0001341004-08-001873 Sample Contracts

AGREEMENT AND PLAN OF MERGER by and among THE MIDDLEBY CORPORATION, CHEF ACQUISITION CORP. and TURBOCHEF TECHNOLOGIES, INC. Dated AUGUST 12, 2008

Agreement and Plan of Merger • August 15th, 2008 • Middleby Corp • Refrigeration & service industry machinery • Delaware

• Contract Type
  Agreement and Plan of Merger
• Filed
  August 15th, 2008
• Company
  Middleby Corp
• Industry
  Refrigeration & service industry machinery
• Jurisdiction
  Delaware

AGREEMENT AND PLAN OF MERGER (hereinafter referred to as this "Agreement"), dated August 12, 2008, by and among The Middleby Corporation, a Delaware corporation ("Parent"), Chef Acquisition Corp., a Delaware corporation and a wholly-owned subsidiary of Parent ("Merger Sub"), and TurboChef Technologies, Inc., a Delaware corporation (the "Company").

STOCKHOLDER VOTING AND SUPPORT AGREEMENT

Stockholder Voting and Support Agreement • August 15th, 2008 • Middleby Corp • Refrigeration & service industry machinery

• Contract Type
  Stockholder Voting and Support Agreement
• Filed
  August 15th, 2008
• Company
  Middleby Corp
• Industry
  Refrigeration & service industry machinery

This STOCKHOLDER VOTING AND SUPPORT AGREEMENT, dated as of August 12, 2008 (this “Agreement”), is by and among The Middleby Corporation, a Delaware corporation (the “Parent”), and the holder of capital stock of TurboChef Technologies, Inc., a Delaware corporation (the “Company”) set forth on the signature page hereto (the “Stockholder”).