ANNUAL PERFORMANCE AWARD AGREEMENT (FISCAL [ ]) THE TORO COMPANY 2010 EQUITY AND INCENTIVE PLANAnnual Performance Award Agreement • December 21st, 2011 • Toro Co • Lawn & garden tractors & home lawn & gardens equip • Delaware
This Agreement (this “Agreement”) dated [ ] (“Grant Date”) between The Toro Company, a Delaware corporation (“Toro”), and [ ] (“you”) sets forth the terms and conditions of a grant to you of an annual performance award (this “Annual Performance Award”) under The Toro Company 2010 Equity and Incentive Plan, as amended (the “Plan”). This Annual Performance Award is subject to all of the terms and conditions set forth in the Plan, this Agreement and the Annual Performance Award Acceptance Agreement. All of the terms in this Agreement and the Annual Performance Award Acceptance Agreement that begin with a capital letter are either defined in this Agreement or in the Plan.
FIRST AMENDMENT TO SECOND AMENDED AND RESTATED REPURCHASE AGREEMENT (Two Step)Repurchase Agreement • December 21st, 2011 • Toro Co • Lawn & garden tractors & home lawn & gardens equip
THIS FIRST AMENDMENT TO SECOND AMENDED AND RESTATED REPURCHASE AGREEMENT (Two Step), dated as of December 12, 2011 (this “Amendment”), is entered into by and between THE TORO COMPANY, a Delaware corporation (hereinafter, “Seller”), and RED IRON ACCEPTANCE, LLC, a Delaware limited liability company (“Red Iron”). Capitalized terms used herein and not otherwise defined shall have the meanings ascribed thereto in the Repurchase Agreement.
