ASSET PURCHASE AGREEMENT by and among Fox Factory, Inc. RFE Holding (Canada) Corp., RFE Holding (US) Corp., Fox Factory IP Holding Corp., 1021039 B.C. Ltd. and Easton Cycling (USA), Inc. andAsset Purchase Agreement • December 8th, 2014 • Fox Factory Holding Corp • Motorcycles, bicycles & parts • British Columbia
This Asset Purchase Agreement (“Agreement”), dated as of December 5, 2014, is made by and among Fox Factory, Inc., a California corporation (“Fox”), RFE Holding (Canada) Corp., a corporation organized under the laws of British Columbia (“CA Buyer”), RFE Holding (US) Corp., a Delaware corporation (“US Buyer”), Fox Factory IP Holding Corp., an exempted company incorporated under the laws of the Cayman Islands (“KY Buyer” and together with the Fox, CA Buyer and US Buyer, each individually a “Buyer” and collectively the “Buyers”), 1021039 B.C. Ltd., a corporation amalgamated under the laws of British Columbia (“CA Seller”), and Easton Cycling (USA), Inc., a Delaware corporation (“US Seller” and together with CA Seller, each individually a “Seller” and collectively the “Sellers”). Each of Buyers and Sellers are sometimes individually referred to herein as a “Party” and collectively as the “Parties”. Fox Factory Holding Corp., a Delaware corporation (“Buyer Guarantor”), and each of Chris Tut
