0000950123-07-010698 Sample Contracts

INTEREST PURCHASE AGREEMENT by and among STAG’S LEAP WINE CELLARS, STAG’S LEAP VINEYARDS, L P, RAINBOWDAY, LLC, THE SELLERS LISTED HEREIN and MICHELLE- ANTINORI, LLC Dated as of July 27, 2007
Interest Purchase Agreement • August 2nd, 2007 • Ust Inc • Tobacco products • California

This INTEREST PURCHASE AGREEMENT, dated as of July 27, 2007 (as amended, supplemented or otherwise modified from time to time, this “Agreement”), is entered into by and among Stag’s Leap Wine Cellars, a California limited partnership (“SLWC”), Stag’s Leap Vineyards, L P, a California limited partnership (“SLV”), Rainbowday, LLC, a California limited liability company (“Rainbowday” and, together with SLWC and SLV, the “Companies”), the sellers listed on Exhibit A hereto (“Sellers”), and Michelle-Antinori, LLC, a California limited liability company (“Buyer”).

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