0001193125-15-373550 Sample Contracts

ABL GUARANTEE AND COLLATERAL AGREEMENT made by UCI HOLDINGS LIMITED, UCI INTERNATIONAL, LLC, and certain Domestic Subsidiaries of Holdings, in favor of CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH, as Collateral Agent Dated as of September 30, 2015
Guarantee and Collateral Agreement • November 10th, 2015 • Uci Holdings LTD • Motor vehicle parts & accessories • New York

ABL GUARANTEE AND COLLATERAL AGREEMENT, dated as of September 30, 2015, made by UCI HOLDINGS LIMITED, a New Zealand limited liability company (as further defined in the Credit Agreement, “Holdings”), UCI INTERNATIONAL, LLC, a Delaware limited liability company (as further defined in the Credit Agreement, the “Parent Borrower”) and certain Subsidiaries of Holdings from time to time party hereto, in favor of CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH, as collateral agent (in such capacity, and together with its successors and assigns in such capacity, the “Collateral Agent”) for the Secured Parties (as defined below).

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Copyright Security Agreement • November 10th, 2015 • Uci Holdings LTD • Motor vehicle parts & accessories • New York

COPYRIGHT SECURITY AGREEMENT dated as of September 30, 2015 (this “Agreement”), among the grantors listed on Schedule I hereto (the “Grantors”) and CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH, as collateral agent (in such capacity, the “Collateral Agent”).

Contract
Trademark Security Agreement • November 10th, 2015 • Uci Holdings LTD • Motor vehicle parts & accessories • New York

TRADEMARK SECURITY AGREEMENT dated as of September 30, 2015 (this “Agreement”), among the grantors listed on Schedule I hereto (the “Grantors”) and CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH, as collateral agent (in such capacity, the “Collateral Agent”).

Contract
Patent Security Agreement • November 10th, 2015 • Uci Holdings LTD • Motor vehicle parts & accessories • New York

PATENT SECURITY AGREEMENT dated as of September 30, 2015 (this “Agreement”), among the grantors listed on Schedule I hereto (the “Grantors”) and CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH, as collateral agent (in such capacity, the “Collateral Agent”).

ABL CREDIT AGREEMENT Dated as of September 30, 2015 among UCI HOLDINGS LIMITED, as Holdings, UCI ACQUISITION HOLDINGS (NO. 1) CORP, UCI INTERNATIONAL, LLC, as Parent Borrower, THE SUBSIDIARY BORROWERS PARTY HERETO, as Borrowers, THE SEVERAL LENDERS...
Intercreditor Agreement • November 10th, 2015 • Uci Holdings LTD • Motor vehicle parts & accessories • New York

CREDIT AGREEMENT, dated as of September 30, 2015, among UCI INTERNATIONAL, LLC, a Delaware limited liability company (as further defined in Subsection 1.1, the “Parent Borrower”), the Subsidiary Borrowers from time to time party hereto (together with the Parent Borrower, collectively, the “Borrowers” and each individually, a “Borrower”), UCI HOLDINGS LIMITED, a New Zealand limited liability company (“Holdings”), UCI ACQUISITION HOLDINGS (NO. 1) CORP, a Delaware corporation (“Acquisition Holdings (No. 1)”), the several banks and other financial institutions from time to time party to this Agreement (as further defined in subsection 1.1, the “Lenders”), CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH, as an issuing lender (in such capacity, an “Issuing Lender”), and as administrative agent (in such capacity, the “Administrative Agent”) and collateral agent (in such capacity, the “Collateral Agent”) for the Lenders and the Issuing Lenders hereunder.

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