EXCHANGE, REDEMPTION AND SALE AGREEMENTExchange, Redemption and Sale Agreement • March 4th, 2013 • Unitek Interposed LP • Radiotelephone communications • Delaware
This Exchange, Redemption and Sale Agreement (this “Agreement”) is made as of February 13, 2013, by and among American Private Equity Partners II, L.P. (“Seller”), UniTek SAV LP (“Purchaser”), HM UniTek Coinvest LP (“Coinvest”) and UniTek Interposed LP (the “Company”).
CONTRIBUTION AGREEMENTContribution Agreement • March 4th, 2013 • Unitek Interposed LP • Radiotelephone communications • Delaware
This CONTRIBUTION AGREEMENT (this “Agreement”) is made and entered into as of February 28, 2013, by and among Sector Performance Fund, LP, a Delaware limited partnership (“SPF”), SPF Earthbound LP, a Delaware limited partnership (“SPF Earthbound”), SPF SBS LP, a Delaware limited partnership (“SPF SBS”), EB SPF LLC, a Delaware limited liability company (“EB SPF”), EB SAV Inc., a Delaware corporation (“EB SAV”), HM UniTek Coinvest, LP, a Delaware limited partnership (“UniTek Coinvest”), Sector Performance LLC, a Texas limited liability company (“SP LLC”), MSG Coinvest LP, a Delaware limited partnership (“MSG Coinvest”), MSG Coinvest GP LLC, a Delaware limited liability company (“MSG Coinvest GP”), Advanced Interposed LP, a Delaware limited partnership (“Advanced Interposed”), MSG Interposed LP, a Delaware limited partnership (“MSG Interposed”), Earthbound Interposed LP, a Delaware limited partnership (“Earthbound Interposed”) and UniTek Interposed LP, a Delaware limited partnership (“Uni
JOINT FILING AGREEMENTJoint Filing Agreement • March 4th, 2013 • Unitek Interposed LP • Radiotelephone communications
Each of the undersigned hereby agrees that the statement on Schedule 13D, dated February 28, 2013 (the “Schedule 13D”), with respect to the Common Stock of UniTek Global Solutions, Inc. is, and any amendments thereto shall be, filed on behalf of each of the undersigned pursuant to and in accordance with the provisions of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, and that this Joint Filing Agreement shall be included as an exhibit to the Schedule 13D and each such amendment. Each of the undersigned agrees to be responsible for the timely filing of the Schedule 13D and any amendments thereto, and for the completeness and accuracy of the information concerning itself contained therein, but shall not be responsible for the completeness and accuracy of the information concerning any other party, except to the extent that it knows or has reason to believe that such information is inaccurate. This Joint Filing Agreement may be executed in any number of counterparts,
