0001193125-08-078178 Sample Contracts

AMENDED AND RESTATED SENIOR MANAGEMENT SEVERANCE AND CHANGE IN CONTROL AGREEMENT
Senior Management Severance and Change in Control Agreement • April 9th, 2008 • Mosaic Co • Agricultural chemicals • Minnesota

This Amended and Restated Senior Management Severance and Change in Control Agreement (“Agreement”) is made and entered into effective as of day of , 2008 (“Agreement Date”) between THE MOSAIC COMPANY (the “Company”), having its principal place of business in Minnesota, and [Name of Employee] (“Employee”), a resident of [City of Employee’s Residence], Minnesota, for the purpose of providing for certain benefits in the event of termination of Employee’s employment by the Company without Cause or by Employee for Good Reason, according to the terms, conditions, and obligations set forth below.

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FERTILIZER AGENCY AGREEMENT
Fertilizer Agency Agreement • April 9th, 2008 • Mosaic Co • Agricultural chemicals • Manitoba

WHEREAS, PRINCIPAL and its Affiliates are engaged in the manufacture and sale of certain fertilizers (the “Products”) more specifically set forth in Schedule “A”, and Schedule “B” as may be amended from time to time;

SUPPLY AGREEMENT FEED GRADE PHOSPHATES UNITED KINGDOM
Supply Agreement • April 9th, 2008 • Mosaic Co • Agricultural chemicals • Florida

The following terms and conditions are incorporated into this Agreement, except to the extent otherwise specifically provided on the face of this Agreement.

FIRST AMENDMENT TO THE MOSAIC COMPANY RESTRICTED STOCK UNIT AWARD AGREEMENTS FOR AGREEMENTS UNDER WHICH RESTRICTED STOCK UNITS ARE SCHEDULED TO VEST ON OR AFTER JANUARY 1, 2009
Restricted Stock Unit Award Agreement • April 9th, 2008 • Mosaic Co • Agricultural chemicals

This amendment to The Mosaic Company Restricted Stock Unit Award Agreements is made this day of March, 2008, by and between The Mosaic Company, a Delaware corporation (the “Company”) and (the “Participant”) and applies to Restricted Stock Unit Award Agreements between the Company and Participant under which restricted stock units (“RSUs”) are scheduled to vest on or after January 1, 2009. This amendment is effective as of the date indicated in the preceding sentence.

SUPPLY AGREEMENT FEED GRADE PHOSPHATES MEXICO
Supply Agreement • April 9th, 2008 • Mosaic Co • Agricultural chemicals
BARGE FREIGHT CONTRACT
Barge Freight Contract • April 9th, 2008 • Mosaic Co • Agricultural chemicals • Minnesota

This Freight Contract (“Contract”) is dated as of , between Shipper and Carrier (each as defined above). Shipper has requested and Carrier has agreed to transport certain Cargo from the origin to the destination pursuant to the terms of this Contract, including the terms set forth on the reverse side hereof and the terms of any applicable bill of lading.

SUPPLY AGREEMENT FEED GRADE PHOSPHATES MEXICO
Supply Agreement • April 9th, 2008 • Mosaic Co • Agricultural chemicals
SUPPLY AGREEMENT FEED GRADE PHOSPHATES MEXICO
Supply Agreement • April 9th, 2008 • Mosaic Co • Agricultural chemicals
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