0001104659-09-014644 Sample Contracts

PURCHASE AGREEMENT by and among
Purchase Agreement • March 5th, 2009 • CLST Holdings, Inc. • Wholesale-electronic parts & equipment, nec • New York

THIS PURCHASE AGREEMENT (such agreement as amended, modified, supplemented or restated from time to time, the “Agreement”) is dated as of December 10, 2008, by and among SSPE, LLC, a Delaware limited liability company (together with its successors and assigns, “SSPE”), as a seller, SSPE INVESTMENT TRUST I, a Delaware statutory trust (together with its successors and assigns, “Trust I”), as a seller (each of SSPE and Trust I, a “Seller” and, together, the “Sellers”), and CLST ASSET TRUST II, a Delaware statutory trust, as the buyer (in such capacity, the “Buyer”).

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U.S. $50,000,000 SECOND AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT
Revolving Credit Agreement • March 5th, 2009 • CLST Holdings, Inc. • Wholesale-electronic parts & equipment, nec • New York

THIS SECOND AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT (as amended, modified, waived, supplemented, restated or replaced from time to time, this “Agreement”) is made as of this December 10, 2008, by and among:

Re: Revolving Credit Agreement
CLST Holdings, Inc. • March 5th, 2009 • Wholesale-electronic parts & equipment, nec • New York
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