0000950123-11-049503 Sample Contracts

Contract
Master Accounts Receivable Purchase Agreement • May 12th, 2011 • Scotts Miracle-Gro Co • Agricultural chemicals • New York

SECOND AMENDMENT dated as of May 10, 2011 (the “Amendment”) to the Master Accounts Receivable Purchase Agreement dated as of May 1, 2009 among Credit Agricole Corporate and Investment Bank New York Branch (formerly known as Calyon New York Branch), as the Bank, The Scotts Company LLC, as the Company, and The Scotts Miracle-Gro Company, as the Parent, as amended by the First Amendment dated as of May 13, 2010 among the Bank, the Company and the Parent (as so amended, the “Agreement”). Capitalized terms used herein unless otherwise defined herein shall have the meanings assigned to them in the Agreement.

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