0001193125-11-009760 Sample Contracts

REGISTRATION RIGHTS AGREEMENT by and among GNS II (U.S.) CORP., THE MARGARET A. CARGILL FOUNDATION, ACORN TRUST, LILAC TRUST and ANNE RAY CHARITABLE TRUST Dated as of January 18, 2011
Registration Rights Agreement • January 19th, 2011 • Mosaic Co • Agricultural chemicals • New York

This REGISTRATION RIGHTS AGREEMENT is made as of January 18, 2011 by and among GNS II (U.S.) Corp, a direct wholly-owned subsidiary of Mosaic (as defined below) that will change its name to “The Mosaic Company” as of the Closing Date referred to below, (the “Company”), the Margaret A. Cargill Foundation established under the Acorn Trust dated January 10, 1995, as amended (the “MAC Foundation”), Acorn Trust dated January 30, 1995, as amended (“Acorn”), Lilac Trust dated August 20, 1996, as amended (“Lilac”) and Anne Ray Charitable Trust dated August 20, 1996, as amended (“Anne Ray Charitable Trust”, and together with the MAC Foundation, Acorn and Lilac, the “MAC Trusts”).

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