between ACCURIDE CORPORATION, a Delaware corporation hereinafter referred to as the...Non-Qualified Stock Option Agreement • April 16th, 1998 • Accuride Corp • Motor vehicle parts & accessories • Delaware
