WAIVER, ASSIGNMENT AND ASSUMPTION AGREEMENT
Exhibit 10.19
This Waiver, Assignment and Assumption Agreement (this “Assignment Agreement”), entered into
as of May 17, 2007, by and among Xxxxxx Yarn Corporation, a South Carolina corporation
(“Assignor”), maintaining an office at 00 Xxxx 00xx Xxxxxx, Xxxxxxxx, Xxx Xxxxxx 00000;
the several purchasers (collectively, the “Assignees”) listed on Schedule I of that certain
Stock Purchase Agreement, of even date herewith (the “Purchase Agreement”); and Unifi, Inc., a New
York corporation (the “Company”), maintaining an office at 0000 X. Xxxxxxxx Xxxxxx, Xxxxxxxxxx,
Xxxxx Xxxxxxxx 00000. Assignor, Assignees and the Company are referred to collectively herein as
the “Parties.” Capitalized terms not otherwise described herein shall have the meanings ascribed
to them in the Purchase Agreement.
WITNESSETH
WHEREAS, Assignor and the Company are parties to that certain Registration Rights Agreement,
dated January 1, 2007 (the “Agreement”), covering the Xxxxxx Shares beneficially owned by Assignor;
WHEREAS, Assignor, as “Seller,” and Assignees, as “Purchasers,” are parties to the Purchase
Agreement, pursuant to which, subject to the terms, conditions, representations and warranties set
forth therein, Assignees will purchase from Assignor the Shares (the “Transfer”);
WHEREAS, simultaneously with the closing of the transactions contemplated by the Purchase
Agreement, the Parties mutually desire that (a) with respect to the Shares, Assignor assign to each
Assignee certain of its rights and delegate certain of its obligations under the Agreement with
respect to the Shares to be sold to such Assignee under the Purchase Agreement; (b) the Company
consent to (1) the assignment and delegation contemplated hereby, (2) the Transfer, and (3) the
waiver of certain provisions in the Agreement; and (c) that each Assignee assume certain of the
obligations of Assignor under the Agreement with respect to the Shares to be sold to such Assignee
under the Purchase Agreement;
WHEREAS, the Company’s consent to the Transfer and the waiver by the Company of certain
lock-up restrictions under the Agreement are a condition precedent to each of the Assignor’s and
the Assignees’ consummation of the Transfer;
WHEREAS, pursuant to Section 10(b) of the Agreement, such Agreement may be amended, modified
or supplemented by the Company and the holders of a majority of the outstanding “Registrable
Securities” (as defined in the Agreement) (the “Requisite Approval”);
WHEREAS, Assignor, prior to the effectuation of the Transfer, holds all of the Registrable
Securities; and
WHEREAS, upon execution of this Assignment Agreement by Assignor and the Company, the
Requisite Approval shall have been received for the waiver of the provisions of the Agreement
specified below.
NOW, THEREFORE, in consideration of the mutual covenants contained herein and other valuable
consideration, the receipt and adequacy of which are expressly acknowledged, the Parties agree as
follows:
1. Conditions Precedent. The consents and other agreements of the Company contained in this
Assignment, including, but not limited to the Requisite Approval, shall be subject to the following
conditions precedent:
(a) The Company shall have received a copy of the Opinion, duly executed by counsel to
Assignor;
(b) The representations and warranties of Assignor contained in Sections 3.2 and 3.3 of the
Purchase Agreement and of the Assignees contained Sections 4.1, 4.2, 4.3(a) and 4.3(b) in the
Purchase Agreement (which Assignor and the Assignees acknowledge may be relied upon by the Company)
shall be true and correct as of the date hereof;
(c) The representations and warranties of Assignor and the Assignees contained in Section 5
hereof shall be true and correct as of the date hereof; and
(d) The Company shall have received all information of the Assignees required to be provided
under Section 7(b)(i) of the Agreement.
2. Assignment and Assumption.
(a) Effective as of the Closing Date, Assignor assigns to each Assignee its rights and
delegates its obligations under the Agreement as a “Holder” (as defined in the Agreement) with
respect to the Shares being sold to each Assignee under the Purchase Agreement.
(b) Each Assignee hereby accepts the foregoing assignment and hereby assumes all of the
obligations of Assignor under the Agreement with respect to the Shares being sold to such Assignee,
as amended by this Assignment Agreement, as a Holder thereunder and agrees to perform such
obligations.
(c) Notwithstanding anything to the contrary in paragraphs (a) and (b) in this Section 2 or in
the Agreement, no Assignee nor the Shares sold to such Assignee shall be subject to 6(a) and 6(b)
of the Agreement.
(d) Section 2(a) of the Agreement shall be amended (only with respect to certificates issued
to Assignees evidencing the Shares being sold to them pursuant to the Purchase Agreement) such that
the restrictive legend required by such Section 2(a) shall be in the following form:
THE SHARES BEING EVIDENCED HEREBY HAVE NOT BEEN REGISTERED UNDER THE
SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”). SUCH SHARES MAY NOT
BE TRANSFERRED UNLESS A REGISTRATION
STATEMENT UNDER THE ACT IS IN EFFECT AS TO SUCH TRANSFER OR, IN THE
OPINION OF COUNSEL FOR THE COMPANY, SUCH TRANSFER MAY BE MADE
PURSUANT TO RULE 144 OR REGISTRATION UNDER THE ACT IS OTHERWISE
UNNECESSARY IN ORDER FOR SUCH TRANSFER TO COMPLY WITH THE ACT.
(e) The rights assigned to Assignees pursuant to this Section 2 shall be hereinafter referred
to as the “Assigned Rights.”
(f) Notices to be delivered under the Agreement to an Assignee will be delivered to the
address listed on the signature page of such Assignee.
3. Consent to Assignment.
(a) Effective as of the Closing Date, the Company hereby consents to the assignment effected
hereby and to the Transfer and, effective as of the Closing Date, agrees to recognize and treat
each Assignee as a Holder of the Shares under the Agreement pursuant to the terms and conditions
hereof and that each Purchaser shall have direct privity of contract with the Company and agrees
that the Shares are Registrable Securities.
(b) The Company hereby agrees with the Assignees that, subject to the terms and conditions of
the Agreement, the Company shall use its reasonable efforts to file, within 15 business days after
the Closing Date, with the Securities and Exchange Commission an amendment to the Registration
Statement (as defined in the Agreement), current report on Form 8-K or an amendment or supplement
to the Prospectus relating to the Registration Statement listing the Assignees as selling
stockholders under the Registration Statement; provided that, the Company shall only be obligated
to include in such filing those Assignees who have provided the information required by Section
7(b)(i) of the Agreement within 13 business days after the Closing Date. The Company shall use its
reasonable efforts to have such filings required to be declared effective by the Securities and
Exchange Commission, if any, be declared effective as promptly as possible after filing.
4. Indemnity. Assignor hereby agrees to indemnify and hold Assignees harmless from and
against all liabilities, damages, costs and expenses (including, without limitation intended and by
way of example only, reasonable attorneys’ fees, disbursements and amounts paid in settlement of
claims) arising out of the failure of Assignor or its predecessors in interest, to perform their
respective obligations relating to the Assigned Rights, with respect to the period prior to the
date of this Assignment Agreement. Each Assignee, severally and not jointly (and with respect to
each such Assignee, individually and separately from each other Assignee), hereby agrees to
indemnify and hold Assignor harmless from and against all liabilities, damages, costs and expenses
(including, without limitation intended and by way of example only, reasonable attorneys’ fees,
disbursements and amounts paid in settlement of claims) arising out of the failure of such Assignee
or its successors in interest, to perform the obligations of “Holder” relating to the Assigned
Rights, with respect to the period from and after the date of this Assignment Agreement. The
Assignor agrees to indemnify and hold the Company harmless from and against all liabilities,
damages, costs and expenses (including, without limitation
intended and by way of example only, reasonable attorneys’ fees, disbursements and amounts
paid in settlement of claims) arising out of a dispute under this Assignment Agreement, the
Purchase Agreement and the transactions contemplated hereby and thereby, including, without
limitation, a breach of representation or warranty contained herein or therein, except to the
extent such liabilities, damages, costs and expenses result primarily from the Company’s own breach
of this Assignment Agreement or the Company’s fraud, gross negligence or willful misconduct.
Each Assignee, severally and not jointly (and with respect to each such Assignee, individually
and separately from each other Assignee) agrees to indemnify and hold the Company harmless from and
against all liabilities, damages, costs and expenses (including, without limitation intended and by
way of example only, reasonable attorneys’ fees, disbursements and amounts paid in settlement of
claims) arising out of a dispute regarding such Assignee’s rights or liabilities under this
Assignment Agreement, the Purchase Agreement and the transactions contemplated hereby and thereby,
including, without limitation, a breach of representation or warranty contained herein or therein,
except to the extent such liabilities, damages, costs and expenses result primarily from the
Company’s own breach of this Assignment Agreement or the Company’s fraud, gross negligence or
willful misconduct. Notwithstanding the foregoing, an Assignee shall not be liable for
indemnification under this Section 4 to the extent such liabilities, damages, costs and expenses do
not result primarily from such Assignee’s own fraud, gross negligence or willful misconduct,
including, without limitation, a breach of representation or warranty contained herein or in the
Purchase Agreement.
The Assignor, Assignees and the Company further agree and acknowledge that nothing contained
in this Section 4 shall serve to supersede, amend or modify or limit in any manner the application
of the provisions of Section 8 of the Agreement.
5. Representations and Warranties.
(a) Each of Assignor and the Company represent and warrant to each Assignee that (i) it is not
in default with respect to the Agreement, and (ii) the Agreement is in full force and effect except
as explicitly amended hereby.
(b) Each Party, severally and not jointly (and with respect to each Assignee, individually and
separately from each other Assignee), represents and warrants to each of the other Parties as
follows:
(1) This Assignment Agreement has been duly authorized, executed and delivered by such Party;
(2) Each Party has all corporate, limited liability company, trust or partnership (as the case
may be) power and authority to enter into this Assignment Agreement and to perform its obligations
under this Assignment Agreement as they relate to the Agreement, as amended by this Assignment
Agreement; and
(3) This Assignment Agreement constitutes the legal, valid and binding obligation of such
Party, enforceable against it in accordance with its terms, subject to applicable bankruptcy,
insolvency, fraudulent conveyance, reorganization, moratorium and similar laws affecting the rights
of creditors generally and subject to general principles of equity
(regardless of whether enforceability is considered in a proceeding in equity or at law) and
except to the extent that the indemnification and contribution provisions of this Assignment
Agreement and the Agreement, as amended by this Assignment Agreement, may be unenforceable.
(c) Assignor represents and warrants to the Company that:
(1) None of Assignor or any of its affiliates, or any person acting on its behalf has offered
or will offer or sell the Shares by means of any form of general solicitation or general
advertising within the meaning of Rule 502(c) under the Securities Act of 1933, as amended (the
“Securities Act”); and
(2) The Transfer of the Shares pursuant to the terms and conditions of the Purchase Agreement
may be effected without registration under the Securities Act.
6. Miscellaneous.
(a) Headings. The section headings used herein are inserted for convenience only and shall not affect in any way the meaning or interpretation of this Assignment Agreement.
(b) Governing law. This Assignment Agreement shall be governed by and construed in accordance
with the laws of the State of New York applicable to agreements made and to be performed entirely
within such state, without regard to any conflicts of laws principles thereunder that would
indicate the applicability of the laws of any other jurisdiction.
(c) Counterparts. This Assignment Agreement may be executed in one or more counterparts, each
of which shall be deemed an original but all of which together will constitute one and the same
instrument.
(d) Dispute Resolution. Each of the Parties irrevocably submits to the jurisdiction of any
state or federal court in the State, City and County of New York solely in respect of any action,
suit or proceeding arising out of or related to this Assignment Agreement. The Parties further
agree, to the extent permitted by law, that a final and unappealable judgment against a Party in
any action, suit or proceeding contemplated above shall be conclusive and may be enforced in any
other jurisdiction within or outside the United States by suit on the judgment, a certified copy of
which shall be conclusive evidence of the fact and amount of such judgment. Any and all service of
process and any other notice in any such action, suit or proceeding shall be effective against any
Party if given by registered or certified mail, return receipt requested, or by any other means of
mail that requires a signed receipt, postage prepaid, mailed to such Party at each Party’s address
provided herein. Each Party agrees not to assert, by way of motion, as a defense or otherwise, in
any such action, suit or proceeding, any claim that it is not subject personally to the
jurisdiction of such courts, that its property is exempt or immune from attachment or execution,
that the action, suit or proceeding is brought in an inconvenient forum, that the venue of the
action, suit or proceeding is improper or that this Assignment or the subject matter hereof may not
be enforced in or by such court. THE PARTIES HEREBY IRREVOCABLY WAIVE THE RIGHT TO TRIAL BY JURY
IN ANY ACTION, SUIT OR
PROCEEDING TO ENFORCE OR INTERPRET THE PROVISIONS OF THIS ASSIGNMENT.
(e) Severability. Any term or provision of this Assignment Agreement which is invalid or
unenforceable in any jurisdiction shall, as to that jurisdiction, be ineffective to the extent of
such invalidity or unenforceability without rendering invalid or unenforceable the remaining terms
and provisions of this Assignment Agreement or affecting the validity or enforceability of any of
the terms or provisions of this Assignment Agreement in any other jurisdiction. If any provision
of this Assignment Agreement is so broad as to be unenforceable, the provision shall be interpreted
to be only so broad as is enforceable.
(f) Entire Agreement. This Assignment Agreement is intended by the Parties as a final
expression of their agreement and intended to be a complete and exclusive statement of the
agreement and understanding of the Parties with respect to the subject matter contained herein.
There are no restrictions, promises, representations, warranties or undertakings with respect to
the subject matter contained herein, other than those set forth or referred to herein. This
Assignment Agreement supersedes all prior agreements and understandings among the Parties with
respect to such subject matter.
(g) No Other Amendments. Except as modified by this Assignment Agreement, the terms and
provisions of the Agreement shall continue in full force and effect.
[Signature Page to Follow]
IN WITNESS WHEREOF, the parties have executed this Assignment Agreement as of the day and year
first above written.
first above written.
Assignor: | Company: | |||||||||
XXXXXX YARN CORPORATION | UNIFI, INC. | |||||||||
By: | /s/ Xxxxxx Xxxx | By: | /s/ Xxxxxxx X. XxXxx | |||||||
Name:
|
Xxxxxx Xxxx | Name: | Xxxxxxx X. XxXxx | |||||||
Title:
|
VP Finance | Title: | Vice President, Secretary, General | |||||||
Counsel and Corporate Compliance | ||||||||||
and Governance Officer |
Assignee:
For Corporations, Partnerships or Trusts: | For Individuals: | |||||
3 V Capital Master Fund, LTD. | ||||||
Name of Corporation, Partnership, Trust or other entity | Signature of Individual | |||||
By:
|
/s/ Xxxxx X. Xxxxx | |||||
Signature | Name of Individual | |||||
Xxxxx X. Xxxxx, Managing Member | ||||||
Name of Above Signatory | Social Security Number | |||||
00-0000000 | ||||||
Taxpayer Identification Number of Subscriber | Signature of Co-Subscriber | |||||
For all signatories: | ||||||
Name of Co-Subscriber | ||||||
c/o 3 V Capital Management LLC | ||||||
0 Xxxxxxxxx Xxxxxx Xxxx | ||||||
Xxxxxx address | ||||||
Greenwich, CT 06831 | ||||||
City, State, Postal Code | ||||||
USA |
||||||
Country | ||||||
000-000-0000 | ||||||
Facsimile Number |
IN WITNESS WHEREOF, the parties have executed this Assignment Agreement as of the day and year
first above written.
first above written.
Assignor: | Company: | |||||||
XXXXXX YARN CORPORATION | UNIFI, INC. | |||||||
By:
|
By: | |||||||
Name: | Name: | |||||||
Title: | Title: |
Assignee: | ||||||
For Corporations, Partnerships or Trusts: | For Individuals: | |||||
Distressed/High Yield Trading | ||||||
Opportunities Fund Ltd. | ||||||
Name of Corporation, Partnership, Trust or other entity | Signature of Individual | |||||
By:
|
/s/ Xxxxx X. Xxxxx | |||||
Signature | Name of Individual | |||||
Xxxxx X. Xxxxx, Portfolio Manager | ||||||
Name of Above Signatory | Social Security Number | |||||
00-0000000 | ||||||
Taxpayer Identification Number of Subscriber | Signature of Co-Subscriber | |||||
For all signatories: | Name of Co-Subscriber | |||||
c/o 3 V Capital Management LLC | ||||||
0 Xxxxxxxxx Xxxxxx Xxxx | ||||||
Xxxxxx
|
address | |||||
Greenwich, CT 06831 | ||||||
City, State, Postal Code | ||||||
USA |
||||||
Country | ||||||
000 000 0000 | ||||||
Facsimile Number |
IN WITNESS WHEREOF, the parties have executed this Assignment Agreement as of the day and year
first above written.
first above written.
Assignor: | Company: | |||||||
XXXXXX YARN CORPORATION | UNIFI, INC. | |||||||
By:
|
By: | |||||||
Name: | Name: | |||||||
Title: | Title: | |||||||
Assignee: |
For Corporations, Partnerships or Trusts: | For Individuals: | |||||
Xxxxxx Diversified | ||||||
Strategy Master Fund, LLC | ||||||
Name of Corporation, Partnership, Trust or other entity | Signature of Individual | |||||
By:
|
/s/ Xxxxx X. Xxxxx | |||||
Signature | Name of Individual | |||||
Xxxxx X. Xxxxx, Trading Advisor | ||||||
Name of Above Signatory | Social Security Number | |||||
00-0000000 | ||||||
Taxpayer Identification Number of Subscriber | Signature of Co-Subscriber | |||||
For all signatories: | Name of Co-Subscriber | |||||
c/o 3 V Capital Management LLC | ||||||
0 Xxxxxxxxx Xxxxxx Xxxx | ||||||
Xxxxxx address | ||||||
Greenwich, CT 06831 | ||||||
City, State, Postal Code | ||||||
USA |
||||||
Country |
||||||
000 000 0000 | ||||||
Facsimile |
Number |
IN WITNESS WHEREOF, the parties have executed this Assignment Agreement as of the day and year
first above written.
first above written.
Assignor: | Company: | |||||||
XXXXXX YARN CORPORATION | UNIFI, INC. | |||||||
By:
|
By: | |||||||
Name: | Name: | |||||||
Title: | Title: | |||||||
Assignee: |
For Corporations, Partnerships or Trusts: | For Individuals: | |||||
AIG Annuity Insurance Company | ||||||
Name of Corporation, Partnership, Trust or other entity | Signature of Individual | |||||
By:
|
AIG Global Investment Corp., Investment Adviser | |||||
By:
|
/s/ Xxx Xxxxxx | |||||
Signature | Name of Individual | |||||
Xxx Xxxxxx, Vice President | ||||||
Name of Above Signatory | Social Security Number | |||||
00-0000000 | ||||||
Taxpayer Identification Number of Subscriber | Signature of Co-Subscriber | |||||
For all signatories: | Name of Co-Subscriber | |||||
0000 Xxxxx Xxxxxxx, X00-00 | ||||||
Xxxxxx xxxxxxx | ||||||
Xxxxxxx, XX 00000 | ||||||
City, State, Postal Code | ||||||
USA |
||||||
Country | ||||||
713 831-1052 | ||||||
Facsimile
|
Number |
IN WITNESS WHEREOF, the parties have executed this Assignment Agreement as of the day and year
first above written.
first above written.
Assignor: | Company: | |||||||
XXXXXX YARN CORPORATION | UNIFI, INC. | |||||||
By:
|
By: | |||||||
Name: | Name: | |||||||
Title: | Title: | |||||||
Assignee: |
For Corporations, Partnerships or Trusts: | For Individuals: | |||||
The Variable Annuity Life Insurance Company | ||||||
Name of Corporation, Partnership, Trust or other entity | Signature of Individual | |||||
By:
|
AIG Global Investment Corp., Investment Adviser | |||||
By:
|
/s/ Xxx Xxxxxx | |||||
Signature | Name of Individual | |||||
Xxx Xxxxxx, Vice President | ||||||
Name of Above Signatory | Social Security Number | |||||
00-0000000 | ||||||
Taxpayer Identification Number of Subscriber | Signature of Co-Subscriber | |||||
For all signatories: | Name of Co-Subscriber | |||||
0000 Xxxxx Xxxxxxx, X00-00 | ||||||
Xxxxxx xxxxxxx | ||||||
Xxxxxxx, XX 00000 | ||||||
City, State, Postal Code | ||||||
USA |
||||||
Country | ||||||
713 831-1052 | ||||||
Facsimile Number |
IN WITNESS WHEREOF, the parties have executed this Assignment Agreement as of the day and year
first above written.
first above written.
Assignor: | Company: | |||||||
XXXXXX YARN CORPORATION | UNIFI, INC. | |||||||
By:
|
By: | |||||||
Name: | Name: | |||||||
Title: | Title: | |||||||
Assignee: |
For Corporations, Partnerships or Trusts: | For Individuals: | |||||
SunAmerica Life Insurance Company | ||||||
Name of Corporation, Partnership, Trust or other entity | Signature of Individual | |||||
By: AIG Global Investment Corp., Investment Adviser | ||||||
By:
|
/s/ Xxx Xxxxxx | |||||
Signature | Name of Individual | |||||
Xxx Xxxxxx, Vice President | ||||||
Name of Above Signatory | Social Security Number | |||||
00-0000000 | ||||||
Taxpayer Identification Number of | Signature of Co-Subscriber | |||||
Subscriber | __________________________________ | |||||
For all signatories: | Name of Co-Subscriber | |||||
0000 Xxxxx Xxxxxxx, X00-00 | ||||||
Xxxxxx xxxxxxx | ||||||
Xxxxxxx, XX 00000 | ||||||
City, State, Postal Code | ||||||
USA |
||||||
Country | ||||||
713 831-1052 | ||||||
Facsimile Number |
IN WITNESS WHEREOF, the parties have executed this Assignment Agreement as of the day and year
first above written.
first above written.
Assignor: | Company: | |||||||
XXXXXX YARN CORPORATION | UNIFI, INC. | |||||||
By:
|
By: | |||||||
Name: | Name: | |||||||
Title: | Title: | |||||||
Assignee: |
For Corporations, Partnerships or Trusts: | For Individuals: | |||||
CFIP Master Fund, Ltd. | ||||||
Name of Corporation, Partnership, Trust or other entity | Signature of Individual | |||||
By:
|
Chicago Fundamental Investment Partners, LLC its, Investment Manager |
|||||
By:
|
/s/ Xxxxxx X. Xxxxxxxx | |||||
Signature | Name of Individual | |||||
Xxxxxx X. Xxxxxxxx | ||||||
Name of Above Signatory | Social Security Number | |||||
00-0000000 | ||||||
Taxpayer Identification Number of Subscriber | Signature of Co-Subscriber | |||||
For all signatories: | Name of Co-Subscriber | |||||
c/o Chicago Fundamental Investment Partners, LLC | ||||||
00 Xxxxx Xxxxxx Xx., Xxxxx 0000 | ||||||
Street address | ||||||
Chicago, IL 60606 | ||||||
City, State, Postal Code | ||||||
USA |
||||||
Country |
||||||
(000) 000-0000 | ||||||
Facsimile Number |
IN WITNESS WHEREOF, the parties have executed this Assignment Agreement as of the day and year
first above written.
first above written.
Assignor: | Company: | |||||||
XXXXXX YARN CORPORATION | UNIFI, INC. | |||||||
By:
|
By: | |||||||
Name: | Name: | |||||||
Title: | Title: | |||||||
Assignee: |
For Corporations, Partnerships or Trusts: | For Individuals: | |||||
FRONT FOUR MASTER FUND, LTD. | ||||||
Name of Corporation, Partnership, Trust or other entity | Signature of Individual | |||||
By:
|
/s/ Xxxxxxx X. Xxxxx | |||||
Signature | Name of Individual | |||||
XXXXXXX X. XXXXX, MANAGING MEMBER | ||||||
Name of Above Signatory | Social Security Number | |||||
00-0000000 | ||||||
Taxpayer Identification Number of Subscriber | Signature of Co-Subscriber | |||||
For all signatories: | Name of Co-Subscriber | |||||
000 Xxxx Xxxxxx, Xxxxx 000 | ||||||
Street address | ||||||
Xxx Xxxx, XX 00000 | ||||||
City, State, Postal Code | ||||||
USA |
||||||
Country | ||||||
000 000 0000 | ||||||
Facsimile Number |
IN WITNESS WHEREOF, the parties have executed this Assignment Agreement as of the day and year
first above written.
first above written.
Assignor: | Company: | |||||||
XXXXXX YARN CORPORATION | UNIFI, INC. | |||||||
By:
|
By: | |||||||
Name: | Name: | |||||||
Title: | Title: | |||||||
Assignee: |
For Corporations, Partnerships or Trusts: | For Individuals: | |||||
Robeco WPG Event-Driven | ||||||
Multi-Strategy Overseas, L.P. | ||||||
Name of Corporation, Partnership, Trust or other entity | Signature of Individual | |||||
/s/ Xxxxxxx X. Butterfly, III | ||||||
By:
|
/s/ Xxxxx X. Luaft | |||||
Signature | Name of Individual | |||||
Xxxxxxx X. Butterfly, III, Senior Managing Director | ||||||
Xxxxx X. Luaft, Managing Director | ||||||
Name of Above Signatory | Social Security Number | |||||
00-0000000 | ||||||
Taxpayer Identification Number of Subscriber | Signature of Co-Subscriber | |||||
For all signatories: | Name of Co-Subscriber | |||||
c/o Robeco Investment Management, Inc. | ||||||
909 Third Avenue | ||||||
Street address | ||||||
New York, NY 10022 | ||||||
City, State, Postal Code | ||||||
USA |
||||||
Country |
||||||
000-000-0000 | ||||||
Facsimile Number |
IN WITNESS WHEREOF, the parties have executed this Assignment Agreement as of the day and year
first above written.
first above written.
Assignor: | Company: | |||||||
XXXXXX YARN CORPORATION | UNIFI, INC. | |||||||
By:
|
By: | |||||||
Name: | Name: | |||||||
Title: | Title: | |||||||
Assignee: | ||||||||
For Corporations, Partnerships or Trusts: | For Individuals: | |||||||
Robeco WPG Distressed/ | ||||||||
Special Situations Overseas, L.P. | ||||||||
Name of Corporation, Partnership, Trust or other entity | Signature of Individual | |||||||
/s/ Xxxxxxx X. Butterfly, III | ||||||||
By:
|
/s/ Xxxxx X. Luaft | |||||||
Signature | Name of Individual | |||||||
Xxxxxxx X. Butterfly, III, Senior Managing Director | ||||||||
Xxxxx X. Luaft, Managing Director | ||||||||
Name of Above Signatory | Social Security Number | |||||||
00-0000000 | ||||||||
Taxpayer Identification Number of Subscriber | Signature of Co-Subscriber | |||||||
For all signatories: | Name of Co-Subscriber | |||||||
c/o Robeco Investment Management, Inc. | ||||||||
909 Third Avenue | ||||||||
Street address | ||||||||
New York, NY 10022 | ||||||||
City, State, Postal Code | ||||||||
USA |
||||||||
Country |
||||||||
000-000-0000 | ||||||||
Facsimile Number |
IN WITNESS WHEREOF, the parties have executed this Assignment Agreement as of the day and year
first above written.
first above written.
Assignor: | Company: | |||||||
XXXXXX YARN CORPORATION | UNIFI, INC. | |||||||
By:
|
By: | |||||||
Name: | Name: | |||||||
Title: | Title: | |||||||
Assignee: |
For Corporations, Partnerships or Trusts: | For Individuals: | |||||
Distressed Securities & Special Situations-1 | ||||||
Name of Corporation, Partnership, Trust or other entity | Signature of Individual | |||||
By:
|
/s/ Xxxxxxxx Xxxxxxxxxx | |||||
Signature | Name of Individual | |||||
Xxxxxxxx Xxxxxxxxxx | ||||||
Name of Above Signatory | Social Security Number | |||||
00-0000000 | ||||||
Taxpayer Identification Number of Subscriber | Signature of Co-Subscriber | |||||
For all signatories: | Name of Co-Subscriber | |||||
c/o Robeco Investment Management, Inc. | ||||||
909 Third Avenue | ||||||
Street address | ||||||
New York, NY 10022 | ||||||
City, State, Postal Code | ||||||
USA |
||||||
Country |
||||||
000-000-0000 | ||||||
Facsimile Number |
IN WITNESS WHEREOF, the parties have executed this Assignment Agreement as of the day and year
first above written.
first above written.
Assignor: | Company: | |||||||
XXXXXX YARN CORPORATION | UNIFI, INC. | |||||||
By:
|
By: | |||||||
Name: | Name: | |||||||
Title: | Title: | |||||||
Assignee: |
For Corporations, Partnerships or Trusts: | For Individuals: | |||||
Little Bay Investment Corp. | ||||||
Name of Corporation, Partnership, Trust or other entity | Signature of Individual | |||||
By:
|
/s/ Xxxxxx Xxxxxxx | |||||
Signature | Name of Individual | |||||
XXXXXX XXXXXXX | ||||||
Name of Above Signatory | Social Security Number | |||||
N/A | ||||||
Taxpayer Identification Number of Subscriber | Signature of Co-Subscriber | |||||
For all signatories: | Name of Co-Subscriber | |||||
Calle 50, Torre Global, Piso No. 18 | ||||||
Street address | ||||||
Republic of Panama | ||||||
City, State, Postal Code | ||||||
Panama |
||||||
Country |
||||||
000-000-000-0000 | ||||||
Facsimile Number |
IN WITNESS WHEREOF, the parties have executed this Assignment Agreement as of the day and year
first above written.
first above written.
Assignor: | Company: | |||||||
XXXXXX YARN CORPORATION | UNIFI, INC. | |||||||
By:
|
By: | |||||||
Name: | Name: | |||||||
Title: | Title: | |||||||
Assignee: |
For Corporations, Partnerships or Trusts: | For Individuals: | |||||
Sand Spring Capital, LLCLTD. | ||||||
Name of Corporation, Partnership, Trust or other entity | Signature of Individual | |||||
By:
|
/s/ Xxxxx Xxxxxx | |||||
Signature | Name of Individual | |||||
Xxxxx Xxxxxx | ||||||
Name of Above Signatory | Social Security Number | |||||
00-0000000 | ||||||
Taxpayer Identification Number of Subscriber | Signature of Co-Subscriber | |||||
For all signatories: | Name of Co-Subscriber | |||||
Street address | ||||||
City, State, Postal Code | ||||||
Country |
||||||
Facsimile Number |
IN WITNESS WHEREOF, the parties have executed this Assignment Agreement as of the day and year
first above written.
first above written.
Assignor: | Company: | |||||||
XXXXXX YARN CORPORATION | UNIFI, INC. | |||||||
By:
|
By: | |||||||
Name: | Name: | |||||||
Title: | Title: | |||||||
Assignee: |
For Corporations, Partnerships or Trusts: | For Individuals: | |||||
Xxxxxxx Worldwide Fund, LTD. | ||||||
Name of Corporation, Partnership, Trust or other entity | Signature of Individual | |||||
By: | Old Bellows Partners, LP, its Investment Manager | |||||
By: | Old Bellows Advisors, LLC, its Managing Member | |||||
By:
|
/s/ A. Dev Chadry | |||||
Signature | Name of Individual | |||||
Dev Chadry, Member | ||||||
Name of Above Signatory | Social Security Number | |||||
00-0000000 | ||||||
Taxpayer Identification Number of Subscriber | Signature of Co-Subscriber | |||||
For all signatories: | Name of Co-Subscriber | |||||
660 Xxxxxxx Xxx., 00xx Xx. | ||||||
Street address | ||||||
New York, NY 10021 | ||||||
City, State, Postal Code | ||||||
USA |
||||||
Country |
||||||
000-000-0000 | ||||||
Facsimile Number |
IN WITNESS WHEREOF, the parties have executed this Assignment Agreement as of the day and year
first above written.
first above written.
Assignor: | Company: | |||||||
XXXXXX YARN CORPORATION | UNIFI, INC. | |||||||
By:
|
By: | |||||||
Name: | Name: | |||||||
Title: | Title: | |||||||
Assignee: |
For Corporations, Partnerships or Trusts: | For Individuals: | |||||
Hillside Apex Fund Limited | ||||||
Name of Corporation, Partnership, Trust or other entity | Signature of Individual | |||||
By:
|
/s/ Xxxxxx Xxxx | |||||
Signature | Name of Individual | |||||
Xxxxxx Xxxx | ||||||
Name of Above Signatory | Social Security Number | |||||
Taxpayer Identification Number of Subscriber | Signature of Co-Subscriber | |||||
For all signatories: | Name of Co-Subscriber | |||||
Walker House, 87 Xxxx Street | ||||||
Xxxxxx Town | ||||||
Street address | ||||||
Grand Cayman KY1-9002 | ||||||
City, State, Postal Code | ||||||
Cayman Islands | ||||||
Country |
||||||
44 207 360 1249 | ||||||
Facsimile Number |