0000950152-05-009969 Sample Contracts

AMENDED AND RESTATED EXCLUSIVE AGENCY AND MARKETING AGREEMENT by and between MONSANTO COMPANY and THE SCOTTS COMPANY SEPTEMBER 30, 1998
Exclusive Agency and Marketing Agreement • December 15th, 2005 • Scotts Miracle-Gro Co • Agricultural chemicals • Delaware

THIS AMENDED AND RESTATED EXCLUSIVE AGENCY AND MARKETING AGREEMENT by and between Monsanto Company, a Delaware corporation (“Monsanto”), and The Scotts Company, an Ohio corporation (the “Agent”), shall be deemed effective as of September 30, 1998, and amended and restated as of November 11, 1998, and shall supersede in its entirety the previous such agreement between the parties hereto, dated as of September 30, 1998. Monsanto and the Agent are some times referred to herein as the “parties.”

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THE SCOTTS MIRACLE-GRO COMPANY AWARD AGREEMENT FOR NONDIRECTORS
Stock Option and Incentive Equity Plan • December 15th, 2005 • Scotts Miracle-Gro Co • Agricultural chemicals

This Agreement describes the type of Award that you have been granted and the conditions that must be met before you may receive the value associated with your Award. To ensure you fully understand these terms and conditions, you should:

THE SCOTTS MIRACLE-GRO COMPANY AWARD AGREEMENT FOR DIRECTORS
Stock Option and Incentive Equity Plan • December 15th, 2005 • Scotts Miracle-Gro Co • Agricultural chemicals

This Agreement describes the type of options that you have been granted and the conditions that must be met before you may receive the value associated with your options. To ensure you fully understand these terms and conditions, you should:

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