0001193125-15-122936 Sample Contracts

Combination Agreement entered into by Fenix Parts, Inc., Gary A. Beagell, Linda Beagell and Steve Barkwell and Gary’s U-Pull It, Inc. August 26, 2014
Combination Agreement • April 8th, 2015 • Fenix Parts, Inc. • Wholesale-motor vehicles & motor vehicle parts & supplies • Delaware

This Combination Agreement (this “Agreement”) is entered into as of August 26, 2014 by Fenix Parts, Inc., a Delaware corporation (“Fenix”), Gary A. Beagell, Linda Beagell and Steve Barkwell (each a “Shareholder” and together the “Shareholders”), and Gary’s U-Pull It, Inc., a New York corporation (the “Company”).

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Registration Rights Agreement
Registration Rights Agreement • April 8th, 2015 • Fenix Parts, Inc. • Wholesale-motor vehicles & motor vehicle parts & supplies • Delaware

This Registration Rights Agreement (the “Agreement”) is entered into as of , 2014 by Fenix Parts, Inc., a Delaware corporation (“Fenix”) and Goldy Metals Incorporated, an Ontario corporation (“Goldy Metals”, and Goldy Metals (Ottawa) Inc., an Ontario corporation (“Goldy Ottawa” and, together with Goldy Metals, the “Corporate Shareholders”).

Amended and Restated Combination Agreement entered into by Fenix Parts, Inc., Fenix Parts Canada, Inc., David A. Gold and Kenneth L. Gold And Goldy Metals Incorporated, End of Life Vehicles Inc., Goldy Metals (Ottawa) Incorporated and 2434861 Ontario...
Combination Agreement • April 8th, 2015 • Fenix Parts, Inc. • Wholesale-motor vehicles & motor vehicle parts & supplies • Ontario

This Amended and Restated Combination Agreement (this “Agreement”) is entered into as of the 10th day of November, 2014 by Fenix Parts, Inc., a Delaware corporation (“Fenix”), Fenix Parts Canada, Inc., a Canadian Corporation (“Purchaser”), David A. Gold and Kenneth L. Gold (each a “Shareholder” and together the “Shareholders”), and the following corporations (each a “Standard Company” and together the “Standard Companies”): Goldy Metals Incorporated, an Ontario corporation (“Goldy Metals”); End of Life Vehicles Inc., an Ontario corporation (“EOL”); Goldy Metals (Ottawa) Incorporated, an Ontario corporation (“Goldy Ottawa”) and 2434861 Ontario Inc., an Ontario corporation (“Newco”);

Combination Agreement entered into by Fenix Parts, Inc., John J. Brennan and Leesville Auto Wreckers, Inc. August 18, 2014
Industrial Building Lease • April 8th, 2015 • Fenix Parts, Inc. • Wholesale-motor vehicles & motor vehicle parts & supplies • Delaware

This Combination Agreement (this “Agreement”) is entered into as of August 18, 2014 by Fenix Parts, Inc., a Delaware corporation (“Fenix”), John J. Brennan (sole “Shareholder”), and Leesville Auto Wreckers, Inc., a New Jersey corporation (the “Company”).

First Amendment to Combination Agreement
Combination Agreement • April 8th, 2015 • Fenix Parts, Inc. • Wholesale-motor vehicles & motor vehicle parts & supplies

This First Amendment to Combination Agreement (this “Amendment”) is entered into as of March 5, 2015 by Fenix Parts, Inc., a Delaware corporation (“Fenix”), Mark Eiss, John Eiss and Timothy Eiss (each a “Shareholder” and together the “Shareholders”), and Eiss Brothers, Inc., a New York corporation (the “Company”).

Combination Agreement entered into by Fenix Parts, Inc., Donald Beagell, Jr., Cynthia Howard, Gregory Beagell and Michael Colsten and Don’s Automotive Mall, Inc. August 27, 2014
Agreement • April 8th, 2015 • Fenix Parts, Inc. • Wholesale-motor vehicles & motor vehicle parts & supplies • Delaware

This Combination Agreement (this “Agreement”) is entered into as of August 27, 2014 by Fenix Parts, Inc., a Delaware corporation (“Fenix”), Donald Beagell, Jr., Cynthia Howard, Gregory Beagell and Michael Colsten (each a “Shareholder” and together the “Shareholders”), and Don’s Automotive Mall, Inc., a New York corporation (the “Company”).

First Amendment to Combination Agreement
Combination Agreement • April 8th, 2015 • Fenix Parts, Inc. • Wholesale-motor vehicles & motor vehicle parts & supplies

This First Amendment to Combination Agreement (this “Amendment”) is entered into as of February 26, 2015 This Combination Agreement (this “Agreement”) is entered into by Fenix Parts, Inc., a Delaware corporation (“Fenix”), David A. Gold and Kenneth L. Gold (each a “Shareholder” and together the “Shareholders”), Standard Auto Wreckers Inc., a New York corporation (the “Company”), and Goldy Metals Incorporated, an Ontario corporation and Goldy Metals Holdings Inc., an Ontario corporation (each a “Corporate Shareholder” and together the “Corporate Shareholders”).

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