0001193125-07-113846 Sample Contracts

REGISTRATION RIGHTS AGREEMENT Dated as of May 14,2007 By and Among CONSTELLATION BRANDS, INC., as Issuer and THE GUARANTORS named herein and BANC OF AMERICA SECURITIES LLC and CITIGROUP GLOBAL MARKETS INC. as Initial Purchasers 7.25% Senior Notes due 2017

Registration Rights Agreement • May 14th, 2007 • Constellation Brands, Inc. • Beverages • New York

• Contract Type
  Registration Rights Agreement
• Filed
  May 14th, 2007
• Company
  Constellation Brands, Inc.
• Industry
  Beverages
• Jurisdiction
  New York

This Registration Rights Agreement (the “Agreement”) is dated as of May 14, 2007 by and among CONSTELLATION BRANDS, INC., a Delaware corporation (the “Company”), each of the subsidiaries of the Company listed on the signature pages hereto (collectively, the “Guarantors”) and Banc of America Securities LLC and Citigroup Global Markets Inc. (the “Initial Purchasers”).

CONSTELLATION BRANDS, INC., as Issuer, the Guarantors named herein and THE BANK OF NEW YORK TRUST COMPANY, N.A., as Trustee

Indenture • May 14th, 2007 • Constellation Brands, Inc. • Beverages • New York

• Contract Type
  Indenture
• Filed
  May 14th, 2007
• Company
  Constellation Brands, Inc.
• Industry
  Beverages
• Jurisdiction
  New York

INDENTURE, dated as of May 14, 2007, by and among CONSTELLATION BRANDS, INC., a Delaware corporation (the “Company”), the guarantors signatory hereto (the “Guarantors”) and THE BANK OF NEW YORK TRUST COMPANY, N.A., a national banking association, as trustee (the “Trustee”).

CONSTELLATION BRANDS, INC. Guaranteed by Certain Subsidiaries Purchase Agreement

Purchase Agreement • May 14th, 2007 • Constellation Brands, Inc. • Beverages • New York

• Contract Type
  Purchase Agreement
• Filed
  May 14th, 2007
• Company
  Constellation Brands, Inc.
• Industry
  Beverages
• Jurisdiction
  New York

Constellation Brands, Inc., a Delaware corporation (the “Company”), by this agreement (this “Agreement”) proposes to issue and sell to Banc of America Securities LLC and Citigroup Global Markets Inc. (the “Initial Purchasers”) $700,000,000 aggregate principal amount of its 7.25% Senior Notes due 2017 (the “Notes”). The Notes will initially be unconditionally guaranteed (the “Guarantees” and, together with the Notes, the “Securities”) by each of the subsidiaries of the Company listed on the signature pages hereto (collectively, the “Guarantors” and, together with the Company, the “Issuers”). The Securities are to be issued under an indenture to be dated May 14, 2007 (the “Indenture”) among the Company, the Guarantors (as defined below) and The Bank of New York Trust Company, N.A., as trustee (the “Trustee”).