Horizon Global Corp Watch

from 8-K 85 pages Agreement and Plan of Merger by and Among First Brands Group, LLC, Phx Merger Sub, Inc., and Horizon Global Corporation Dated as of December 30, 2022

from 8-K 78 pages 9.5 Principal Seller’s Response 30 9.6 Dispute Procedure 31 9.7 Acceptance and Deemed Acceptance 31 9.8 Dispute Resolution Procedure 31 9.9 Referral to Independent Expert 31 9.10 Independent Expert Procedure 32 9.11 Working Capital and Debt Adjustments 33 9.12 Payment of the Net Adjustment Amount 34 10. Sellers' Warranties 34 10.1 Principal Seller’s Warranties 35 10.2 First Thailand Seller’s Title & Capacity Warranties 35 10.3 Second Thailand Seller’s Title & Capacity Warranties 35 11. Principal Sellers' Tax Indemnities 35 12. Buyers' Warranties 36 12.1 Principal Buyer’s Warranties 36 13. Excluded Liability and Non-Reliance 36 13.1 Forward Looking Information 36 13.2 Statutory Actions Excluded 36 13.3 Buyer Group Acknowledgments 36 13.4 No Claims Against Excluded Persons 37 14. Claims Procedure 37 14.1 Written Notice of Claims 37 14.2 Claim Agreed 37 14.3 Claim Dispute 38 15. Qualifications and Limitations on Liabilities 38 15.1 General Limitations 38 15.2 Independent Limitations 38 15.3 Time Limits 39 15.4 Minimum Claim Amount 39 15.5 Maximum Aggregate Liability 39 15.6 Entitlement to Credits or Amounts 39 15.7 No Double Claims 39 15.8 Mitigation by the Buyers 49 15.9 Reduction of Purchase Price 50 16. Warranty & Indemnity Insurance 50 16.1 W&I Policy 50 16.2 Nil Recourse 50 16.3 Waiver and Buyers’ Obligations 50 16.4 Application of Clause 16 51 16.5 No Claims Declarations 51 17. Period After Completion 51 17.1 Access to Records by Sellers 51 17.2 Run-Off Insurance 52 17.3 Misallocation of Assets 52 18. Confidentiality 53 18.1 Existing Confidentiality Agreement 53

from SC 13D 7 pages Limited Liability Company Agreement Resurgent Capital, LLC

from SC 13D 7 pages Limited Liability Company Agreement Resurgent Capital, LLC

from 10-K 68 pages Schedules Schedule B Corporate Chart Schedule E Data Room Dvd Schedule 1.1 Definitions Schedule 2.2 Deed of Transfer Schedule 2.4.1 Example Calculation of the Purchase Price Adjustment for the Brink SA Buy Out Schedule 3.2 Form of Leakage Notice Schedule 4.5 Horizon Global Corporation Guarantee Schedule 5.5 Notary Letter Schedule 5.6 W&I Insurance Policy Schedule 6.3.a Completion Agenda Schedule 6.3.b Lease Waiver and Amendment Agreement Schedule 8.2 Sellers' Warranties Schedule 9 Tax Schedule 10.6.1.a Audited Accounts and Interim Accounts Schedule 12 Escrow Agreement Schedule 13.1 Purchaser's Warranties This Agreement ("Agreement") Is Made Between

from 8-K 58 pages Sebastian Herrler

from 8-K 52 pages Separation and Distribution Agreement Between Trimas Corporation and Horizon Global Corporation Dated June 30, 2015

from S-1/A 52 pages Separation and Distribution Agreement Between Trimas Corporation and Horizon Global Corporation Dated [ ], 2015

from S-1/A 51 pages Separation and Distribution Agreement Between Trimas Corporation and Horizon Global Corporation Dated [ ], 2015

from S-1/A 49 pages Separation and Distribution Agreement Between Trimas Corporation and Horizon Global Corporation Dated [ ], 2015