Corteva, Inc. Sample Contracts

AMENDED & RESTATED TAX MATTERS AGREEMENT by and among DOWDUPONT INC., DOW INC., and CORTEVA, INC., dated as of June 1, 2019
Tax Matters Agreement • June 3rd, 2019 • Corteva, Inc. • Agricultural production-crops • Delaware

This AMENDED & RESTATED TAX MATTERS AGREEMENT (the “Agreement”), dated as of June 1, 2019, is entered into by and among DOWDUPONT INC., a Delaware corporation, DOW INC., a Delaware corporation and a wholly-owned subsidiary of DowDuPont, and CORTEVA, INC., a Delaware corporation and a wholly-owned subsidiary of DowDuPont.

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EMPLOYEE MATTERS AGREEMENT by and among DOWDUPONT INC., DOW INC., and CORTEVA, INC. Effective as of April 1, 2019
Employee Matters Agreement • April 16th, 2019 • Corteva, Inc. • Agricultural production-crops • Delaware

This EMPLOYEE MATTERS AGREEMENT (the “Agreement”), dated effective as of April 1, 2019, by and among DowDuPont Inc., a Delaware corporation (“DowDuPont” or “SpecCo”), Dow Inc., a Delaware corporation (“Dow” or “MatCo”), and Corteva, Inc., a Delaware corporation (“AgCo”). Each of SpecCo, MatCo, and AgCo is sometimes referred to herein as a “Party” and collectively as the “Parties.”

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SEPARATION AND DISTRIBUTION AGREEMENT by and among CORTEVA, INC., DOW INC., and DOWDUPONT INC. Dated as of April 1, 2019
Separation and Distribution Agreement • April 16th, 2019 • Corteva, Inc. • Agricultural production-crops • Delaware

SEPARATION AND DISTRIBUTION AGREEMENT (this “Agreement”), dated as of April 1, 2019, by and among DowDuPont Inc., a Delaware corporation (“DowDuPont” or “SpecCo”), Dow Inc., a Delaware corporation (“MatCo”) and Corteva, Inc., a Delaware corporation (“AgCo”). Each of SpecCo, MatCo and AgCo is sometimes referred to herein as a “Party” and collectively, as the “Parties.”

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MATCO/AGCO INTELLECTUAL PROPERTY CROSS LICENSE AGREEMENT by and among DOW INC., MATCO LICENSORS, MATCO LICENSEES, CORTEVA, INC., AGCO LICENSORS and AGCO LICENSEES Dated as of April 1, 2019
License Agreement • April 16th, 2019 • Corteva, Inc. • Agricultural production-crops • Delaware

This MATCO/AGCO INTELLECTUAL PROPERTY CROSS-LICENSE AGREEMENT (this “Agreement”), dated as of April 1, 2019 (the “Effective Date”), is entered into by and among Corteva, Inc., a Delaware corporation (“AgCo”), the AgCo Licensors and the AgCo Licensees, on the one hand, and Dow Inc., a Delaware corporation (“MatCo”), the MatCo Licensors and the MatCo Licensees, on the other hand (each of AgCo and MatCo, a “Party” and together, the “Parties”).

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AGCO/SPECCO INTELLECTUAL PROPERTY CROSS LICENSE AGREEMENT by and among CORTEVA, INC., AGCO LICENSORS, AGCO LICENSEES, DOWDUPONT INC., SPECCO LICENSORS and SPECCO LICENSEES Dated as of June 1, 2019
Cross License Agreement • June 3rd, 2019 • Corteva, Inc. • Agricultural production-crops • Delaware

This AGCO/SPECCO INTELLECTUAL PROPERTY CROSS-LICENSE AGREEMENT (this “Agreement”), dated as of June 1, 2019 (the “Effective Date”), is entered into by and among Corteva, Inc., a Delaware corporation (“AgCo”), the AgCo Licensors and the AgCo Licensees, on the one hand, and DowDuPont Inc., a Delaware corporation (“SpecCo”), the SpecCo Licensors and the SpecCo Licensees, on the other hand (each of AgCo and SpecCo, a “Party” and together, the “Parties”).

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LETTER AGREEMENT
Letter Agreement • June 3rd, 2019 • Corteva, Inc. • Agricultural production-crops

This letter agreement (this “Agreement”), effective June 1, 2019, is made by and between DowDuPont Inc, a Delaware corporation (“SpecCo”) and Corteva, Inc., a Delaware corporation (“AgCo”). Reference is made to that certain Separation and Distribution Agreement, dated as of April 1, 2019, (the “SDA”), by and among SpecCo, AgCo and Dow Inc., a Delaware Corporation (“MatCo”) and that certain Employee Matters Agreement, dated as of April 1, 2019 (the “EMA”), by and among SpecCo, AgCo and MatCo. Capitalized terms used herein without definition have the meaning given to them in the SDA. SpecCo and AgCo are referred to herein as the “Letter Parties”.

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MEMORANDUM OF UNDERSTANDING
Contemplated Definitive Agreement • January 22nd, 2021 • Corteva, Inc. • Agricultural production-crops
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AGREEMENT
Agreement • March 19th, 2021 • Corteva, Inc. • Agricultural production-crops • Delaware

This Agreement (this “Agreement”) is made and entered into as of March 18, 2021, by and between Corteva, Inc. (“Corteva” or the “Company”) and the entities and natural persons set forth in the signature pages hereto (collectively, “Starboard”) (each of the Company and Starboard, a “Party” to this Agreement, and collectively, the “Parties”).

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Gregory R. Page Chair of the Board of Directors Corteva, Inc.
Corteva, Inc. • October 28th, 2021 • Agricultural production-crops • Delaware

Corteva, Inc. (the “Company”) is pleased to offer you employment as the Company’s Chief Executive Officer on the terms described in this letter agreement (this “Agreement”).

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FORM OF MATCO/AGCO IP CROSS LICENSE AGREEMENT by and between DOW INC. and Corteva, Inc. Dated as of , 2019
Cross-License Agreement • March 19th, 2019 • Corteva, Inc. • Agricultural production-crops • Delaware

This MATCO/AGCO IP CROSS-LICENSE AGREEMENT (this “Agreement”), dated as of , 2019 (the “Effective Date”), is entered into by and between Corteva, Inc. (“AgCo”), a Delaware corporation, the AgCo Licensors and the AgCo Licensees, and Dow Inc., a Delaware corporation (“MatCo”), the MatCo Licensors and the MatCo Licensees (each of AgCo and MatCo, a “Party” and together, the “Parties”).

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d/b/a Corteva Agriscience) Debt Securities UNDERWRITING AGREEMENT
Underwriting Agreement • May 15th, 2020 • Corteva, Inc. • Agricultural production-crops • New York
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AGCO/SPECCO INTELLECTUAL PROPERTY CROSS LICENSE AGREEMENT by and among CORTEVA, INC., AGCO LICENSORS, AGCO LICENSEES, DOWDUPONT INC., SPECCO LICENSORS and SPECCO LICENSEES Dated as of June 1, 2019
Intellectual Property Cross License Agreement • May 6th, 2019 • Corteva, Inc. • Agricultural production-crops • Delaware

This AGCO/SPECCO INTELLECTUAL PROPERTY CROSS-LICENSE AGREEMENT (this “Agreement”), dated as of June 1, 2019 (the “Effective Date”), is entered into by and among Corteva, Inc., a Delaware corporation (“AgCo”), the AgCo Licensors and the AgCo Licensees, on the one hand, and DowDuPont Inc., a Delaware corporation (“SpecCo”), the SpecCo Licensors and the SpecCo Licensees, on the other hand (each of AgCo and SpecCo, a “Party” and together, the “Parties”).

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Wilmington, Delaware 19805 June 21, 2021 Dear Jim:
Letter Agreement • June 23rd, 2021 • Corteva, Inc. • Agricultural production-crops • Delaware

This letter agreement (this “Agreement”) is intended to set forth our mutual understanding and agreement regarding your retirement from Corteva, Inc. (the “Company”). Capitalized terms used in this Agreement that are not defined herein have the meanings set forth in the Company’s Change in Control and Executive Severance Plan (the “Severance Plan”).

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EIDP, Inc. Debt Securities UNDERWRITING AGREEMENT
Underwriting Agreement • May 15th, 2023 • Corteva, Inc. • Agricultural production-crops • New York

EIDP, Inc. (formerly known as E. I. du Pont de Nemours and Company), a Delaware corporation (the “Company”), proposes to issue and sell from time to time certain of its debt securities registered under the registration statement referred to in Section 1(a) (the “Securities”). The Securities will be issued under the Indenture, dated as of May 15, 2020, between the Company and U.S. Bank Trust Company, National Association (as successor in interest to U.S. Bank National Association), as trustee (the “Trustee”), as supplemented by the Second Supplemental Indenture, to be dated as of the Closing Date (as defined below), between the Company and the Trustee (as amended or supplemented from time to time, the “Indenture”). Particular series of the Securities may be sold to you and to such other firms on whose behalf you may act for resale in accordance with terms of the offering determined at the time of sale. The Securities involved in any such offering are hereinafter referred to as the “Purc

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