0001193125-06-172460 Sample Contracts

ASSET PURCHASE AGREEMENT Dated as of June 30, 2006 By and Among DEFIANCE, INC., PRECISION ENGINE PRODUCTS CORP. and STANADYNE CORPORATION
Asset Purchase Agreement • August 14th, 2006 • Stanadyne Corp • Motor vehicle parts & accessories • New York

This Asset Purchase Agreement (the “Agreement”) is entered into on June 30, 2006, by and among Defiance, Inc., a Delaware corporation (“Buyer”), Precision Engine Products Corp., a Delaware corporation (“Seller”), and Stanadyne Corporation, a Delaware corporation (“Stanadyne”). Buyer, Seller and Stanadyne are collectively referred to herein as the “Parties.”

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FIRST AMENDMENT TO ASSET PURCHASE AGREEMENT
Asset Purchase Agreement • August 14th, 2006 • Stanadyne Corp • Motor vehicle parts & accessories • New York

This First Amendment to Asset Purchase Agreement (this “Amendment”) is entered into on July 31, 2006, by and among Defiance, Inc., a Delaware corporation (“Buyer”), Precision Engine Products Corp., a Delaware corporation (“Seller”), and Stanadyne Corporation, a Delaware corporation (“Stanadyne”).

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