EXHIBIT C: Lender Acknowledgment and Consent ACKNOWLEDGEMENT AND CONSENT While not a party to the foregoing Tooling Bailment Agreement entered into by and between Bosch Automotive Service Solutions LLC as Bailor ("Bosch"), and ______________________, as Bailee ("Bailee") as of the ___day of _______, 20__, [NAME OF SECURED LENDER] (the "Lender") is a party to various loan and/or security agreements with Bailee and has a [first] priority, perfected security interest in [substantially all of Bailee's assets]. In such capacity, the Lender acknowledges, consents to, and agrees (i) that the exercise of its rights and remedies with respect to its liens and security interests is subject to all applicable terms of the Tooling Bailment Agreement, and (ii) that Bosch is the owner of the Equipment on Exhibit A to the Tooling Bailment Agreement. The Lender further agrees that upon Bosch's request, the Lender shall fully cooperate with Bosch and Bailee in effectuating Bosch's rights under the Tooling Bailment Agreement; provided, however, that the Lender shall not be required to expend any amounts to effectuate same. The fact that the Lender is executing this Acknowledgement and Consent shall not in any way make it a guarantor or surety for Bailee's performance under the Tooling Bailment Agreement. Further, except as provided in the Tooling Bailment Agreement, the Lender reserves its rights under its agreements with Bailee and applicable law or equity. [SECURED LENDER], As Lender By Its:
EXHIBIT C: Lender Acknowledgment and Consent ACKNOWLEDGEMENT AND CONSENT While not a party to the foregoing Tooling Bailment Agreement entered into by and between Bosch Automotive Service Solutions LLC as Bailor ("Bosch"), and ______________________, as Bailee ("Bailee") as of the ___day of _______, 20__, [NAME OF SECURED LENDER] (the "Lender") is a party to various loan and/or security agreements with Bailee and has a [first] priority, perfected security interest in [substantially all of Bailee's assets]. In such capacity, the Lender acknowledges, consents to, and agrees (i) that the exercise of its rights and remedies with respect to its liens and security interests is subject to all applicable terms of the Tooling Bailment Agreement, and (ii) that Bosch is the owner of the Equipment on Exhibit A to the Tooling Bailment Agreement. The Lender further agrees that upon Bosch's request, the Lender shall fully cooperate with Bosch and Bailee in effectuating Bosch's rights under the Tooling Bailment Agreement; provided, however, that the Lender shall not be required to expend any amounts to effectuate same. The fact that the Lender is executing this Acknowledgement and Consent shall not in any way make it a guarantor or surety for Bailee's performance under the Tooling Bailment Agreement. Further, except as provided in the Tooling Bailment Agreement, the Lender reserves its rights under its agreements with Bailee and applicable law or equity. [SECURED LENDER], As Lender By Its:
09_Tooling-Bailment-Agreement-Bosch-AA-AS-10-14-14.docx