0001193125-14-100042 Sample Contracts

Lear Corporation Underwriting Agreement
Lear Corp • March 14th, 2014 • Motor vehicle parts & accessories • New York

Lear Corporation, a corporation organized under the laws of the State of Delaware (the “Company”), proposes to sell to the several underwriters named in Schedule II hereto (the “Underwriters”), for whom you (the “Representative”) are acting as representative, the principal amount of its securities identified in Schedule I hereto (the “Notes”), to be issued under an indenture dated as of March 26, 2010 (the “Base Indenture”), among the Company, the subsidiary guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as trustee (the “Trustee”), as amended and supplemented through the date hereof and as further supplemented by the Fourth Supplemental Indenture, to be dated as of March 14, 2014, among the Company, the subsidiary guarantors party thereto (the “Subsidiary Guarantors”) and the Trustee (the “Fourth Supplemental Indenture” and together with the Base Indenture, the “Indenture”). To the extent there are no additional Underwriters listed on Schedule I other tha

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LEAR CORPORATION, as Issuer THE SUBSIDIARY GUARANTORS PARTY HERETO, as Subsidiary Guarantors AND THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee 5.375% SENIOR NOTES DUE 2024 FOURTH SUPPLEMENTAL INDENTURE DATED AS OF MARCH 14, 2014
Fourth Supplemental Indenture • March 14th, 2014 • Lear Corp • Motor vehicle parts & accessories • New York

This FOURTH SUPPLEMENTAL INDENTURE, dated as of March 14, 2014 (this “Fourth Supplemental Indenture”), is by and among Lear Corporation, a Delaware corporation (such corporation and any successor as defined in the Base Indenture, the “Company”), the Subsidiary Guarantors party hereto and The Bank of New York Mellon Trust Company, N.A., as trustee (such institution and any successor as defined in the Base Indenture, the “Trustee”).

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