EMPLOYMENT
AGREEMENT 

THIS EMPLOYMENT AGREEMENT
(“Agreement”), dated effective as of May 13, 2014, is among
Krispy Kreme Doughnut Corporation, a North Carolina corporation
(“KKDC”), Krispy Kreme Doughnuts, Inc., a North Carolina
corporation (the “Company” and, together with KKDC, the
“Companies”), and Cathleen D. Allred (the
“Executive”). 

The parties hereto agree as
follows:


ARTICLE 1


DEFINITIONS 

SECTION 1.01. Definitions. For
purposes of this Agreement, in addition to other terms defined herein, the following terms have the meanings set forth below:


“Base
Salary” has the meaning set forth in Section 4.01. 

“Board”
means the Board of Directors of the Company.

“Cause” shall mean (a)
the Executive’s failure or refusal to perform the Executive’s lawful and proper duties hereunder (other than as a result
of total or partial incapacity due to physical or mental illness or a court or governmental order), (b) the Executive’s conviction
of or plea of nolo contendere to any felony (other than a traffic infraction), (c) an act or acts on the Executive’s
part constituting fraud, theft or embezzlement or that otherwise constitutes a felony under the laws of the United States or any
state thereof which results or was intended to result directly or indirectly in gain or personal enrichment by the Executive at
the expense of the Companies, or (d) the Executive’s insubordination to the Companies’ Chief Executive Officer or most
senior executive officer or willful violation of any material provision of the code of ethics of the Companies applicable to the
Executive or the Executive’s willful breach of a material term of the Agreement (as determined by the Board or the Committee).
In the case of any item described in the previous sentence, the Executive shall be given written notice of the alleged act or
omission constituting Cause, which notice shall set forth in reasonable detail the reason or reasons that the Board believes the
Executive is to be terminated for Cause, including any act or omission that is the basis for the decision to terminate the Executive.
In the case of an act or omission described in clause (a) or (d) of the definition of Cause, (i) if reasonably capable of being
cured, the Executive shall be given 30 days from the date of such notice to effect a cure of such alleged act or omission constituting
“Cause” which, upon such cure to the reasonable satisfaction of the Board, shall no longer constitute a basis for Cause,
and (ii) the Executive shall be given an opportunity to make a presentation to the Board (accompanied by counsel or other representative,
if the Executive so desires) at a meeting of the Board held promptly following such 30-day cure period if the Board intends to
determine that no cure has occurred. At or following such meeting, the Board shall determine whether or not to terminate the Executive
for “Cause” and shall notify the Executive in writing of its determination and the effective date of such termination
(which date may be no earlier than the date of the aforementioned Board meeting).







“Change in Control” means any of the following events: 

(a) the
acquisition by any Person of “beneficial ownership” (within the meaning of Rule
13d-3 promulgated under the Exchange Act) of fifty percent (50%) or more of the
combined voting power of the Company’s then outstanding voting securities;
provided, however, that a Change in Control shall not be deemed to occur solely
because fifty percent (50%) or more of the combined voting power of the
Company’s then outstanding securities is acquired by (i) a trustee or other
fiduciary holding securities under one or more employee benefit plans maintained
by the Company or any of its Subsidiaries, or (ii) any Person, which,
immediately prior to such acquisition, is owned directly or indirectly by the
shareholders of the Company in the same proportion as their ownership of stock
in the Company immediately prior to such acquisition; 

(b) consummation of (i) a merger or consolidation involving the Company if
the shareholders of the Company, immediately before such merger or consolidation
do not, as a result of such merger or consolidation, own, directly or
indirectly, more than fifty percent (50%) of the combined voting power of the
then outstanding voting securities of the corporation resulting from such merger
or consolidation in substantially the same proportion as their ownership of the
combined voting power of the voting securities of the Company outstanding
immediately before such merger or consolidation, or (ii) a sale or other
disposition of all or substantially all of the assets of the Company other than
to a Person which is owned directly or indirectly by the shareholders of the
Company in the same proportion as their ownership of stock in the Company;


(c) a
change in the composition of the Board such that the individuals who, as of the
Effective Date, constitute the Board (such Board shall be hereinafter referred
to as the “Incumbent
Board”) cease for any reason to
constitute at least a majority of the Board; provided, however, for purposes of
this definition, that any individual who becomes a member of the Board
subsequent to the Effective Date whose election, or nomination for election by
the Company’s shareholders, was approved by a vote of at least a majority of
those individuals who are members of the Board and who were also members of the
Incumbent Board (or deemed to be such pursuant to this proviso) shall be
considered as though such individual were a member of the Incumbent Board;
provided further, however, that any such individual whose initial assumption of
office occurs as a result of either an actual or threatened election contest (as
such terms are used in Rule 14a-11 of Regulation 14A promulgated under the
Exchange Act, including any successor to such Rule), or other actual or
threatened solicitation or proxies or consents by or on behalf of a Person other
than the Board, shall not be so considered as a member of the Incumbent Board;
or 

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(d) approval by shareholders of the Company of a complete liquidation or
dissolution of the Company; 

provided, however, that, if and to
the extent required under Section 409A of the Code or any regulations and
guidelines promulgated thereunder (collectively, “Section 409A”), an event will be treated as a “Change in
Control” for purposes of this Agreement only if it is also a “change in control
event” (as defined in Treas. Reg. Section 1.409A-3(i)(5)) with respect to the
Company. 

“Code” means the Internal Revenue Code of 1986, as amended, and any related
regulations or other guidance. 

“Committee” means the Compensation Committee of the Board. 

“Confidential Information” means information that is not generally known to
the public and that was or is used, developed or obtained by the Company or its
Subsidiaries in connection with the business of the Company and its Subsidiaries
and which constitutes trade secrets or information which they have attempted to
protect, which may include, but is not limited to, trade “know-how”, customer
information, supplier information, cost and pricing information, marketing and
sales techniques, strategies and programs, computer programs and software and
financial information. It shall not include information (a) required to be
disclosed by court or administrative order; (b) lawfully obtainable from other
sources or which is in the public domain through no fault of the Executive; or
(c) the disclosure of which is consented to in writing by the Company.


“Date of Termination” has the meaning set forth in Section 5.07.


“Effective Date” has the meaning set forth in Section 2.01.


“Employment Period” has the meaning set forth in Section 2.01.


“Exchange Act” means the Securities Exchange Act of 1934, as
amended. 

“Good Reason” shall mean the occurrence of any of the following without the
Executive’s consent: (a) a reduction in the Executive’s Base Salary or a
material reduction in the Executive’s annual bonus opportunities (other than a
reduction in bonus opportunities that applies to executive officers of the
Company generally or that is due, in the discretion of the Board and/or the
Committee, to the failure to attain performance or other business objectives);
(b) the Executive no longer serves as the most senior human resources officer of
(i) both the Company and KKDC (but, it shall not be Good Reason if another
person serves as Senior Vice President – Human Resources and Organizational
Development during calendar year 2014), or (ii) in the event of a merger,
consolidation or other business combination involving the Company, the successor
to the Company’s business or assets or (iii) if all or substantially all of the
voting stock of the Company is held by another company, such company, (c) the
assignment to the Executive of any duties or responsibilities materially
inconsistent with the Executive’s status under clause (b) of this sentence or
her failure at any time to report directly to the Chief Executive Officer or
the most senior executive officer of the applicable company described in clause
(b), (d) any failure by the Companies to maintain the Executive’s principal
place of employment and the executive offices of the Companies within 25 miles
of the Winston-Salem, North Carolina area, or (e) any material breach by the
Companies of this Agreement; provided, however, that for any of the foregoing to
constitute Good Reason, the Executive must provide written notification of her
intention to resign within 60 days after the Executive knows or has reason to
know of the occurrence of any such event, and the Companies shall have 30 days
(10 days in the case of a material breach related to payment of any amounts due
hereunder) from the date of receipt of such notice to effect a cure of the
condition constituting Good Reason, and, upon cure thereof by the Companies,
such event shall no longer constitute Good Reason. 

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“Notice of Termination” has the meaning set forth in Section 5.06.


“Permanent Disability” means the Executive becomes permanently disabled
within the meaning of the long-term disability plan of the Companies applicable
to the Executive, and the Executive commences to receive benefits under such
plan. 

“Person” means an individual, a partnership, a corporation, a limited liability
company, an association, a joint stock company, an estate, a trust, a joint
venture, an unincorporated organization or a governmental entity or any
department, agency or political subdivision thereof. 

“Reimbursable Expenses” has the meaning set forth in Section 4.04.


“Securities Act” means the Securities Act of 1933, as amended.


“Subsidiary” or “Subsidiaries” means, with
respect to any Person, any corporation, partnership, limited liability company,
association or other business entity of which (a) if a corporation, 50 percent
or more of the total voting power of shares of stock entitled (without regard to
the occurrence of any contingency) to vote in the election of directors,
managers or trustees thereof is at the time owned or controlled, directly or
indirectly, by that Person or one or more of the other Subsidiaries of that
Person or combination thereof; or (b) if a partnership, limited liability
company, association or other business entity, 50 percent or more of the
partnership or other similar ownership interests thereof are at the time owned
or controlled, directly or indirectly, by any Person or one or more Subsidiaries
of that Person or a combination thereof. For purposes of this definition, a
Person or Persons will be deemed to have a 50 percent or more ownership interest
in a partnership, limited liability company, association or other business
entity if such Person or Persons are allocated 50 percent or more of
partnership, limited liability company, association or other business entity
gains or losses or control the managing director or member or general partner of
such partnership, limited liability company, association or other business
entity. 

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ARTICLE 2

EMPLOYMENT

SECTION 2.01. Employment. The
Companies shall employ (or continue to employ, in the case of KKDC) the Executive, and the Executive shall accept employment (or
continue to accept employment, in the case of KKDC) with the Companies, upon the terms and conditions set forth in this Agreement
for the period beginning on May 13, 2014 (the “Effective Date”) and ending as provided in Section 5.01 (the “Employment
Period”). It is acknowledged that the Executive began service to KKDC in a non-executive capacity prior to the date of
this Agreement.

ARTICLE 3

POSITION AND DUTIES

SECTION 3.01. Position and Duties.
During the Employment Period, the Executive shall serve as (i) Senior Vice President – Human Resources and Organizational
Development of the Company reporting directly to the Chief Executive Officer or most senior executive officer of the Company,
and shall be the Company’s most senior human resources officer, and (ii) Senior Vice President – Human Resources and
Organizational Development of KKDC reporting directly to the Chief Executive Officer or most senior executive officer of KKDC,
and shall be KKDC’s most senior human resources officer. The Executive shall have such responsibilities, powers and duties
as may from time to time be prescribed by the Board, the Chief Executive Officer, or the most senior executive officer of the
Companies; provided that such responsibilities, powers and duties are substantially consistent with those customarily assigned
to individuals serving in the senior human resources officer position at comparable companies or as may be reasonably required
for the proper conduct of the business of the Companies. During the Employment Period, the Executive shall devote substantially
all of her working time and efforts, which shall be conducted on a full-time basis, to the business and affairs of the Company
and its Subsidiaries. The Executive shall not directly or indirectly render any services of a business, commercial or professional
nature to any other person or organization not related to the business of the Company or its Subsidiaries, whether for compensation
or otherwise, without the prior approval of the Board; provided, however, the Executive may serve on the board of directors of
one for-profit corporation with the prior approval of the Board, which will not be unreasonably withheld, and the Executive may
serve as a director of not-for-profit organizations or engage in other charitable, civic or educational activities, so long as
the activities described in this proviso do not interfere with the Executive’s performance of her duties hereunder or result
in any conflict of interest with the Companies.

ARTICLE 4

BASE SALARY AND BENEFITS

SECTION 4.01. Base Salary. During
the Employment Period, the Executive will receive base salary from the Companies equal to $200,000 per annum (the “Base
Salary”). The Base Salary will be payable in accordance with the normal payroll practices of the Companies. Annually
during the Employment Period, the Company shall review with the Executive her job performance and compensation and, if deemed
appropriate by the Board or its Compensation Committee, in their discretion, the Executive’s Base Salary may be increased,
but not decreased. After any such increase, the term “Base Salary” as used in this Agreement will thereafter refer to
the increased amount. 

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SECTION 4.02. Bonuses. In addition
to Base Salary, the Executive shall be eligible to be considered for an annual bonus, and the Executive’s annual target bonus
shall be equal to 50% of Base Salary (which annual target bonus shall not be prorated for fiscal 2015). The Compensation Committee
and/or the Board shall set targets with respect to and otherwise determine the Executive’s bonus in accordance with the Company’s
then current incentive plans. 

SECTION 4.03. Benefits. During
the Employment Period, the Executive shall be entitled to participate in all employee benefit, perquisite and fringe (if any) benefit
plans and arrangements made available by the Companies to their executives and key management employees upon the terms and subject
to the conditions set forth in the applicable plan or arrangement. Such benefits shall include medical, life and disability insurance
provided in accordance with the policies of the Companies. The Executive shall be entitled to four weeks of paid vacation annually
during the Employment Period. 

SECTION 4.04. Expenses. The Companies
shall reimburse the Executive for all reasonable expenses incurred by her in the course of performing her duties under this Agreement
which are consistent with the Companies’ policies in effect from time to time with respect to travel, entertainment and other
business expenses (“Reimbursable Expenses”), subject to the Companies’ requirements with respect to reporting
and documentation of expenses and the provisions of Section 13.14.

SECTION 4.05. Compliance with Compensation
and Equity Policies. The Executive agrees to comply with the Company’s Stock Ownership and Equity Retention Policy and
Compensation Recovery Policy, each as in effect from time to time, with respect to annual or long-term incentive or other compensation,
as applicable, including the compensation provided pursuant to this Agreement. The terms of the Company’s Stock Ownership
and Equity Retention Policy and Compensation Recovery Policy, each as in effect from time to time, are hereby incorporated by
reference into this Agreement. 

ARTICLE 5 

TERM AND
TERMINATION

SECTION 5.01. Term. The Employment
Period will terminate on May 13, 2017 (unless sooner terminated as hereinafter provided); provided, however, that the Employment
Period will be automatically extended for successive one-year periods following the original term ending May 13, 2017, until either
the Companies, on the one hand, or the Executive, on the other hand, at least 180 days prior to the expiration of the original
term or any extended term, shall give written notice to the other of their intention not to so extend the Employment Period. 

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SECTION 5.02. Termination Due to Death or Permanent Disability. If the Employment Period shall be terminated due
to death or Permanent Disability of the Executive, the Executive (or her estate
or legal representative) shall be entitled solely to the following: (a) Base
Salary through the Date of Termination (paid on the Companies’ normal payroll
payment date); and (b) medical benefits as provided in Section 5.05 below. The
Executive’s entitlements under any other benefit plan or program shall be as
determined thereunder. In addition, promptly following any such termination, the
Executive (or her estate or legal representative) shall be reimbursed for all
Reimbursable Expenses incurred by the Executive prior to such termination in
accordance with Section 4.04 and Section 13.14 herein. 

SECTION 5.03. Termination for Good Reason or Without Cause. Except as otherwise set forth in Section 5.09
below, if the Employment Period shall be terminated (a) by the Executive for
Good Reason, or (b) by the Companies not for Cause, provided in either case that
the Executive has executed, on or before the date that is fifty (50) days
following the date of her termination of employment, an irrevocable (except to
the extent required by law to be revocable) general release of claims in the
form attached hereto as Exhibit
A, and does not revoke such
release prior to the end of the seven-day statutory revocation period, the
Executive shall be entitled solely to the following: (i) Base Salary through the
Date of Termination, paid on the Companies’ normal payroll payment date; (ii) an
amount equal to one times Base Salary, provided that, the Executive shall be
entitled to any unpaid amounts only if the Executive has not breached and does
not breach the provisions of Sections 6.01, 7.01, 8.01 or Article 9 below; (iii)
a bonus for the year of termination of employment equal to the Executive’s
actual annual bonus for such year pro rated for the number of full months during
the bonus year prior to the Date of Termination, to be paid, subject to Section
13.14 below (including but not limited to any delay in payment due to
application of the Delay Period), seventy-five (75) days after the end of the
fiscal year during which the bonus was eligible to be earned; and (iv) medical
benefits as provided in Section 5.05 below. The Executive’s entitlements under
any other benefit plan or program shall be as determined thereunder, except that
duplicative severance benefits shall not be payable under any other plan or
program. Amounts described in clause (ii) above will be paid, subject to Section
13.14 below (including, but not limited to, any delay in payment due to
application of the Delay Period), in twelve (12) equal monthly installments, the
first two (2) of which shall be paid on the date that is two (2) months
following the Date of Termination and the next ten (10) of which will be paid in
ten (10) equal monthly installments commencing on the date that is three (3)
months following the Date of Termination and continuing on each of the next nine
(9) monthly anniversaries of the Date of Termination. In addition, the Executive
shall be reimbursed for all Reimbursable Expenses incurred by the Executive
prior to such termination in accordance with Section 4.04 and Section 13.14
herein. For the purposes of this Agreement, annual bonus determination shall be
made by the Committee.

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SECTION 5.04. Termination for Cause or Other Than Good Reason. If the Employment Period shall be terminated (a)
by the Companies for Cause, or (b) as a result of the Executive’s resignation or
leaving of her employment other than for Good Reason, the Executive shall be
entitled to receive solely Base Salary through the Date of Termination (paid on
the Companies’ normal payroll payment date) and reimbursement of all
Reimbursable Expenses incurred by the Executive prior to such termination (in
accordance with Section 4.04 and Section 13.14 herein). The Executive’s rights
under the benefit plans and programs shall be as determined thereunder. A
voluntary resignation by the Executive shall not be deemed to be a breach of
this Agreement. 

SECTION 5.05. Benefits. If the
Employment Period is terminated as a result of a termination of employment as
specified in Section 5.02, 5.03 or 5.09, the Executive and her covered
dependents shall be entitled to continue to participate in the Companies’
medical (including prescription drug coverage) and dental plans (the “Company
Health Care Plan”) for up to eighteen (18) months following the date her
employment is terminated (“Continuation Coverage Period”). The Executive shall
pay the entire premium charged for the coverage of the Executive and her covered
dependents under the Company Health Care Plan. The premium required for the
continuation coverage provided pursuant to this Section 5.05 shall be equal to
the premium required by the continuation of coverage requirements of Section
4980B of the Code and Part 6 of Title I of the Employee Retirement Income
Security Act of 1974, as amended (“COBRA”) for such continuation coverage.
During the Continuation Coverage Period, the Company shall reimburse the
Executive for the difference between the monthly premium amount actually paid by
the Executive pursuant to this Section 5.05 and the monthly premium amount paid
by active employees for the same level of coverage under the Company Healthy
Care Plan. Such reimbursement shall be paid to the Executive on or before the
20th day of the month immediately following the month in which the
Executive timely remits the required premium payment. The right to reimbursement
and the coverage provided pursuant to this Section 5.05 shall terminate prior to
the end of the Continuation Coverage Period if the Executive is eligible to
receive benefits under another employer-provided or group plan (which plan may
be the plan of her new employer or her spouse’s employer) substantially
comparable to the benefits provided by the Company Health Care Plan.
Furthermore, in the event of the Executive’s Permanent Disability, insurance
benefits will continue under the Companies’ long term disability plan in
accordance with its terms. 

SECTION 5.06. Notice of Termination. Any
termination by the Companies for Permanent Disability or Cause or without Cause
or by the Executive with or without Good Reason shall be communicated by written
Notice of Termination to the other party hereto. For purposes of this Agreement,
a “Notice of
Termination” shall mean a notice
which shall indicate the specific termination provision in this Agreement relied
upon and shall set forth in reasonable detail the facts and circumstances
claimed to provide a basis for termination of employment under the provision
indicated. 

SECTION 5.07.
Date of Termination.  “Date
of  Termination” shall mean, unless  the parties agree otherwise, (a) if
the Employment Period is terminated as a  result of a Permanent Disability, five days  after a Notice of Termination is
given, (b) if the Employment Period is  terminated as a result of her death, on the date of her death, (c) if the  Employment
Period terminates due to expiration of the term of this Agreement,  the date the term expires, and (d) if the Employment
Period is terminated for  any other reason, the later of the date of the Notice of Termination and the end  of any applicable
correction period. 

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SECTION 5.08. No
Duty to Mitigate. The Executive
shall have no duty to seek new employment or other duty to mitigate following a
termination of employment as described in this Article 5, and no compensation or
benefits described in this Article 5 shall be subject to reduction or offset on
account of any subsequent compensation, other than as provided in Section 5.05.


SECTION 5.09. Termination for Good Reason or Without Cause Following a Change in
Control. If the Employment Period
shall be terminated within two years after a Change in Control (a) by the
Executive for Good Reason, or (b) by the Companies not for Cause, then the
Executive’s compensation and benefits upon termination shall be governed by this
Section 5.09 instead of the provisions of Section 5.03 above, and, provided the
Executive has executed, on or before the date that is fifty (50) days following
the date of her termination of employment, an irrevocable (except to the extent
required by law to be revocable) general release of claims in the form attached
hereto as Exhibit
A, and does not revoke such
release prior to the end of the seven-day statutory revocation period, the
Executive shall be entitled solely to the following: (i) Base Salary through the
Date of Termination, paid on the Companies’ normal payroll payment date; (ii) an
amount equal to two times the sum of her Base Salary and her target annual bonus
for the year of termination, provided that, the Executive shall be entitled to
any unpaid amounts only if the Executive has not breached and does not breach
the provisions of Sections 6.01, 7.01 or 8.01 or Article 9 below; (iii) a bonus
for the year of termination of employment equal to the Executive’s target annual
bonus for such year pro rated for the number of full months during the bonus
year prior to such termination of employment; and (iv) medical benefits as
provided in Section 5.05. The Executive’s entitlements under any other benefit
plan or program shall be as determined thereunder, except that duplicative
severance benefits shall not be payable under any other plan or program. In
addition, promptly following any such termination, the Executive shall be
reimbursed for all Reimbursable Expenses incurred by the Executive prior to such
termination (in accordance with Section 13.14). The amounts due under clauses
(ii) and (iii) of this Section 5.09 shall be paid, subject to Section 13.14
below, sixty (60) days following such termination of employment. 

SECTION 5.10. Separation From Service. Notwithstanding any provision of this Agreement to the contrary, for
purposes of Section 5.03 and Section 5.09, the Executive will be deemed to have
terminated her employment on the date of her “separation from service” (within
the meaning of Treas. Reg. Section 1.409A-1(h)) with the Companies, the
Employment Period will be deemed to have ended on the date of her “separation
from service” with the Companies, and the Date of Termination will be deemed to
be the date of her “separation from service” with the Companies if and to the
extent required under Section 409A. Further, to the extent required under
Section 409A, reference to “termination of
employment” or words of similar import shall be deemed to refer to, and shall be
defined in accordance with, a “separation from service” as defined under Section
409A. 

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ARTICLE 6 

CONFIDENTIAL INFORMATION


SECTION 6.01. Nondisclosure and Nonuse
of Confidential Information; Non-Disparagement. The Executive will not disclose or use at any time during or after the Employment
Period any Confidential Information of which the Executive is or becomes aware, whether or not such information is developed by
her, except to the extent she reasonably believes that such disclosure or use is directly related to and appropriate in connection
with the Executive’s performance of duties assigned to the Executive pursuant to this Agreement. Under all circumstances
and at all times, the Executive will take all appropriate steps to safeguard Confidential Information in her possession and to
protect it against disclosure, misuse, espionage, loss and theft. The Executive also agrees to execute and comply with such other
confidentiality agreements or provisions as required of executive officers of the Company. The Executive further agrees that,
during the Employment Period and thereafter, the Executive shall not make any disparaging remarks, or remarks that could reasonably
be construed as disparaging, regarding the Companies, or its or their officers, directors, employees, shareholders, representatives,
agents, businesses, or practices. 

ARTICLE 7 

INTELLECTUAL PROPERTY


SECTION 7.01. Ownership of Intellectual
Property. In the event that the Executive as part of her activities on behalf of the Companies generates, authors or contributes
to any invention, design, new development, device, product, method of process (whether or not patentable or reduced to practice
or comprising Confidential Information), any copyrightable work (whether or not comprising Confidential Information) or any other
form of Confidential Information relating directly or indirectly to the business of the Company or its Subsidiaries as now or
hereafter conducted (collectively, “Intellectual Property”), the Executive acknowledges that such Intellectual
Property is the sole and exclusive property of the Company and its Subsidiaries and hereby assigns all right, title and interest
in and to such Intellectual Property to the Company or its designated Subsidiary. Any copyrightable work prepared in whole or
in part by the Executive during the Employment Period will be deemed “a work made for hire” under Section 201(b) of the
Copyright Act of 1976, as amended, and the Company or its designated Subsidiary will own all of the rights comprised in the copyright
therein. The Executive will promptly and fully disclose all Intellectual Property and will cooperate with the Companies to protect
their interests in and rights to such Intellectual Property (including providing reasonable assistance in securing patent protection
and copyright registrations and executing all documents as reasonably requested by the Companies, whether such requests occur
prior to or after termination of the Executive’s employment hereunder). 

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ARTICLE 8 

DELIVERY OF MATERIALS UPON
TERMINATION OF EMPLOYMENT 

SECTION 8.01. Delivery of Materials
upon Termination of Employment. As requested by the Companies from time to time, and upon the termination of the Executive’s
employment with the Companies for any reason, the Executive will promptly deliver to the Companies all property of the Company
or its Subsidiaries, including, without limitation, all copies and embodiments, in whatever form or medium, of all Confidential
Information in the Executive’s possession or within her control (including, but not limited to, written records, notes, photographs,
manuals, notebooks, documentation, program listings, flow charts, magnetic media, disks, diskettes, tapes and all other materials containing
any Confidential Information) irrespective of the location or form of such material and, if requested by the Companies, will provide
the Companies with written confirmation that to the best of her knowledge all such materials have been delivered to the Companies
or destroyed. 

ARTICLE 9 

NON-COMPETITION AND
NONSOLICITATION

SECTION 9.01. Noncompetition.
The Executive acknowledges that, during her employment with the Companies, she will become familiar with trade secrets and other
Confidential Information concerning the Company and its Subsidiaries and her services will be of special, unique and extraordinary
value to the Companies. In addition, the Executive hereby agrees that at any time during the Noncompetition Period (as defined
below), she will not own, manage, control, consult with, or become employed by or render services in an executive or senior management
capacity to, or as a director of, any business listed on Exhibit B hereto in the Territory. During the Noncompetition Period,
the Company shall have the right to, in good faith, add other entities which are in substantial competition with the Companies
to the list of businesses on Exhibit B, subject to the consent of the Executive which shall not be unreasonably withheld.
It shall not be considered a violation of this Section 9.01 for the Executive to be a passive owner of not more than 2% of the
outstanding stock of any class of any corporation which is publicly traded, so long as the Executive has no active participation
in the business of such corporation. 

SECTION 9.02. Nonsolicitation.
The Executive hereby agrees that (a) during the Nonsolicitation Period (as defined below), the Executive will not, directly or
indirectly through another Person, induce or attempt to induce any employee of the Company or its Subsidiaries to leave the employ
of the Company or its Subsidiaries, or in any way interfere with the relationship between the Company or its Subsidiaries and
any person employed by them at any time during such Nonsolicitation Period, and (b) during the Nonsolicitation Period, the Executive
will not induce or attempt to induce any customer, supplier, client or other business relation of the Company or its Subsidiaries
to cease doing business with or reduce the volume of business done with the Company or its Subsidiaries. 

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SECTION 9.03. Definitions. It is agreed
that the “Territory,” for purposes
of this Article 9, shall mean: 

(a) The
entire United States and any other country where the Company or any of its
Subsidiaries, joint venturers, franchisees or affiliates has operated a retail
facility at which the Companies’ products have been sold at any time in the
one-year period ending on the last day of the Executive’s employment with the
Companies; 

(b) In the
event that the preceding clause shall be determined by judicial action to define
too broad a territory to be enforceable, then “Territory” shall mean the entire
United States;

(c) In the
event that the preceding clauses shall be determined by judicial action to
define too broad a territory to be enforceable, then “Territory” shall mean the
states in the United States where the Company or any of its Subsidiaries, joint
venturers, franchisees or affiliates has operated a retail facility at which the
Companies’ products have been sold at any time in the one-year period ending on
the last day of Executive’s employment with the Companies; 

(d) In the
event that the preceding clauses shall be determined by judicial action to
define too broad a territory to be enforceable, then “Territory” shall mean the
area that includes all of the areas that are within a 50-mile radius of any
retail store location in the United States at which the Companies’ products have
been sold at any time in the one-year period ending on the last day of the
Executive’s employment with the Companies; and 

(e) In the
event that the preceding clauses shall be determined by judicial action to
define too broad a territory to be enforceable, then “Territory” shall mean the
entire state of North Carolina. 

It is also agreed that
“Noncompetition
Period,” for purposes hereof,
shall mean: 

(a) The
Employment Period and a period ending one year after the Date of Termination;
and 

(b) In the
event that the preceding clause shall be determined by judicial action to define
too long a period to be enforceable, “Noncompetition Period” shall mean the
Employment Period and a period ending six months after the Date of Termination.



12 








It is also agreed that
“Nonsolicitation
Period,” for purposes hereof,
shall mean: 

(a) The Employment Period
and a period ending two years after the Date of Termination;

(b) In the event that the
preceding clause shall be determined by judicial action to define too long a
period to be enforceable, “Nonsolicitation Period” shall mean the Employment
Period and a period ending eighteen months after the Date of Termination;


(c) In the event that the
preceding clauses shall be determined by judicial action to define too long a
period to be enforceable, “Nonsolicitation Period” shall mean the Employment
Period and a period ending one year after the Date of Termination; and


(d) In the event that the
preceding clauses shall be determined by judicial action to define too long a
period to be enforceable, “Nonsolicitation Period” shall mean the Employment
Period and a period ending six months after the Date of Termination. 

ARTICLE 10 

EQUITABLE RELIEF 

SECTION 10.01. Equitable Relief.
The Executive acknowledges that (a) the covenants contained herein are reasonable, (b) the Executive’s services are unique,
and (c) a breach or threatened breach by her of any of her covenants and agreements with the Companies contained in Sections 6.01,
7.01, 8.01 or Article 9 could cause irreparable harm to the Companies for which they would have no adequate remedy at law. Accordingly,
and in addition to any remedies which the Companies may have at law, in the event of an actual or threatened breach by the Executive
of her covenants and agreements contained in Sections 6.01, 7.01, 8.01 or Article 9, the Companies shall have the absolute right
to apply to any court of competent jurisdiction for such injunctive or other equitable relief, without the necessity to post bond,
as such court may deem necessary or appropriate in the circumstances. 

ARTICLE 11 

EXECUTIVE REPRESENTATION AND
INDEMNIFICATION 

SECTION 11.01. Executive Representation.
The Executive hereby represents and warrants to the Companies that (a) the execution, delivery and performance of this Agreement
by the Executive does not and will not conflict with, breach, violate or cause a default under any contract, agreement, instrument,
order, judgment or decree to which the Executive is a party or by which she is bound, (b) the Executive is not a party to or bound
by any employment agreement, noncompetition agreement or confidentiality agreement with any other Person, and (c) upon the execution
and delivery of this Agreement by the Companies, this Agreement will be the valid and binding obligation of the Executive, enforceable
in accordance with its terms. Notwithstanding Section 11.02 below, in the event that any action is brought against the Executive
involving any breach of any employment agreement, noncompetition agreement or confidentiality agreement with any other Person, the Executive
shall bear her own costs incurred in defending such action, including but not limited to court fees, arbitration costs, mediation
costs, attorneys’ fees and disbursements. 

13 







SECTION 11.02. General Indemnification.
The Companies, jointly and severally, agree that if the Executive is made a party, or is threatened to be made a party, to
any action, suit or proceeding, whether civil, criminal, administrative or investigative (each, a “Proceeding”),
by reason of the fact that she is or was a director, officer or employee of the Company or any of its Subsidiaries or is or was
serving at the request of the Company or any of its Subsidiaries as a director, officer, member, employee or agent of another
corporation, partnership, joint venture, trust or other enterprise, including service with respect to employee benefit plans,
whether or not the basis of such Proceeding is the Executive’s alleged action in an official capacity while serving as a
director, officer, member, employee or agent, the Executive shall be indemnified and held harmless by the Companies to the fullest
extent permitted or authorized by applicable law and their bylaws, against all cost, expense, liability and loss (including, without
limitation, advancement of attorneys’ and other fees and expenses) reasonably incurred or suffered by the Executive in connection
therewith. The Company agrees to use its best efforts to maintain a directors’ and officers’ liability insurance policy
covering the Executive during the Employment Period and for at least four years thereafter to the extent available on commercially
reasonable terms. 

ARTICLE 12 

LIMITATION ON CERTAIN
PAYMENTS CONTINGENT ON CHANGE IN CONTROL 

SECTION 12.01. Limitation on Certain
Payments Contingent on Change in Control. 

(a) Anything in this Agreement to the
contrary notwithstanding, in the event it shall be determined that (i) any payment, award, benefit or distribution (or any acceleration
of any payment, award, benefit or distribution) by the Companies (or any of their affiliated entities) or any entity which effectuates
a Change in Control (or any of its affiliated entities) to or for the benefit of the Executive (whether pursuant to the terms
of this Agreement or otherwise) (the “Payments”) would be subject to the excise tax imposed by Section 4999 of
the Code (the “Excise Tax”), and (ii) the reduction of the amounts payable to the Executive under this Agreement
to the maximum amount that could be paid to the Executive without giving rise to the Excise Tax (the “Safe Harbor Cap”)
would provide the Executive with a greater after-tax amount than if such amounts were not reduced, then the amounts payable to
the Executive under this Agreement shall be reduced (but not below zero) to the Safe Harbor Cap. Unless the Companies and the
Executive agree otherwise (in a manner intended to comply with Code Section 409A), the reduction of the amounts payable hereunder,
if applicable, shall be made to the extent necessary in the following order: (i) first, any such Payments that became fully
vested prior to the Change in Control and that pursuant to paragraph (b) of Treas. Reg. § 1.280G-1, Q/A 24, are treated as contingent compensation payments solely by reason of the acceleration of their originally scheduled
dates of payment will be reduced, by cancellation of the acceleration of their vesting; (ii) second, any severance payments
or benefits, performance-based cash or equity incentive awards, or other contingent compensation payments the full amounts of
which are treated as contingent on the Change in Control pursuant to paragraph (a) of Treas. Reg. § 1.280G-1, Q/A 24, will
be reduced; and (iii) third, any cash or equity incentive awards, or nonqualified deferred compensation amounts, that vest
solely based on the Executive’s continued service with the Companies, and that pursuant to paragraph (c) of Treas. Reg. §
1.280G-1, Q/A 24, are treated as contingent on the Change in Control because they become vested as a result of the Change in
Control, will be reduced, first by cancellation of any acceleration of their originally scheduled dates of payment (if payment
with respect to such items is not treated as automatically occurring upon the vesting of such items for purposes of Section 280G
of the Code) and then, if necessary, by canceling the acceleration of their vesting. In each case, the amounts of the contingent
compensation payments will be reduced in the inverse order of their originally scheduled dates of payment or vesting, as applicable,
and will be so reduced only to the extent necessary to achieve the required reduction. For purposes of reducing the Payments to
the Safe Harbor Cap, only amounts payable under this Agreement (and no other Payments) shall be reduced. If the reduction of the
amounts payable hereunder would not result in a greater after-tax result to the Executive, no amounts payable under this Agreement
shall be reduced pursuant to this provision. 

14 







(b) All
determinations required to be made under this Section 12.01 shall be made by the
public accounting firm that is retained by the Companies as of the date
immediately prior to the Change in Control (the “Accounting Firm”), which shall provide detailed supporting
calculations both to the Companies and the Executive within fifteen (15)
business days of the receipt of notice from the Companies or the Executive that
there has been a Payment, or such earlier time as is requested by the Companies.
Notwithstanding the foregoing, in the event (i) the Board shall determine prior
to the Change in Control that the Accounting Firm is precluded from performing
such services under applicable auditor independence rules or (ii) the Audit
Committee of the Board determines that it does not want the Accounting Firm to
perform such services because of auditor independence concerns or (iii) the
Accounting Firm is serving as accountant or auditor for the person(s) effecting
the Change in Control, the Board shall appoint another nationally recognized
public accounting firm to make the determinations required hereunder (which
accounting firm shall then be referred to as the Accounting Firm hereunder). All
fees, costs and expenses (including, but not limited to, the costs of retaining
experts) of the Accounting Firm shall be borne by the Companies. If payments are
reduced to the Safe Harbor Cap or the Accounting Firm determines that no Excise
Tax is payable by the Executive without a reduction in payments, the Accounting
Firm shall provide a written opinion to the Executive to such effect, that the
Executive is not required to report any Excise Tax on the
Executive’s federal income tax return, and that the failure to
report the Excise Tax, if any, on the Executive’s applicable federal income tax
return will not result in the imposition of a negligence or similar penalty. The
determination by the Accounting Firm shall be binding upon the Companies and the
Executive (except as provided in Section 12.01(c) below). 

15 







(c) If it is established pursuant to
a final determination of a court or an Internal Revenue Service (the “IRS”) proceeding, which has been finally
and conclusively resolved, that Payments have been made to, or provided for the benefit of, the Executive by the Companies, which
are in excess of the limitations provided in this Section 12.01 (referred to hereinafter as an “Excess Payment”),
the Executive shall repay the Excess Payment to the Companies on demand, together with interest on the Excess Payment at the applicable
federal rate (as defined in Section 1274(d) of the Code) from the date of the Executive’s receipt of such Excess Payment
until the date of such repayment. As a result of the uncertainty in the application of Section 4999 of the Code at the time of
the determination, it is possible that Payments which will not have been made by the Companies should have been made (an “Underpayment”),
consistent with the calculations required to be made under this Section 12.01. In the event that it is determined (i) by the Accounting
Firm, the Companies (which shall include the position taken by the Companies, or together with their consolidated group, on their
federal income tax returns) or the IRS or (ii) pursuant to a determination by a court, that an Underpayment has occurred, the
Companies shall pay an amount equal to such Underpayment to the Executive within ten (10) days of such determination together
with interest on such amount at the applicable federal rate from the date such amount would have been paid to the Executive until
the date of payment. The Executive shall cooperate, to the extent the Executive’s expenses are reimbursed by the Companies,
with any reasonable requests by the Companies in connection with any contests or disputes with the IRS in connection with the
Excise Tax or the determination of the Excess Payment. Notwithstanding the foregoing, in the event that amounts payable under
this Agreement were reduced pursuant to Section 12.01(a) and the value of stock options is subsequently re-determined by the Accounting
Firm within the context of Treasury Regulation §1.280G-1 Q/A 33 that reduces the value of the Payments attributable to such
options, the Companies shall promptly pay to the Executive any amounts payable under this Agreement that were not previously paid
solely as a result of Section 12.01(a), subject to the Safe Harbor Cap. 

ARTICLE 13 

MISCELLANEOUS 

SECTION 13.01. Binding Arbitration.
The parties agree that, except as provided in Articles 9 and 10 above, any disputes under this Agreement shall be settled
exclusively by arbitration conducted in Winston-Salem, North Carolina. Except to the extent inconsistent with this Agreement,
such arbitration shall be conducted in accordance with the National Rules for the Resolution of Employment Disputes of the American
Arbitration Association then in effect at the time of the arbitration and otherwise in accordance with principles which would
be applied by a court of law or equity. The arbitrator shall be acceptable to both the Companies and the Executive. If the parties
cannot agree on an acceptable arbitrator, the dispute shall be decided by a panel of three arbitrators, one appointed by each
of the parties and the third appointed by the other two arbitrators or if the two arbitrators do not agree, appointed by the
American Arbitration Association. The costs of arbitration incurred by the Executive (or her beneficiaries) will be borne by the
Companies (including, without limitation, reasonable attorneys’ fees and other reasonable charges of counsel) (a) if the
arbitration occurs prior to a Change in Control, if the Executive prevails on a majority of the material issues in the dispute,
and (b) if the arbitration occurs after a Change in Control, if the Executive prevails on at least one material issue in the dispute.
Judgment upon the final award rendered by such arbitrator(s) may be entered in any court having jurisdiction thereof.

16 







Following the final
determination of the dispute in which, based on the outcome of the dispute, the
Executive is, in accordance with this Section 13.01, entitled to have her costs
borne by the Companies, the Companies shall pay all such reasonable costs within
ten (10) days following written demand therefor (supported by documentation of
such costs) by the Executive, and the Executive shall make such written demand
within sixty (60) days following the final determination of the dispute;
provided, however, that such payment
shall be made no later than on or prior to the end of the calendar year
following the calendar year in which the costs are incurred. Notwithstanding the
foregoing, in the event a final determination of the dispute has not been made
by December 20 of the year following the calendar year in which the costs are
incurred, the Companies shall, within ten (10) days after such December 20,
reimburse such reasonable costs (supported by documentation of such costs)
incurred in the prior taxable year; provided, however, that the Executive shall return such amounts to the Companies within
ten (10) business days following the final determination if (i) in the case of
an arbitration prior to a Change in Control, the Executive does not prevail on a
majority of the material issues in the dispute, or (ii) in the case of an
arbitration after a Change in Control, the Executive does not prevail on at
least one material issue in the dispute. The amount of any costs eligible for
payment under this Section 13.01 during a calendar year will not affect the
amount of any costs eligible for payment under this Section 13.01 in any other
taxable year. 

SECTION 13.02. Consent to Amendments; No Waivers. The provisions of this Agreement may be amended or waived only by a
written agreement executed and delivered by the Companies and the Executive.
Notwithstanding the foregoing, the Companies shall have unilateral authority to
amend this Agreement (without Executive consent) to the extent necessary to
comply with applicable laws, rules or regulations (including but not limited to
Section 409A) or changes to applicable laws, rules or regulations. No other
course of dealing between the parties to this Agreement or any delay in
exercising any rights hereunder will operate as a waiver of any rights of any
such parties. 

SECTION 13.03. Successors and Assigns.
All covenants and agreements contained in this Agreement by or on behalf of any
of the parties hereto will bind and inure to the benefit of the respective
successors, assigns, heirs, executors and estates of the parties hereto whether
so expressed or not, provided that the Executive may not assign her rights or
delegate her obligations under this Agreement without the written consent of the
Companies (other than to her estate or heirs) and the Company may assign this
Agreement only to a successor to all or substantially all of the assets of the
Company. 

SECTION 13.04. Severability. Whenever
possible, each provision of this Agreement will be interpreted in such manner as
to be effective and valid under applicable
law, but if any provision of this Agreement is held to be prohibited by or
invalid under applicable law, such provision will be ineffective only to the
extent of such prohibition or invalidity, without invalidating the remainder of
this Agreement. 

17 







SECTION 13.05. Counterparts. This
Agreement may be executed simultaneously in two or more counterparts, any one of
which need not contain the signatures of more than one party, but all of which
counterparts taken together will constitute one and the same agreement.


SECTION 13.06. Descriptive Headings. The
descriptive headings of this Agreement are inserted for convenience only and do
not constitute a part of this Agreement. 

SECTION 13.07. Notices. All notices,
demands or other communications to be given or delivered under or by reason of
the provisions of this Agreement will be in writing and will be deemed to have
been given when delivered personally to the recipient, two business days after
the date when sent to the recipient by reputable express courier service
(charges prepaid) or four business days after the date when mailed to the
recipient by certified or registered mail, return receipt requested and postage
prepaid. Such notices, demands and other communications will be sent to the
Executive and to the Companies at the addresses set forth below. 

		If to the
      Executive:		To the last
      address delivered to the Companies
				by the Executive
      in the manner set forth herein.
		  
		 
		 
	      	If to the
      Companies:	      	Krispy Kreme
      Doughnuts, Inc.
				Krispy Kreme
      Doughnut Corporation
				Suite
    500
				370 Knollwood
      Street
				Winston-Salem, NC
      27103
	 	 
				Attn: General
      Counsel



or to such other address or
to the attention of such other person as the recipient party has specified by
prior written notice to the sending party. 

SECTION 13.08. Withholding. The Companies
may withhold from any amounts payable under this Agreement such federal, state,
local or foreign taxes as shall be required to be withheld pursuant to any
applicable law or regulation. 

18 







SECTION 13.09. No
Third Party Beneficiary. This
Agreement will not confer any rights or remedies upon any person other than the
Companies, the Executive and their respective heirs, executors, successors and
assigns. 

SECTION 13.10. Entire Agreement. This
Agreement (including any other documents referred to herein) constitutes the
entire agreement among the parties and supersedes any prior understandings,
agreements or representations by or among the parties, written or oral, that may
relate in any way to the subject matter hereof. 

SECTION 13.11. Construction. The language
used in this Agreement will be deemed to be the language chosen by the parties
to express their mutual intent, and no rule of strict construction will be
applied against any party. Any reference to any federal, state, local or foreign
statute or law will be deemed also to refer to all rules and regulations
promulgated thereunder, unless the context requires otherwise. 

SECTION 13.12. Survival. Sections 6.01,
7.01, 8.01 and Articles 1, 5, 9, 10, 11, 12 and 13 will survive and continue in
full force in accordance with their terms notwithstanding any termination of the
Employment Period, and the Agreement shall otherwise remain in full force to the
extent necessary to enforce any rights and obligations arising hereunder during
the Employment Period. 

SECTION 13.13. GOVERNING LAW. ALL
QUESTIONS CONCERNING THE CONSTRUCTION, VALIDITY AND INTERPRETATION OF THIS
AGREEMENT WILL BE GOVERNED BY THE INTERNAL LAW OF NORTH CAROLINA, WITHOUT REGARD
TO PRINCIPLES OF CONFLICT OF LAWS. 

SECTION 13.14. Section 409A. It is
intended that this Agreement will comply with Section 409A, to the extent the
Agreement is subject thereto, and the Agreement shall be interpreted on a basis
consistent with such intent. If an amendment of this Agreement is necessary in
order for it to comply with Section 409A, the parties hereto will negotiate in
good faith to amend the Agreement in a manner that preserves the original intent
of the parties to the extent reasonably possible. Notwithstanding any provision
to the contrary in this Agreement, if the Executive is deemed on the date of her
“separation from service” (within the meaning of Treas. Reg. Section 1.409A-1(h)) to be a “specified employee” (within the meaning of Treas. Reg. Section
1.409A-1(i)), then with regard to any payment that is required to be delayed
pursuant to Section 409A(a)(2)(B) of the Code, the portion, if any, of such
payment so required to be delayed shall not be made prior to the earlier of (i)
the expiration of the six (6)-month period measured from the date of her
“separation from service”, or (ii) the date of her death (the “Delay Period”). Upon the expiration of the Delay Period, all
payments delayed pursuant to this Section shall be paid to the Executive in a
lump sum, and any remaining payments shall be made as provided in the Agreement
and in a manner in accordance with Section 409A. The Companies shall not have
any obligation to indemnify or otherwise protect the Executive from any
obligation to pay any taxes pursuant to Section 409A. In the event that this
Agreement or any compensation payable hereunder shall be deemed not to comply
with (or be exempt from) Section 409A, then neither the Companies, the Board,
the Board of Directors of KKDC, nor its or their designees or agents, shall be liable to the Executive or other
persons for actions, decisions or determinations made in good
faith.

19 







With respect to any
reimbursement or in-kind benefit arrangements of the Companies and their
subsidiaries that constitute deferred compensation for purposes of Section 409A,
except as otherwise permitted by Section 409A, the following conditions shall be
applicable: (i) the amount eligible for reimbursement, or in-kind benefits
provided, under any such arrangement in one calendar year may not affect the
amount eligible for reimbursement, or in-kind benefits to be provided, under
such arrangement in any other calendar year (except that the health and dental
plans may impose a limit on the amount that may be reimbursed or paid), (ii) any
reimbursement must be made on or before the last day of the calendar year
following the calendar year in which the expense was incurred, and (iii) the
right to reimbursement or in-kind benefits is not subject to liquidation or
exchange for another benefit. Whenever a payment under this Agreement specifies
a payment period with reference to a number of days (e.g., “payment shall be made within thirty (30) days after termination of
employment”), the actual date of payment within the specified period shall be
within the sole discretion of the Companies. Whenever payments under this
Agreement are to be made in installments, each such installment shall be deemed
to be a separate payment for purposes of Section 409A. Any reimbursement by the
Company pursuant to Section 12.01(c) herein shall be made to the Executive not
later than the end of the Executive’s taxable year following the taxable year in
which she remits the related taxes. 

SECTION 13.15. Representations of the Companies. The Companies represent and warrant that (a) the execution, delivery and
performance of this Agreement by the Companies has been fully and validly
authorized by all necessary corporate action, (b) the officer(s) signing this
Agreement on behalf of the Companies is duly authorized to do so, (c) the
execution, delivery and performance of this Agreement does not violate any
applicable law, regulation, order, judgment or decree or any agreement, plan or
corporate governance document to which the Companies are a party or by which
they are bound, and (d) upon execution and delivery of this Agreement by the
parties hereto, it will be a valid and binding obligation of the Companies
enforceable against the Companies and their successors and assigns in accordance
with its terms, except to the extent that enforceability may be limited by
applicable bankruptcy, insolvency or similar laws affecting the enforcement of
creditors’ rights generally. 

[remainder of page left
intentionally blank] 

20 







IN WITNESS WHEREOF, the
parties hereto have executed this Agreement as of the date and year first above
written. 

		
      KRISPY KREME
      DOUGHNUTS, INC. 

 

		By:   	/s/ James H.
    Morgan	 
			    James H. Morgan
			    Chief Executive Officer
			 
			 
		KRISPY KREME DOUGHNUT CORPORATION
			 
			 
		By:	/s/ Douglas R.
    Muir	 
			     Douglas R. Muir
			     Chief Financial Officer
			 
			 
		EXECUTIVE
			 
			/s/ Cathleen D.
      Allred	 
			     Cathleen D.
  Allred









Exhibit A

MUTUAL
RELEASE 

This mutual release (this
“Release”) is entered into as of this ____ day of ______, ____ (the “Release
Date”) among Krispy Kreme Doughnut Corporation, a North Carolina corporation
(“KKDC”), Krispy Kreme Doughnuts, Inc., a North Carolina corporation (the
“Company” and, together with KKDC, the “Companies”) and Cathleen D. Allred (the
“Executive”).

1. Reference is hereby made
to the employment agreement dated as of May 13, 2014 (the “Employment Agreement”) by the parties hereto
setting forth the agreements among the parties regarding the termination of the
employment relationship between the Executive and the Companies. Capitalized
terms used but not defined herein have the meanings ascribed to them in the
Employment Agreement.

2. The Executive, for
herself, her spouse, heirs, executors, administrators, successors and assigns,
hereby releases and discharges the Companies and its respective direct and
indirect parents and subsidiaries, and other affiliated companies, and each of
their respective past and present officers, directors, agents and employees,
from any and all actions, causes of action, claims, demands, grievances and
complaints, known and unknown, which the Executive or her spouse, heirs,
executors, administrators, successors or assigns ever had or may have at any
time through the Release Date. The Executive acknowledges and agrees that this
Release is intended to and does cover, but is not limited to, (i) any claim of
employment discrimination of any kind whether based on a federal, state or local
statute or court decision, including the Age Discrimination in Employment Act
with appropriate notice and rescission periods observed; and (ii) any claim,
whether statutory, common law or otherwise, arising out of the terms or
conditions of the Executive’s employment at the Companies and/or the Executive’s
separation from the Companies. The enumeration of specific rights, claims and
causes of action being released shall not be construed to limit the general
scope of this Release. It is the intent of the parties that by this Release the
Executive is giving up all rights, claims and causes of action occurring prior
to the Release Date, whether or not any damage or injury therefrom has yet
occurred. The Executive accepts the risk of loss with respect to both
undiscovered claims and with respect to claims for any harm hereafter suffered
arising out of conduct, statements, performance or decisions occurring before
the Release Date.

It is understood that the
Executive has been advised to consult with an attorney prior to executing this
Release; that she in fact has consulted a knowledgeable, competent attorney
regarding this Release; that she may, before executing this Release, consider
this Release for a period of 21 calendar days; and that the consideration she
receives for this Release is in addition to amounts to which she was already
entitled. If the Executive is signing this Release prior to the expiration of
such 21-day period, the Executive is waiving her right to review the Release for
such full 21-day period prior to signing it. It is further understood that the
Executive may revoke this Release within seven calendar days from the date of execution hereof. If the
Executive revokes this Release within such seven-day period, no severance
benefit will be payable to her under the Employment Agreement and she shall
return to the Company any such payment received prior to that date.








3. The Companies hereby
release and discharge the Executive, her spouse, heirs, executors,
administrators, successors and assigns, from any and all actions, causes of
actions, claims, demands, grievances and complaints, known and unknown, which
the Companies ever had or may have at any time through the Release Date. The
Companies acknowledge and agree that this Release is intended to and does cover,
but is not limited to, (i) any claim, whether statutory, common law or
otherwise, arising out of the terms or conditions of the Executive’s employment
at or service to the Companies and/or the Executive’s separation from the
Companies, and (ii) any claim for attorneys’ fees, costs, disbursements or other
like expenses. The enumeration of specific rights, claims and causes of action
being released shall not be construed to limit the general scope of this
Release. It is the intent of the parties that by this Release the Companies are
giving up all of their respective rights, claims and causes of action occurring
prior to the Release Date, whether or not any damage or injury therefrom has yet
occurred. The Companies accept the risk of loss with respect to both
undiscovered claims and with respect to claims for any harm hereafter suffered
arising out of conduct, statements, performance or decisions occurring before
the Release Date.

4. This Release shall in no
event (i) apply to any claim by either the Executive or the Companies arising from any breach by the other
party of its obligations under the Employment Agreement occurring on or after
the Release Date, (ii) waive the Executive’s claim with respect to compensation
or benefits earned or accrued prior to the Release Date to the extent such claim
survives termination of the Executive’s employment under the terms of the
Employment Agreement, (iii) waive the Executive’s right to indemnification under
the charters and by-laws of the Companies, or (iv) waive the Executive’s rights
as a shareholder.

5. This Mutual Release
shall be effective as of the Release Date and only if executed by both
parties.

6. All questions concerning
the construction, validity and interpretation of this Mutual Release will be governed by the internal
law of North Carolina, without regard to principles of conflict of
laws.







IN WITNESS WHEREOF, each
party hereto, intending to be legally bound, has executed this Mutual Release on
the date indicated above.

		KRISPY KREME DOUGHNUTS,
  INC.
 
		By:  	
		

KRISPY KREME DOUGHNUT
      CORPORATION
 

		By:  	
		

EXECUTIVE
 
 
		Cathleen D.
Allred









Exhibit
B 

The following businesses,
together with their Subsidiaries, affiliates and successors in interest, are the
businesses for purposes of Section 9.01 hereof:

Dunkin Brands Inc. 
Tim
Hortons, Inc. 
George Weston Limited 
Flowers Foods, Inc. 
McKee Foods
Corporation 
Starbucks 
Dewey’s Bakery 
Salem Baking Company 
Dawn
Food Products, Inc.
 CSM Baking Products 
Bimbo Bakeries USA, Inc.

Hostess Brands, LLC 
Panera Bread Company 

And any other business that
derives more than fifty percent (50%) of its revenues from the indirect or
direct sale of coffee, doughnuts and/or bakery or sweet goods.