0001140361-14-025769 Sample Contracts

AMENDMENT NO. 1 TO EMPLOYMENT AGREEMENT
Employment Agreement • June 16th, 2014 • Motorcar Parts America Inc • Motor vehicle parts & accessories

THIS AMENDMENT NO. 1, dated as of July 1, 2014 (this “AMENDMENT”), to the Employment Agreement, dated as of May 18, 2012 (the “EMPLOYMENT AGREEMENT”), by and between Motorcar Parts of America, Inc. (“COMPANY”) and Selwyn Joffe, an individual residing at 2687 Cordelia Road, Los Angeles, CA 90049 (“EXECUTIVE”). Capitalized terms used but not defined herein shall have the meanings ascribed to them in the EMPLOYMENT AGREEMENT.

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FIRST AMENDMENT TO FINANCING AGREEMENT
Financing Agreement • June 16th, 2014 • Motorcar Parts America Inc • Motor vehicle parts & accessories • New York

FIRST AMENDMENT, dated as of June 12, 2014 (this "First Amendment"), to the Amended and Restated Financing Agreement, dated as of November 6, 2013 (as amended, restated, supplemented, modified or otherwise changed from time to time, the "Financing Agreement"), by and among Motorcar Parts of America, Inc., a New York corporation (the "Borrower"), the lenders from time to time party thereto (each a "Lender" and collectively, the "Lenders"), Cerberus Business Finance, LLC, a Delaware limited liability company ("Cerberus"), as collateral agent for the Lenders (in such capacity, together with its successors and assigns in such capacity, the "Collateral Agent"), and PNC Bank, National Association ("PNC"), as administrative agent for the Lenders (in such capacity, together with its successors and assigns in such capacity, the "Administrative Agent" and together with the Collateral Agent, each an "Agent" and collectively, the "Agents").

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