0000065195-05-000054 Sample Contracts

ASSET PURCHASE AGREEMENT
Asset Purchase Agreement • October 13th, 2005 • Mestek Inc • Air-cond & warm air heatg equip & comm & indl refrig equip • New York

THIS ASSET PURCHASE AGREEMENT (the “Agreement”) is made as of this 11th of October, 2005 by and among Embassy Industries, Inc., a New York corporation with principal offices at 300 Smith Street, Farmingdale, New York 11735 (the “Seller” or “Embassy”), P&F Industries, Inc., a Delaware corporation with principal offices at 300 Smith Street, Farmingdale, New York 11735 (the “Parent”), Embassy Manufacturing, Inc., a Delaware corporation with principal offices at 260 North Elm Street, Westfield, MA 01085 (the “Purchaser”), and Mestek, Inc., a Pennsylvania corporation, with principal offices at 260 North Elm Street, Westfield, MA 01085 (the “Purchaser Parent”).

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