STOCK PURCHASE AGREEMENT by and among AUTOMOTIVE SPECIALTY ACCESSORIES AND PARTS, INC., 2000 RIVERSIDE CAPITAL APPRECIATION FUND, L.P., THE OTHER STOCKHOLDERS OF AUTOMOTIVE SPECIALTY ACCESSORIES AND PARTS, INC. LISTED ON EXHIBITS A-1 AND A-2 HERETO...Stock Purchase Agreement • August 4th, 2010 • U.S. Auto Parts Network, Inc. • Retail-auto & home supply stores • Delaware
THIS STOCK PURCHASE AGREEMENT (this “Agreement”), is dated as of August 2, 2010, by and among Automotive Specialty Accessories and Parts, Inc., a Delaware corporation (the “Company”), 2000 Riverside Capital Appreciation Fund, L.P., a Delaware limited partnership (the “Seller Representative”), the other stockholders of the Company, listed on Exhibits A-1 and A-2 attached hereto (collectively with the Seller Representative, the “Sellers”) and Go Fido, Inc., a Delaware corporation (“Buyer”).
GUARANTEE OFU.S. Auto Parts Network, Inc. • August 4th, 2010 • Retail-auto & home supply stores • Delaware
GUARANTEE, dated as of August 2, 2010 (this “Guarantee”), by U.S. Auto Parts Network, Inc., a Delaware corporation (the “Guarantor”), in favor of 2000 Riverside Capital Appreciation Fund, L.P., a Delaware limited partnership (the “Representative”), in its capacity as the representative of and for the benefit of the stockholders of Automotive Specialty Accessories and Parts, Inc., a Delaware corporation (the “Company”) and the Company. Defined terms used herein and not otherwise defined have the meaning ascribed to them in that certain Stock Purchase Agreement (the “Purchase Agreement”), dated as of the date hereof, by and among the Company, the Representative, the stockholders of the Company listed on Exhibit A-1 and Exhibit A-2 to the Purchase Agreement and Go Fido, Inc., a Delaware corporation (the “Buyer”).
