NCG170358_Bill of Sale_200210

BILL OF SALE
This BILL OF SALE (this "Bill of Sale"), effective as of February 10, 2020, is made and delivered
between Pharr Yarns, LLC, a North Carolina limited liability company ("Seller") to and for the benefit of
Coats HP Inc., a Delaware corporation ("Buyer").
WHEREAS, Seller and Buyer have entered into an Asset Purchase Agreement dated as of
November 25, 2019 (the "Purchase Agreement"), pursuant to which, among other things, at the Closing,
Seller has agreed to sell, assign, transfer, convey and deliver to Buyer, and Buyer has agreed to purchase,
acquire and accept from Seller, the Tangible Personal Property; and
WHEREAS, this Bill of Sale is being executed and delivered pursuant to the Purchase Agreement
and unless otherwise defined herein, capitalized terms used herein have the meanings ascribed to such terms
in the Purchase Agreement.
NOW, THEREFORE, in consideration of the agreements, covenants and promises contained
herein, and other good and valuable consideration, as more fully set forth in the Purchase Agreement, the
receipt and sufficiency of which is hereby acknowledged, the parties hereby agree as follows:
1. Conveyance. For good and valuable consideration in the form and amount paid under
Section 2.05 of the Purchase Agreement, the receipt and adequacy of which Seller hereby acknowledges,
Seller hereby irrevocably and unconditionally, effective as of the Closing, sells, assigns, transfers, conveys
and delivers all of Seller's right, title, and interest in, to, and under all Tangible Personal Property, free and
clear of all Encumbrances, other than Permitted Encumbrances, to Buyer, and Buyer does hereby purchase,
acquire and accept from Seller, and take assignment and delivery from Seller of, the Tangible Personal
Property, free and clear of all Encumbrances, except Permitted Encumbrances.
2. Terms of the Purchase Aareement. The terms of the Purchase Agreement, including, but
not limited to, the representations, warranties, covenants, agreements and indemnities relating to the
Tangible Personal Property are incorporated herein by this reference. This Bill of Sale shall, in all respects,
be construed pursuant to the Purchase Agreement and none of the representations, warranties, covenants,
agreements and indemnities contained in the Purchase Agreement shall be expanded, increased, broadened,
or enlarged and the parties hereto acknowledge and agree that the representations, warranties, covenants,
agreements and indemnities contained in the Purchase Agreement shall not be superseded hereby but shall
remain in full force and effect to the full extent provided therein. In the event of any conflict or inconsistency
between the terms of the Purchase Agreement and the terms hereof, the terms of the Purchase Agreement
shall govern.
3. Further Assurances. Each of the parties hereto shall execute and deliver, at the reasonable
request of the other party hereto, such additional documents, instruments, conveyances and assurances and
take such further actions as such other party may reasonably request to carry out the provisions hereof and
give effect to the transactions contemplated by this Bill of Sale.
4. Miscellaneous. Section 10.02 (Notices), Section 10.04 (Headings), Section 10.05
(Severability), Section 10.08 (No Third Party Beneficiaries), Section 10.09 (Amendment and Modification;
Waiver), Section 10.10 (Governing Law; Submission to Jurisdiction) and Section 10.12 (Counterparts) of
the Purchase Agreement shall apply to this Bill of Sale, mutatis mutandis.
[SIGNATURE PAGE FOLLOWS]

IN WITNESS WHEREOF, the parties have executed this Bill of Sale to be effective as of the date
first above written.
PHARR YARNS, LLC
By:
William P. Carstarphen, President
COATS HP INC.
By:
Name:
Title:
[Signature Page to Bill of Sale]

IN WITNESS WHEREOF, the parties have executed this Bill of Sale to be effective as of the date
first above written.
PHARR YARNS, LLC
LIM
William P. Carstarphen, President
COATS HP INC.
By: toov, 4;�^
Name: Kevin Finn
Title: President
[Signature Page to Bill of Sale]