0001193125-10-025963 Sample Contracts

AMENDMENT NO. 3 TO LOAN AND SECURITY AGREEMENT AND WAIVER
Loan and Security Agreement and Waiver • February 9th, 2010 • Farmer Brothers Co • Miscellaneous food preparations & kindred products • California

THIS AMENDMENT NO. 3 TO LOAN AND SECURITY AGREEMENT AND WAIVER (this “Amendment No. 3”), dated as of November 20, 2009, is by and among Wachovia Bank, National Association, a national banking association (“Lender”), Farmer Bros. Co., a Delaware corporation (as surviving corporation of the merger with FBC Realty, LLC formerly known as SL Realty, LLC, a Delaware limited liability company, “Farmer”) and Coffee Bean International, Inc., an Oregon corporation (“CBI” and together with Farmer, each individually a “Borrower” and collectively, “Borrowers”), Coffee Bean Holding Co., Inc., a Delaware corporation (“Coffee Holding”), FBC Finance Company, a California corporation (“Finance” and together with Coffee Holding, each individually a “Guarantor” and collectively, “Guarantors”).

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SECOND AMENDMENT TO THE ASSET PURCHASE AGREEMENT BY AND BETWEEN SARA LEE CORPORATION, SARAMAR, LLC AND FARMER BROS. CO.
Asset Purchase Agreement • February 9th, 2010 • Farmer Brothers Co • Miscellaneous food preparations & kindred products

Except as specifically amended hereby, the Agreement shall remain in full force and effect as prior to this Second Amendment.

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