0000950152-08-000885 Sample Contracts

Employment Agreement for Vincent Brockman The Scotts Miracle-Gro Company March 1, 2006
Employment Agreement • February 7th, 2008 • Scotts Miracle-Gro Co • Agricultural chemicals • Ohio

This EMPLOYMENT AGREEMENT is made, entered into, and is effective as of this 1st day of March, 2006 (herein referred to as the “Effective Date”), by and between The Scotts Miracle-Gro Company (“Company”), an Ohio corporation and Vincent Brockman (“Executive”).

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Second Amendment to Master Accounts Receivable Purchase Agreement
Receivable Purchase Agreement • February 7th, 2008 • Scotts Miracle-Gro Co • Agricultural chemicals • New York

This Second Amendment to Master Accounts Receivable Purchase Agreement (herein, the “Amendment”) is entered into as of November 30, 2007, among LaSalle Bank National Association (the “Bank”), The Scotts Company LLC (the “Company”) and The Scotts Miracle-Gro Company (the “Parent”).

THE SCOTTS MIRACLE-GRO COMPANY 2006 LONG-TERM INCENTIVE PLAN PERFORMANCE SHARE AWARD AGREEMENT FOR EMPLOYEES (WITH RELATED DIVIDEND EQUIVALENTS) PERFORMANCE SHARES GRANTED TO BARRY SANDERS ON OCTOBER 30, 2007
Performance Share Award Agreement • February 7th, 2008 • 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:

THE SCOTTS MIRACLE-GRO COMPANY AMENDED AND RESTATED 2006 LONG-TERM INCENTIVE PLAN STOCK UNIT AWARD AGREEMENT FOR NONEMPLOYEE DIRECTORS (WITH RELATED DIVIDEND EQUIVALENTS) STOCK UNITS GRANTED TO [Grantee’s Name] ON [Grant Date]
Stock Unit Award Agreement • February 7th, 2008 • 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. Capitalized terms that are not defined in this Award Agreement have the same meanings as in the Plan. To ensure you fully understand the terms and conditions of your Award, you should:

First Amendment to Master Accounts Receivable Purchase Agreement and Waiver
Purchase Agreement • February 7th, 2008 • Scotts Miracle-Gro Co • Agricultural chemicals • New York

This First Amendment to Master Accounts Receivable Purchase Agreement and Waiver (herein, the “Amendment”) is entered into as of October 22, 2007, among LaSalle Bank National Association (the “Bank”), The Scotts Company LLC (the “Company”) and The Scotts Miracle-Gro Company (the “Parent”).

THE SCOTTS MIRACLE-GRO COMPANY AMENDED AND RESTATED 2006 LONG-TERM INCENTIVE PLAN DEFERRED STOCK UNIT AWARD AGREEMENT FOR NONEMPLOYEE DIRECTORS (WITH RELATED DIVIDEND EQUIVALENTS) DEFERRED STOCK UNITS GRANTED TO [Director’s Name] ON [Grant Date]
Scotts Miracle-Gro Co • February 7th, 2008 • 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:

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