0001193125-09-222321 Sample Contracts

STOCKHOLDER AGREEMENT
Stockholder Agreement • November 3rd, 2009 • Diedrich Coffee Inc • Retail-food stores • Delaware

THIS STOCKHOLDER AGREEMENT (this “Agreement”) is entered into as of November 2, 2009, by and between PEET’S COFFEE & TEA, INC., a Washington corporation (“Parent”), and the stockholder identified on the signature page hereto (“Stockholder”).

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AGREEMENT AND PLAN OF MERGER among: PEET’S COFFEE & TEA, INC., a Washington corporation; MARTY ACQUISITION SUB, INC., a Delaware corporation; and DIEDRICH COFFEE, INC., a Delaware corporation Dated as of November 2, 2009
Agreement and Plan of Merger • November 3rd, 2009 • Diedrich Coffee Inc • Retail-food stores • Delaware

THIS AGREEMENT AND PLAN OF MERGER (“Agreement”) is made and entered into as of November 2, 2009, by and among: PEET’S COFFEE & TEA, INC., a Washington corporation (“Parent”); MARTY ACQUISITION SUB, INC., a Delaware corporation and a wholly-owned subsidiary of Parent (“Acquisition Sub”); and DIEDRICH COFFEE, INC., a Delaware corporation (the “Company”). Certain capitalized terms used in this Agreement are defined in Exhibit A.

STOCKHOLDER AGREEMENT
Stockholder Agreement • November 3rd, 2009 • Diedrich Coffee Inc • Retail-food stores • Delaware

THIS STOCKHOLDER AGREEMENT (this “Agreement”) is entered into as of November 2, 2009, by and between PEET’S COFFEE & TEA, INC., a Washington corporation (“Parent”), and the stockholder identified on the signature page hereto (“Stockholder”).

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