0001193125-11-029137 Sample Contracts

FORM OF EXECUTIVE OFFICER] CHANGE IN CONTROL SEVERANCE AGREEMENT
Change in Control Severance Agreement • February 9th, 2011 • Farmer Brothers Co • Miscellaneous food preparations & kindred products • California

THIS CHANGE IN CONTROL SEVERANCE AGREEMENT (this “Agreement”), effective as of , (the “Effective Date”), is made by and between FARMER BROS. CO., a Delaware corporation (the “Company”), and (the “Executive”).

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FORM OF] INDEMNIFICATION AGREEMENT
Indemnification Agreement • February 9th, 2011 • Farmer Brothers Co • Miscellaneous food preparations & kindred products • Delaware

THIS INDEMNIFICATION AGREEMENT (this “Agreement”) is made and entered into as of , by and between Farmer Bros. Co., a Delaware corporation (the “Company”), and (“Indemnitee”).

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AMENDMENT NO. 1 TO ESOP LOAN AGREEMENT
Esop Loan Agreement • February 9th, 2011 • Farmer Brothers Co • Miscellaneous food preparations & kindred products

This Amendment No. 1 to ESOP Loan Agreement (“Amendment”) is made and entered into by and between Farmer Bros. Co., a California corporation, as Lender and Wells Fargo Bank, N.A. as trustee for the Farmer Bros. Co. Employee Stock Ownership Plan as the Borrower.

Sample 1
ESOP LOAN AGREEMENT
Esop Pledge Agreement • February 9th, 2011 • Farmer Brothers Co • Miscellaneous food preparations & kindred products • California

This Loan Agreement (the “Agreement”) dated March 28, 2000 is entered into by and between FARMER BROS. CO., a California corporation (“Lender”), and WELLS FARGO BANK, N.A., (the “Trustee”) as trustee for the FARMER BROS. CO. EMPLOYEE STOCK OWNERSHIP PLAN (the “Borrower” or the “ESOP”).

Sample 1
ESOP LOAN AGREEMENT NO. 2
Esop Loan Agreement • February 9th, 2011 • Farmer Brothers Co • Miscellaneous food preparations & kindred products • California

This ESOP Loan Agreement No. 2 (the “Second Agreement”) dated as of July 21, 2003 is entered into by and between FARMER BROS. CO., a California corporation (“Lender”), and WELLS FARGO BANK, N.A., (the “Trustee”) as trustee for the FARMER BROS. CO. EMPLOYEE STOCK OWNERSHIP PLAN (the “Borrower” or the “ESOP”).

Sample 1
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