VOXX International Corporation Watch

from 8-K 183 pages Amendment No. 10 to Second Amended and Restated Credit Agreement

from 8-K 170 pages Amendment No. 9 to Second Amended and Restated Credit Agreement

from 8-K 22 pages Amendment No. 7 to Second Amended and Restated Credit Agreement and Waiver

from 10-K 11 pages Amendment No. 4 to Second Amended and Restated Credit Agreement

from 10-Q 8 pages Amendment No. 1 to Second Amended and Restated Credit Agreement

from 10-K 115 pages Second Amended and Restated Credit Agreement by and Among VOXX Accessories Corp. VOXX Electronics Corp. Code Systems, Inc. Invision Automotive Systems Inc. Klipsch Group, Inc. as Borrowers, VOXX International Corporation as Parent the Lenders That Are Signatories Hereto as the Lenders, Wells Fargo Bank, National Association as Administrative Agent and Wells Fargo Bank, National Association as Sole Lead Arranger and Sole Bookrunner Dated as of April 26, 2016

from 10-Q 11 pages Fifth Amendment to Amended and Restated Credit Agreement and Consent

from 10-Q 11 pages Fifth Amendment to Amended and Restated Credit Agreement and Consent

from 10-Q 16 pages Fourth Amendment to Amended and Restated Credit Agreement

from 8-K 165 pages Third Amendment to Amended and Restated Credit Agreement and Waiver

from 8-K 22 pages Second Amendment to Amended and Restated Credit Agreement and Waiver

from 10-K 13 pages First Amendment to Amended and Restated Credit Agreement

from 10-K 180 pages $205,000,000 Amended and Restated Credit Agreement Among VOXX International Corporation, as the Company, Audiovox Accessories Corporation, Audiovox Electronics Corporation, Audiovox Consumer Electronics, Inc., American Radio Corp., Code Systems, Inc., Invision Automotive Systems Inc., Batteries.com, LLC, and Klipsch Group, Inc., as Domestic Borrowers, VOXX International (Germany) Gmbh, as the Foreign Borrower, Certain Domestic and Foreign Subsidiaries of the Borrowers From Time to Time Party Hereto, as Guarantors, the Lenders Party Hereto, Wells Fargo Bank, National Association, as Administrative Agent Fifth Third Bank and Hsbc Bank USA, N.A., as Co-Syndication Agents and Citibank, N.A. and Rbs Citizens, N.A., as Co-Documentation Agents Dated as of March 14, 2012 Wells Fargo Securities, LLC, as Sole Lead Arranger and Sole Bookrunner

from 10-K 124 pages Credit Agreement by and Among Audiovox Accessories Corp. Audiovox Electronics Corporation Audiovox Consumer Electronics, Inc. American Radio Corp. Code Systems, Inc. Invision Automotive Systems, Inc. Klipsch Group, Inc. Batteries.com, LLC as Borrowers, Audiovox Corporation as Parent the Lenders That Are Signatories Hereto as the Lenders, Wells Fargo Capital Finance, LLC as Administrative Agent and Wells Fargo Capital Finance, LLC as Sole Lead Arranger and Sole Bookrunner Dated as of March 1, 2011 1

from 8-K/A 5 pages We Have Acted as Counsel for Audiovox Corporation, a Delaware Corporation (The "Borrower") and Each of the Subsidiaries Listed on Schedule a Hereto (Each a "Select Subsidiary"), as Guarantors, in Connection With the Credit Agreement Dated as of March , 2010 (The "Credit Agreement"), Among the Borrower, the Select Subsidiaries Parties Thereto as Guarantors, the Banks and Other Financial Institutions Identified Therein as Lenders, and Jpmorgan Chase Bank, N.A., as Administrative Agent and the Security Agreement Dated as of March 31, 2010 and Made in Connection With the Credit Agreement. Terms Defined in the Credit Agreement Are Used Herein With the Same Meanings. This Opinion Letter Is Being Furnished to the Administrative Agent and the Lenders Pursuant to Section 4.01(a) of the Credit Agreement

from 8-K/A 1 page Schedule 6.07 to the Credit Agreement Existing Restrictions

from 8-K/A ~10 pages Schedule 6.02 to the Credit Agreement Existing Liens

from 8-K/A 1 page Schedule 6.01 to the Credit Agreement Existing Indebtedness

from 8-K/A 1 page Schedule 3.13 to the Credit Agreement Capitalization and Subsidiaries

from 8-K/A 1 page Schedule 3.06 to the Credit Agreement Disclosed Matters Litigation