EXHIBIT 10.2 CONSULTING AGREEMENT THIS CONSULTING AGREEMENT (this "Agreement") is made and entered into as of February 10th, 2005 by and between Gloria Jean's Gourmet Coffees Corp., an Illinois corporation ("GJGC"), and Gloria Jean's Gourmet Coffees...Consulting Agreement • February 16th, 2005 • Diedrich Coffee Inc • Retail-food stores • California
WARRANT TO PURCHASE COMMON STOCK OF DIEDRICH COFFEE, INC.Diedrich Coffee Inc • May 16th, 2001 • Retail-food stores • California
1 EXHIBIT 4.6 AMENDMENT NO. 1 TO REPRESENTATIVE'S WARRANT AGREEMENT This Amendment No. 1 to Representative's Warrant Agreement (this "AMENDMENT") is made effective as of March 20, 1998 by and between Diedrich Coffee, Inc., a California Company...Warrant Agreement • August 12th, 1998 • Diedrich Coffee Inc • Retail-food stores
1 EXHIBIT 10.26 SECURITY AGREEMENT ------------------ THIS SECURITY AGREEMENT is made as of July 7, 1999, by and among DIEDRICH COFFEE, INC., COFFEE PEOPLE, INC., COFFEE PEOPLE WORLDWIDE, INC., GLORIA JEAN'S, INC., EDGLO ENTERPRISES, INC., GLORIA...Security Agreement • August 16th, 1999 • Diedrich Coffee Inc • Retail-food stores • Massachusetts
RECITALSIndemnification Agreement • September 10th, 1998 • Diedrich Coffee Inc • Retail-food stores • Delaware
1 EXHIBIT 10.25 CREDIT AGREEMENTCredit Agreement • August 16th, 1999 • Diedrich Coffee Inc • Retail-food stores • Massachusetts
1 EXHIBIT 10.26 DIEDRICH COFFEE, INC. COMMON STOCK PURCHASE AGREEMENT THIS COMMON STOCK PURCHASE AGREEMENT (this "Agreement") is made as of the 17th day of November, 1997, by and between Diedrich Coffee, Inc., a Delaware corporation (the "Company")...Common Stock Purchase Agreement • November 25th, 1997 • Diedrich Coffee Inc • Retail-food stores • California
March __, 1999Merger Agreement • April 23rd, 1999 • Diedrich Coffee Inc • Retail-food stores
SECURITY AGREEMENTSecurity Agreement • September 12th, 1997 • Diedrich Coffee Inc • Retail-food stores • California
Exhibit 10.12 SEPARATION AGREEMENT The parties to this Separation Agreement (this "Agreement") are Steven A. Lupinacci ("Employee") and Diedrich Coffee, Inc., a Delaware corporation ("Employer"), who agree and state that: A. Employee has been employed...Separation Agreement • June 13th, 1997 • Diedrich Coffee Inc • Retail-food stores • California
RECITALSEmployment Agreement • September 27th, 2000 • Diedrich Coffee Inc • Retail-food stores • California
EXHIBIT 10.31 INTERCREDITOR AGREEMENT THIS INTERCREDITOR AGREEMENT (this "Agreement") is made this 16th day of October, 1997, by and among Virginia R. Cirica Trust (number "1"), Grandview Trust (number "2"), Ocean Trust (number "3") and Nuvrty, Inc....Intercreditor Agreement • December 11th, 1997 • Diedrich Coffee Inc • Retail-food stores • California
TERM NOTEDiedrich Coffee Inc • August 16th, 1999 • Retail-food stores
1 EXHIBIT 10.37 COMMON STOCK AND OPTION PURCHASE AGREEMENTWarrant Agreement • April 28th, 1998 • Diedrich Coffee Inc • Retail-food stores • California
EXHIBIT 10.27 FORM OF SECURED PROMISSORY NOTEDiedrich Coffee Inc • December 11th, 1997 • Retail-food stores • California
1 EXHIBIT 10.24 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (this "Agreement") is made and entered into as of June 29, 1998 by and between DIEDRICH COFFEE INC., a Delaware corporation (the "Employer") and Martin R. Diedrich ("Employee"). R E C I T...Employment Agreement • April 23rd, 1999 • Diedrich Coffee Inc • Retail-food stores • California
EXHIBIT 10.3 TRADEMARK LICENSE AGREEMENT THIS TRADEMARK LICENSE AGREEMENT (this "Agreement") is made and entered into as of February 10th, 2005, by and between Gloria Jean's Gourmet Coffees Corp., an Illinois corporation ("Licensor"), and Gloria...Trademark License Agreement • February 16th, 2005 • Diedrich Coffee Inc • Retail-food stores • California
RECITALSDiedrich Coffee Inc • November 21st, 2000 • Retail-food stores • Delaware
1 EXHIBIT 10.28 TRADEMARK SECURITY AGREEMENT This Agreement dated as of July 7, 1999 among DIEDRICH COFFEE, INC., COFFEE PEOPLE, INC., COFFEE PEOPLE WORLDWIDE, INC., GLORIA JEAN'S, INC., EDGLO ENTERPRISES, INC., GLORIA JEAN'S GOURMET COFFEES CORP.,...Trademark Security Agreement • August 16th, 1999 • Diedrich Coffee Inc • Retail-food stores • Massachusetts
1 EXHIBIT 10.40 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (this "Agreement") is made and entered into as of April 8, 1998, by and between DIEDRICH COFFEE, INC., a Delaware corporation (the "Company") and ANN WRIDE ("the Employee"). R E C I T A L...Employment Agreement • June 11th, 1998 • Diedrich Coffee Inc • Retail-food stores • California
Draft of June 3, 1999 UNDERWRITING AGREEMENT June ___, 1999 BancBoston Robertson Stephens Inc. Dain Rauscher Wessels First Security Van Kasper 555 California Street, Suite 2600 San Francisco, CA 94104 As Representatives of the several Underwriters...Diedrich Coffee Inc • June 7th, 1999 • Retail-food stores • New York
REVOLVING NOTEDiedrich Coffee Inc • August 16th, 1999 • Retail-food stores
RECITALSSecurities Pledge Agreement • August 16th, 1999 • Diedrich Coffee Inc • Retail-food stores • Massachusetts
BACKGROUNDCredit Agreement • April 23rd, 2001 • Diedrich Coffee Inc • Retail-food stores
BACKGROUNDCredit Agreement • September 27th, 2000 • Diedrich Coffee Inc • Retail-food stores
EXHIBIT 4.7 VOTING AGREEMENT AND IRREVOCABLE PROXY This Voting Agreement And Irrevocable Proxy (the "Agreement") is made and entered into as of the 16th day of March, 1999 by and among Diedrich Coffee, Inc., a Delaware corporation ("Diedrich Coffee"),...Voting Agreement and Irrevocable Proxy • April 23rd, 1999 • Diedrich Coffee Inc • Retail-food stores • California
RECITALSEmployment Agreement • April 19th, 2002 • Diedrich Coffee Inc • Retail-food stores • California
RECITALSEmployment Agreement • September 25th, 2001 • Diedrich Coffee Inc • Retail-food stores • California
EXHIBIT 4.1 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT is made as of May 8, 2001, by and among Diedrich Coffee, Inc., a Delaware corporation (the "Company"), and the Investors listed on Schedule A hereto (each of whom is herein...Registration Rights Agreement • May 16th, 2001 • Diedrich Coffee Inc • Retail-food stores • California
STOCKHOLDER AGREEMENTStockholder Agreement • December 8th, 2009 • Diedrich Coffee Inc • Retail-food stores • Delaware
THIS STOCKHOLDER AGREEMENT (this “Agreement”) is entered into as of December 7, 2009, by and between Green Mountain Coffee Roasters, Inc., a Delaware corporation (“Parent”), and the stockholder identified on the signature page hereto (“Stockholder”).
AGREEMENT AND PLAN OF MERGER among: GREEN MOUNTAIN COFFEE ROASTERS, INC., a Delaware corporation; PEBBLES ACQUISITION SUB, INC., a Delaware corporation; and DIEDRICH COFFEE, INC., a Delaware corporation Dated as of December 7, 2009Agreement and Plan of Merger • December 8th, 2009 • Diedrich Coffee Inc • Retail-food stores • Delaware
THIS AGREEMENT AND PLAN OF MERGER (“Agreement”) is made and entered into as of December 7, 2009, by and among: GREEN MOUNTAIN COFFEE ROASTERS, INC., a Delaware corporation (“Parent”); PEBBLES 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.
April 23, 1997Diedrich Coffee Inc • April 29th, 1997 • Retail-food stores
STOCKHOLDER AGREEMENTStockholder Agreement • December 8th, 2009 • Diedrich Coffee Inc • Retail-food stores • Delaware
THIS STOCKHOLDER AGREEMENT (this “Agreement”) is entered into as of December 7, 2009, by and between Green Mountain Coffee Roasters, Inc., a Delaware corporation (“Parent”), and the stockholder identified on the signature page hereto (“Stockholder”).
AMENDMENT NO. 1 TO CONTINGENT CONVERTIBLE NOTE PURCHASE AGREEMENTContingent Convertible Note Purchase Agreement • November 5th, 2007 • Diedrich Coffee Inc • Retail-food stores • California
This Amendment No. 1 to Contingent Convertible Note Purchase Agreement (this “Amendment”) is made and entered into as of this 30th day of June, 2004 by and between Diedrich Coffee, Inc., a Delaware corporation (the “Company”), and Sequoia Enterprises, L.P., a California limited partnership (“Lender”).
1 EXHIBIT 10.38 SEPARATION AND RELEASE AGREEMENT The parties to this Separation and Release Agreement (the "Agreement") are Kerry W. Coin ("Employee") and Diedrich Coffee, Inc. (the "Company") who agree and state that: (A) Employee has been employed...Separation and Release Agreement • April 28th, 1998 • Diedrich Coffee Inc • Retail-food stores • California
