0001275211-06-000014 Sample Contracts

PURCHASE AGREEMENT BY AND AMONG SIMMONS BEDDING COMPANY SIMMONS ACQUISITION INC. SCI INCOME TRUST and SIMMONS CANADA INC. Dated September 20, 2006
Purchase Agreement • September 22nd, 2006 • Simmons Co • Wood household furniture, (no upholstered) • Ontario

This PURCHASE AGREEMENT (the “Agreement”) is made and entered into on September 20, 2006, by and among Simmons Bedding Company, a corporation organized and existing under the laws of the State of Delaware (“Simmons”), Simmons Acquisition Inc., a corporation organized and existing under the laws of the Province of Ontario and a wholly-owned direct Subsidiary of Simmons (“Bidco”), SCI Income Trust, a trust formed under the laws of the Province of Ontario (“SCI”), and Simmons Canada Inc., a corporation organized and existing under the laws of the Province of Ontario (“Simmons Canada”).

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