0001193125-06-197307 Sample Contracts

AMENDMENT NO. 1 TO CONTINGENT CONVERTIBLE NOTE PURCHASE AGREEMENT
Contingent Convertible Note Purchase Agreement • September 26th, 2006 • 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”).

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AMENDMENT NO. 3 TO CONTINGENT CONVERTIBLE NOTE PURCHASE AGREEMENT
Contingent Convertible Note Purchase Agreement • September 26th, 2006 • Diedrich Coffee Inc • Retail-food stores • California

This Amendment No. 3 to Contingent Convertible Note Purchase Agreement (this “Amendment”) is entered into as of September 22, 2006 by and between Diedrich Coffee, Inc., a Delaware corporation (the “Company”), and Sequoia Enterprises, L.P., a California limited partnership (the “Lender”).

AGREEMENT OF PURCHASE AND SALE OF ASSETS by and between STARBUCKS CORPORATION, as Buyer DIEDRICH COFFEE, INC., as Seller and COFFEE PEOPLE, INC. September 14, 2006
Agreement of Purchase and Sale • September 26th, 2006 • Diedrich Coffee Inc • Retail-food stores • California

This Agreement is made as of September 14, 2006, by and between Starbucks Corporation, a Washington corporation (“Buyer”), Diedrich Coffee, Inc., a Delaware corporation (“Seller”) and Coffee People, Inc., an Oregon corporation (“Coffee People”).

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