0001104659-04-007620 Sample Contracts

CONFIDENTIAL TREATMENT REQUESTED. CERTAIN PORTIONS HAVE BEEN OMITTED AND HAVE BEEN FILED SEPARATELY WITH THE COMMISSION. DNA, LLC OPERATING AGREEMENT
Operating Agreement • March 16th, 2004 • Dakota Growers Pasta Co Inc • Miscellaneous food preparations & kindred products • Ohio

THIS OPERATING AGREEMENT (the “Agreement”), dated as of October 31, 2003, is among B-New, LLC, an Ohio limited liability company (“BNEW”), TechCom Group, LLC, a Florida limited liability company (“TechCom”), Buhler, Inc., a Minnesota corporation (“Buhler”), and Dakota Growers Pasta Company, Inc., a North Dakota corporation (“Dakota”) (BNEW, TechCom, Buhler and Dakota may be referred to herein as a “Member and collectively as the “Members”).

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TRADEMARK LICENSE AGREEMENT
Trademark License Agreement • March 16th, 2004 • Dakota Growers Pasta Co Inc • Miscellaneous food preparations & kindred products • Ohio

THIS TRADEMARK LICENSE AGREEMENT (this “Agreement”) is made and entered into as of this 26th day of December, 2003, by and between DNA DREAMFIELDS COMPANY, LLC, an Ohio limited liability company having its principal place of business located at 14 West Park Place, Oxford, Ohio 45056 (“Licensor”), and DAKOTA GROWERS PASTA COMPANY, INC., a North Dakota corporation having its principal place of business located at One Pasta Avenue, Carrington, North Dakota 58421 (“Licensee”).

TECHNOLOGY SUBLICENSE AGREEMENT
Technology Sublicense Agreement • March 16th, 2004 • Dakota Growers Pasta Co Inc • Miscellaneous food preparations & kindred products • Ohio

THIS TECHNOLOGY SUBLICENSE AGREEMENT (the “Agreement”) is entered into as of December 26th, 2003, by and between DNA DREAMFIELDS COMPANY, LLC, an Ohio limited liability company (“DNA”), and DAKOTA GROWERS PASTA COMPANY, INC., a North Dakota corporation (“Dakota Growers”).

CONFIDENTIAL TREATMENT REQUESTED. CERTAIN PORTIONS HAVE BEEN OMITTED AND HAVE BEEN FILED SEPARATELY WITH THE COMMISSION. SERVICES AGREEMENT
Services Agreement • March 16th, 2004 • Dakota Growers Pasta Co Inc • Miscellaneous food preparations & kindred products • Ohio

THIS SERVICES AGREEMENT (this “Agreement”) is entered into as of December 26th, 2003, by and between DNA DREAMFIELDS COMPANY, LLC, an Ohio limited liability company (“DNA”), and DAKOTA GROWERS PASTA COMPANY, INC., a North Dakota corporation (“Dakota Growers”).

CONFIDENTIAL TREATMENT REQUESTED. CERTAIN PORTIONS HAVE BEEN OMITTED AND HAVE BEEN FILED SEPARATELY WITH THE COMMISSION. EXCLUSIVE MANUFACTURING AGREEMENT
Exclusive Manufacturing Agreement • March 16th, 2004 • Dakota Growers Pasta Co Inc • Miscellaneous food preparations & kindred products • Ohio

This Exclusive Manufacturing Agreement (this “Agreement”) is made as of this 26th day of December, 2003 (the “Effective Date”), by and between Dakota Growers Pasta Company, Inc., a North Dakota corporation (“Dakota Growers”), and DNA Dreamfields Company, LLC, an Ohio limited liability company (“DNA”).

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