The Bankruptcy of Golfers' Warehouse, Inc.

ASSET PURCHASE AGREEMENT
• If a third party presented a qualified offer
exceeding the proposed purchase price of
$3,100,000 by at least $225,000, then an overbid
hearing and auction would occur at which
bidding would proceed in $100,000 increments.
• GWNE would maintain a right of first refusal, and,
if it lost at auction, would be compensated
$125,000 (a “break up fee”) for its diligence in
investigating and pursuing the sale.