0001047469-11-009079 Sample Contracts

MATTRESS FIRM HOLDING CORP. 2011 OMNIBUS INCENTIVE PLAN STOCK OPTION AGREEMENT
Stock Option Agreement • November 7th, 2011 • Mattress Firm Holding Corp. • Retail-furniture stores • Delaware

This agreement (the “Agreement”) evidences a stock option granted by Mattress Firm Holding Corp. (the “Company”) to the undersigned (the “Optionee”), pursuant to and subject to the terms of the Mattress Firm Holding Corp. 2011 Omnibus Incentive Plan (as amended from time to time, the “Plan”), which are incorporated herein by reference.

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NOTICE AND TERMINATION AGREEMENT
Notice and Termination Agreement • November 7th, 2011 • Mattress Firm Holding Corp. • Retail-furniture stores • New York

This Notice and Termination Agreement (this “Agreement”) is being entered into on October 25, 2011, by and among J.W. Child Associates, L.P., a Delaware limited partnership (the “Consultant”), Mattress Intermediate Holdings, Inc., a Delaware corporation (“Intermediate Holdings”), Mattress Holding Corp., a Delaware corporation (the “Company”) and Mattress Firm, Inc., a Delaware corporation (“Mattress Firm” and, together with Intermediate Holdings and the Company, the “Clients”).

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