0001193125-04-180752 Sample Contracts

MASTER TRANSITION SERVICES AGREEMENT
Master Transition Services Agreement • October 28th, 2004 • Mosaic Co • Agricultural chemicals • Minnesota

This MASTER TRANSITION SERVICES AGREEMENT (the “Agreement”) is entered into on this 22nd day of October, 2004 (the “Effective Date”) by and between CARGILL, INCORPORATED, a Delaware corporation (hereafter “Cargill”) and THE MOSAIC COMPANY, a Delaware corporation (formerly known as GLOBAL NUTRITION SOLUTIONS, INC.) (hereafter “Mosaic”).

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AGREEMENT AND PLAN OF MERGER AND CONTRIBUTION Dated as of January 26, 2004 Among IMC GLOBAL INC., GLOBAL NUTRITION SOLUTIONS, INC., GNS ACQUISITION CORP., CARGILL, INCORPORATED And CARGILL FERTILIZER, INC.
Merger Agreement • October 28th, 2004 • Mosaic Co • Agricultural chemicals • Delaware

This AGREEMENT AND PLAN OF MERGER AND CONTRIBUTION (this “Agreement”), dated as of January 26, 2004, is among IMC Global Inc., a Delaware corporation (“IMC”), Global Nutrition Solutions, Inc., a Delaware corporation (“Newco”), GNS Acquisition Corp., a Delaware corporation and a direct wholly owned subsidiary of Newco (“GNS Acquisition Corp.”), Cargill, Incorporated, a Delaware corporation (“Cargill”), and Cargill Fertilizer, Inc., a Delaware corporation and a direct wholly owned subsidiary of Cargill (“CFI”). IMC, Newco, GNS Acquisition Corp., Cargill and CFI are referred to collectively as the “Constituent Entities.”

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