AMENDED AND RESTATED ASSET PURCHASE AGREEMENT Dated as of January 23, 2004 Among VGACS ACQUISITION, INC. And FAO, INC. And FAO SCHWARZ, INC.Asset Purchase Agreement • February 17th, 2004 • Children S Books & Toys Inc • Retail-catalog & mail-order houses • New York
This Amended and Restated Asset Purchase Agreement (the “Agreement”) is entered into as of the 23rd day of January 2004, by and among VGACS ACQUISITION, INC., a Delaware corporation (the “Buyer”), FAO, INC., a Delaware corporation (“FAO”), and FAO SCHWARZ, INC., a Delaware corporation (“SCHWARZ”). FAO and Schwarz are sometimes referred to herein individually as a “Seller” and together as the “Sellers.” The Buyer and the Sellers are collectively referred to herein as the “Parties.”
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • February 17th, 2004 • Children S Books & Toys Inc • Retail-catalog & mail-order houses • Delaware
This Asset Purchase Agreement (“Agreement”) is made and entered into as of the 15th day of December, 2003 (the “Effective Date”), by and between Hancock Park Capital II, L.P., or its designee (“Buyer”), and FAO, Inc., a Delaware corporation (“FAO”), and Targoff-RS, LLC, a New York limited liability company (“Targoff,” and collectively with FAO, “Seller”) on the following terms and conditions:
