Innophos Mexico Holdings, LLC Sample Contracts

OPERATIONS AGREEMENT
Operations Agreement • February 14th, 2006 • Innophos Mexico Holdings, LLC • Wholesale-chemicals & allied products • New York

THIS OPERATIONS AGREEMENT, made as of the 18th day of June, 1998 by and between MISSION HILLS, S.A. de C.V. , a Mexican corporation (“MH”) and Inmobiliaria Hills, S.A. de C.V., a Mexican corporation (“IH”) and RHONE-POULENC de MEXICO, S.A. de C.V., a Mexican corporation (“RP”).

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CONFIDENTIAL TREATMENT REQUESTED UNDER **** INDICATES OMITTED MATERIAL THAT IS THE SUBJECT OF A CONFIDENTIAL TREATMENT REQUEST FILED SEPARATELY WITH THE COMMISSION. THE OMITTED MATERIAL HAS BEEN FILED SEPARATELY WITH THE COMMISSION. FOURTH MODIFYING...
Purchase and Sale Agreement • February 14th, 2006 • Innophos Mexico Holdings, LLC • Wholesale-chemicals & allied products

SOLE.- That the legal capacity of its special legal representative to sign this Agreement is proved according to the Notarial Power number 8,746 dated as of May 26th, 2003, granted before Notary Public No. 14 of the City of Coatzacoalcos, Ver., Attorney Enrique de Jesús Aguilar Urcelay, same that has not been modified or revoked.

BASE AGREEMENT
Base Agreement • November 28th, 2005 • Innophos Mexico Holdings, LLC • Wholesale-chemicals & allied products

Base Agreement executed on September 1, 2003 between Pemex- Gas y Petroquímica Básica, hereinafter PGPB, represented by its Sales Manager, Aty. Juan Marcelo Parizot Murillo, and RHODIA FOSFATADOS DE MEXICO, S.A. DE C.V. hereinafter the Purchaser, represented by its Director of Finance, Aty. Silvio Fagundes Lucinda in accordance to the following Declarations and Clauses.

AMENDED AND RESTATED PURIFIED WET PHOSPHORIC ACID SUPPLY AGREEMENT
Purified Wet Phosphoric Acid Supply Agreement • February 14th, 2006 • Innophos Mexico Holdings, LLC • Wholesale-chemicals & allied products • Virginia

This Agreement made this 23rd day of March, 2000, by and between Rhodia Inc., a Delaware corporation (“Rhodia”), and PCS Purified Phosphates, a Virginia general partnership formerly known as Albright & Wilson Company (“Partnership”).

AMENDED AND RESTATED ACID PURCHASE AGREEMENT AMONG RHODIA, INC., PCS SALES (USA), INC. AND PCS NITROGEN FERTILIZER L.P.
Acid Purchase Agreement • February 14th, 2006 • Innophos Mexico Holdings, LLC • Wholesale-chemicals & allied products • New York

Measurement of P2O5 sold and purchased shall be actual tank car shipping weights as determined by PCSN’s certified rail scales, less tank car heels. P2O5 content of outgoing shipments shall be determined by mutually acceptable analysis.

SUPPLY CONTRACT Soda Ash (Sodium Carbonate, Anhydrous) High Purity Dense Grade for Domestic Locations Standard Grade Dense Soda Ash for Export Locations
Supply Contract • February 14th, 2006 • Innophos Mexico Holdings, LLC • Wholesale-chemicals & allied products

THIS SUPPLY CONTRACT, dated as of February 29, 1996, between OCI Chemical Corporation, a Delaware corporation (herein, together with its successors and assigns, “Seller”), and Rhone-Poulenc Inc., a New York corporation (herein, together with its successors and permitted assigns, “Buyer”):

INTERIM AGREEMENT Between INNOPHOS, INC. CHICAGO HEIGHTS, ILLINOIS PLANT And PAPER, ALLIED-INDUSTRIAL, CHEMICAL & ENERGY WORKERS INTERNATIONAL UNION AFL-CIO
Memorandum of Agreement • November 28th, 2005 • Innophos Mexico Holdings, LLC • Wholesale-chemicals & allied products

This Agreement between the parties beginning 7:00 AM January 16, 2005 shall continue in full force and effect until 7:00 AM January 16, 2008, except as modified and amended as follows:

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