ASSET PURCHASE AGREEMENTAsset Purchase Agreement • February 1st, 2011 • Cpi Corp • Services-personal services • Delaware
THIS ASSET PURCHASE AGREEMENT (this “Agreement”), dated as of January 26, 2011, is by and among Bella Pictures Holdings, LLC, a Delaware limited liability company (“Buyer”), Bella Pictures, Inc., a Delaware corporation (the “Company”), CPI CORP., a Delaware corporation (“CPI”), and, with respect to Sections 4.3, 4.5, 4.6, 4.7, 6.1, 6.3, 6.4 and 6.7 and Article 7 of the Agreement only, Foundation Capital IV, L.P. (“Foundation Capital”). Capitalized terms used but not defined throughout this Agreement are defined in Section 7.2.
