0000950152-07-009349 Sample Contracts

Employment Agreement for Barry Sanders The Scotts Company LLC October 1, 2007
Employment Agreement • November 29th, 2007 • Scotts Miracle-Gro Co • Agricultural chemicals • Ohio

This EMPLOYMENT AGREEMENT is made, entered into, and is effective as of the first day of October, 2007 (herein referred to as the “Effective Date”), by and between The Scotts Company LLC (“Company”), an Ohio corporation and Barry Sanders (“Executive”).

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THE SCOTTS MIRACLE-GRO COMPANY 2006 LONG-TERM INCENTIVE PLAN PERFORMANCE SHARE AWARD AGREEMENT FOR EMPLOYEES (WITH RELATED DIVIDEND EQUIVALENTS) PERFORMANCE SHARES GRANTED TO [Grantee’s Name] ON [Grant Date]
Performance Share Award Agreement • November 29th, 2007 • Scotts Miracle-Gro Co • Agricultural chemicals • Ohio

This Award Agreement describes the type of Award that you have been granted and the terms and conditions of your Award. To ensure you fully understand these terms and conditions, you should:

Grantee] [Address] [Address] Dear [Grantee]:
Award Agreement • November 29th, 2007 • Scotts Miracle-Gro Co • Agricultural chemicals

This letter agreement amends the Restricted Stock award granted to you on [Grant Date] pursuant to the terms of The Scotts Miracle-Gro Company 2003 Stock Option and Incentive Equity Plan, as amended from time to time (the “Plan”), and The Scotts Miracle-Gro Company 2003 Stock Option and Incentive Equity Plan Award Agreement for Nondirectors (the “Award Agreement”). This amendment shall be effective as of October 30, 2007 (the “Amendment Effective Date”). Unless otherwise defined in this letter agreement, capitalized terms used herein shall have the meanings provided to them in the Award Agreement.

THE SCOTTS MIRACLE-GRO COMPANY 2006 LONG-TERM INCENTIVE PLAN RESTRICTED STOCK AWARD AGREEMENT FOR EMPLOYEES RESTRICTED STOCK GRANTED TO [Grantee’s Name] ON [Grant Date]
Scotts Miracle-Gro Co • November 29th, 2007 • Agricultural chemicals • Ohio

This Award Agreement describes the type of Award that you have been granted and the terms and conditions of your Award. To ensure you fully understand these terms and conditions, you should:

THE SCOTTS MIRACLE-GRO COMPANY 2006 LONG-TERM INCENTIVE PLAN NONQUALIFIED STOCK OPTION AWARD AGREEMENT FOR EMPLOYEES NONQUALIFIED STOCK OPTION GRANTED TO [Grantee’s Name] ON [Grant Date]
Scotts Miracle-Gro Co • November 29th, 2007 • Agricultural chemicals • Ohio

This Award Agreement describes the type of Award that you have been granted and the terms and conditions of your Award. To ensure you fully understand these terms and conditions, you should:

Grantee] [Address] [Address] Dear [Grantee]:
Scotts Miracle-Gro Co • November 29th, 2007 • Agricultural chemicals

This letter agreement amends the Restricted Stock award granted to you on [Grant Date] pursuant to the terms of The Scotts Miracle-Gro Company 2006 Long-Term Incentive Plan, as amended from time to time (the “Plan”), and the Award Agreement for Employees (the “Award Agreement”). This amendment shall be effective as of October 30, 2007 (the “Amendment Effective Date”). Unless otherwise defined in this letter agreement, capitalized terms used herein shall have the meanings provided to them in the Award Agreement.

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