0000950123-03-013398 Sample Contracts

AMENDED AND RESTATED 364-DAY CREDIT AGREEMENT
364-Day Credit Agreement • December 3rd, 2003 • Rockwell Automation Inc • Measuring & controlling devices, nec • New York

AMENDED AND RESTATED CREDIT AGREEMENT dated as of October 28, 2003 among Rockwell Automation, Inc. (the “Borrower”), the Banks listed on the signature pages hereof (the “Banks”) and JPMorgan Chase Bank, as Administrative Agent (the “Agent”).

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ROCKWELL AUTOMATION, INC. RESTRICTED STOCK AGREEMENT
Restricted Stock Agreement • December 3rd, 2003 • Rockwell Automation Inc • Measuring & controlling devices, nec • Delaware

In accordance with Section 8(a)(i) of the 2003 Directors Stock Plan (the “Plan”), Rockwell Automation, Inc. (the “Corporation”) has transferred to you as of October 1, 2003, shares of Common Stock of the Corporation (the “Restricted Shares”) representing $27,000 of the annual retainer as compensation for your service on the Board for the period from October 1, 2003 through September 30, 2004, with the number of Restricted Shares determined by dividing $27,000 by the closing price on the New York Stock Exchange — Composite Transactions on that date and rounding up to the next higher whole number, on and subject to the following terms and conditions:

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