Keystone Automotive Industries, Inc. Nonqualified Stock Option Award AgreementNonqualified Stock Option Award Agreement • March 2nd, 2007 • Keystone Automotive Industries Inc • Wholesale-motor vehicle supplies & new parts • Tennessee
THIS AGREEMENT, effective June 14, 2006, represents the grant of a nonqualified stock option (“Option”) by Keystone Automotive Industries, Inc. (the “Company”) to the Participant named below, pursuant to the provisions of the 2005 Omnibus Incentive Plan (the “Plan”).
EMPLOYMENT MEMORANDUM OF UNDERSTANDINGKeystone Automotive Industries Inc • March 2nd, 2007 • Wholesale-motor vehicle supplies & new parts
This Memorandum of Understanding supersedes and replaces the understanding of April 2004, is effective as of February 26, 2007, and sets forth the mutual agreement between you and Keystone Automotive Industries, Inc. (“Keystone”) with respect to your employment by Keystone as its President and Chief Executive Officer. Your employment by Keystone is on an at will basis subject to your rights under the Separation Agreement with Keystone entered into and effective February 26, 2007. You agree to perform such duties and acts as may reasonably be required by the Board of Directors, consistent with your position as the Chief Executive Officer, in connection with any aspect of Keystone’s business. In that regard, you agree to devote your entire productive time, ability and attention to, and shall diligently and conscientiously use your best efforts to further, Keystone’s business, and you shall not without the prior written consent or other than at the request of the Board of Directors, perfo
SEPARATION AGREEMENTSeparation Agreement • March 2nd, 2007 • Keystone Automotive Industries Inc • Wholesale-motor vehicle supplies & new parts • Tennessee
This Separation Agreement (the “Agreement”) is made and entered into by and between Richard Keister (the “Executive”) and Keystone Automotive Industries, Inc., a California Corporation (the “Company”). As used herein, “the parties to this Agreement” or “the parties” shall refer collectively to Executive and the Company.
Keystone Automotive Industries, Inc. 2006 Performance Share Program Award Agreement Richard L. KeisterKeystone Automotive Industries Inc • March 2nd, 2007 • Wholesale-motor vehicle supplies & new parts • Tennessee
Congratulations on your selection as a Participant in the Performance Share Program (“Program”) which is governed by the Keystone Automotive Industries, Inc. 2005 Omnibus Incentive Plan (the “Plan”). This Award Agreement and the Plan together govern your rights under the Program with respect to your award of performance-based restricted Shares (the “Performance Shares”) and set forth all of the conditions and limitations affecting such rights. Terms used in this Award Agreement that are defined in the Plan shall have the meanings ascribed to them in the Plan. If there is any inconsistency between the terms of this Award Agreement and the terms of the Plan, the Plan’s terms shall supersede and replace the conflicting terms of this Award Agreement. For purposes of this Agreement, “Keystone” means the Company, its Affiliates, and/or its Subsidiaries.
