EXHIBIT 2.1 ASSET PURCHASE AGREEMENT DATED AS OF JULY 22, 2005Asset Purchase Agreement • July 28th, 2005 • Iconix Brand Group, Inc. • Footwear, (no rubber) • New York
IP HOLDINGS LLC, as Issuer and WILMINGTON TRUST COMPANY, as Trustee SECOND AMENDED AND RESTATED INDENTUREIndenture • July 28th, 2005 • Iconix Brand Group, Inc. • Footwear, (no rubber) • New York
EXHIBIT 99.1 NOTE PURCHASE AGREEMENTNote Purchase Agreement • July 28th, 2005 • Iconix Brand Group, Inc. • Footwear, (no rubber) • New York
