0001243786-18-000002 Sample Contracts

Strictly Private and Confidential
Stock Purchase Agreement • January 2nd, 2018 • Mosaic Co • Agricultural chemicals • New York

Reference is made to that certain Stock Purchase Agreement, dated as of December 19, 2016 (the “Purchase Agreement”), by and among The Mosaic Company, a Delaware corporation (“Buyer”), Vale S.A., a stock corporation (sociedade por ações) organized under the laws of the Federative Republic of Brazil (“Parent”), and Vale Fertilizer Netherlands B.V., a private limited liability company (besloten vennootschap met beperkte aansprakelijkheid) organized under the laws of the Netherlands (together with Parent, the “Sellers”). Capitalized terms used but not defined in this letter agreement shall have the meanings set forth in the Purchase Agreement.

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