Exhibit 4.1



 Exhibit 4.1 
 PCS U.S. Employees’ Savings Plan for Collectively 
 Bargained
Employees 
 (As Amended and Restated 
 Effective as of January 1, 2012) 








							
	Contents	 	 	  	 	 
	 	 	 	  	Page	 
	Article 1.	 	 The Plan
	  	 	1	  
	 1.1
	 	 Plan History and Merger
	  	 	1	  
	 1.2
	 	 Applicability of the Plan
	  	 	1	  
	 1.3
	 	 Purpose
	  	 	1	  
	 1.4
	 	 Intent
	  	 	1	  
			
	Article 2.	 	 Definitions and Construction
	  	 	3	  
	 2.1
	 	 Definitions
	  	 	3	  
			
	Article 3.	 	 Eligibility and Participation
	  	 	18	  
	 3.1
	 	 Existing Participants
	  	 	18	  
	 3.2
	 	 Commencement of Participation
	  	 	18	  
	 3.3
	 	 Modification of Enrollment
	  	 	19	  
			
	Article 4.	 	 Contributions
	  	 	20	  
	 4.1
	 	 Before-Tax Contributions and Catch-Up Contributions
	  	 	20	  
	 4.2
	 	 After-Tax Contributions
	  	 	21	  
	 4.3
	 	 Employer Matching Contributions
	  	 	21	  
	 4.4
	 	 Employer Performance Contributions
	  	 	21	  
	 4.5
	 	 Rollover Contributions
	  	 	22	  
	 4.6
	 	 Deductibility Limitation
	  	 	22	  
	 4.7
	 	 Section 402(g) Limit on Before-Tax Contributions
	  	 	23	  
	 4.8
	 	 Actual Deferral Percentage Test
	  	 	23	  
	 4.9
	 	 Qualified Nonelective Contributions
	  	 	24	  
	 4.10
	 	 Adjustment Contributions
	  	 	25	  
	 4.11
	 	 Limitation on Annual Additions
	  	 	25	  
	 4.12
	 	 Military Service
	  	 	26	  
			
	Article 5.	 	 Vesting
	  	 	27	  
	 5.1
	 	Before-Tax Contributions Account, After-Tax Contributions Account, Employer Performance Contributions Account and Rollover Account	  	 	27	  
	 5.2
	 	 Employer Matching Contributions Account
	  	 	27	  
	 5.3
	 	 Restoration of Forfeitures Upon Reemployment
	  	 	27	  
	 5.4
	 	 Forfeitures
	  	 	28	  
			
	Article 6.	 	 Trust, Investments and Accounting
	  	 	29	  
	 6.1
	 	 In General
	  	 	29	  
	 6.2
	 	 Trust
	  	 	29	  
	 6.3
	 	 Investment Elections
	  	 	30	  
	 6.4
	 	 Transfers Between Funds
	  	 	30	  
	 6.5
	 	 Imposition of Reasonable Restrictions
	  	 	30	  
	 6.6
	 	 Responsibility for Investments
	  	 	30	  
			
	Article 7.	 	 Valuation of Accounts
	  	 	31	  
	 7.1
	 	 Valuation
	  	 	31	  









							
	Contents	 	 	  	 	 
	 	 	 	  	Page	 
	 7.2
	 	 Statement of Account
	  	 	31	  
	 7.3
	 	 Loan Account
	  	 	31	  
			
	Article 8.	 	 Distributions
	  	 	32	  
	 8.1
	 	 Eligibility
	  	 	32	  
	 8.2
	 	 Deferral of Benefit Payments
	  	 	32	  
	 8.3
	 	 Required Commencement Under Code Section 401(a)(14)
	  	 	32	  
	 8.4
	 	 Spousal Consent Not Required
	  	 	32	  
	 8.5
	 	 Form of Distribution
	  	 	33	  
	 8.6
	 	 Distribution in the Form of Company Stock
	  	 	33	  
	 8.7
	 	 Notice Period
	  	 	33	  
	 8.8
	 	 Distribution Timing
	  	 	34	  
	 8.9
	 	 Status of Accounts Pending Distribution
	  	 	34	  
	 8.10
	 	 Distributions on Account of Death
	  	 	34	  
	 8.11
	 	 Minimum Distribution Amount
	  	 	35	  
	 8.12
	 	 Direct Rollover of Certain Distributions
	  	 	39	  
			
	Article 9.	 	 In-Service Withdrawals
	  	 	40	  
	 9.1
	 	Withdrawal of Amounts Allocated While An Employee of PCS Nitrogen Ohio, L.P. or PCS Purified Phosphates	  	 	40	  
	 9.2
	 	 Withdrawal of Amounts Allocated While An Employee of White Springs Agricultural Chemicals, Inc.
	  	 	40	  
	 9.3
	 	 Hardship Withdrawals
	  	 	40	  
	 9.4
	 	 Procedures and Restrictions
	  	 	43	  
			
	Article 10.	 	 Plan Loans
	  	 	44	  
	 10.1
	 	 Availability
	  	 	44	  
	 10.2
	 	 Requirements for Plan Loans
	  	 	44	  
	 10.3
	 	 Definitions
	  	 	45	  
			
	Article 11.	 	 Benefit Claims
	  	 	46	  
	 11.1
	 	 Inquiries and Applications for Benefits
	  	 	46	  
	 11.2
	 	 Denial of Claims
	  	 	46	  
	 11.3
	 	 Review of Denied Claims
	  	 	46	  
	 11.4
	 	 Exhaustion of Remedies
	  	 	48	  
			
	Article 12.	 	 Administration
	  	 	49	  
	 12.1
	 	 Appointment of Committee
	  	 	49	  
	 12.2
	 	 Powers and Authority; Action Conclusive
	  	 	49	  
	 12.3
	 	 Manner of Action
	  	 	50	  
	 12.4
	 	 Subcommittees, Counsel and Agents
	  	 	50	  
	 12.5
	 	 Appointment of Investment Manager
	  	 	50	  
	 12.6
	 	 Designation of Other Fiduciaries
	  	 	51	  
	 12.7
	 	 Reports and Filings
	  	 	51	  
	 12.8
	 	 Records
	  	 	51	  


  
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	Contents	 	 	  	 	 
	 	 	 	  	Page	 
	 12.9
	 	 Electronic and Other Media
	  	 	51	  
	 12.10
	 	 Automatic and Default Elections
	  	 	51	  
	 12.11
	 	 Expenses of Administration
	  	 	51	  
	 12.12
	 	 Limited Liability and Indemnification
	  	 	52	  
	 12.13
	 	 Reliance on Information
	  	 	53	  
	 12.14
	 	 Instructions to Trustee
	  	 	54	  
	 12.15
	 	 Genuineness of Documents
	  	 	54	  
	 12.16
	 	 Proper Proof
	  	 	54	  
			
	Article 13.	 	 Management of Funds
	  	 	55	  
	 13.1
	 	 Trust Agreement
	  	 	55	  
	 13.2
	 	 Exclusive Benefit Rule
	  	 	55	  
			
	Article 14.	 	 Amendment, Termination, and Merger
	  	 	56	  
	 14.1
	 	 Amendments to Comply with Law
	  	 	56	  
	 14.2
	 	 Suspension of Contributions; Termination of Plan
	  	 	56	  
	 14.3
	 	 Authority to Amend
	  	 	56	  
	 14.4
	 	 Form of Amendment
	  	 	57	  
	 14.5
	 	 Limitations
	  	 	57	  
	 14.6
	 	 Merger, Consolidation, or Transfer
	  	 	58	  
	 14.7
	 	 Participation by Affiliates.
	  	 	58	  
			
	Article 15.	 	 General Provisions
	  	 	60	  
	 15.1
	 	 Nonalienation
	  	 	60	  
	 15.2
	 	 Missing Persons
	  	 	60	  
	 15.3
	 	 Incapacity
	  	 	60	  
	 15.4
	 	 Plan Expenses
	  	 	61	  
	 15.5
	 	 Termination of Employment
	  	 	61	  
	 15.6
	 	 Information
	  	 	61	  
	 15.7
	 	 Withholding Taxes
	  	 	61	  
	 15.8
	 	 Requirement to Be in Written Form
	  	 	61	  
	 15.9
	 	 Elections
	  	 	61	  
	 15.10
	 	 Severability
	  	 	62	  
	 15.11
	 	 Construction
	  	 	62	  
			
	Appendix A.	 	 Plan History
	  	 	63	  
			
	Appendix B.	 	 The Employers
	  	 	65	  
			
	Appendix C.	 	 Definition of Compensation For Employee’s of PCS Nitrogen Ohio, L.P. and PCS Purified Phosphates
	  	 	66	  
			
	Appendix D.	 	 Definition of Compensation For Employee’s of White Springs Agricultural Chemicals, Inc.
	  	 	67	  


  
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	Contents	 	 	  	 	 
	 	 	 	  	Page	 
	Appendix E.	 	 Plan Loan Provisions—Employee’s of PCS Nitrogen Ohio, L.P. and PCS Purified Phosphates
	  	 	69	  
			
	Appendix F.	 	 Plan Loan Provisions—Employees of White Springs Agricultural Chemicals, Inc.
	  	 	71	  
			
	Appendix G.	 	 Employee Stock Ownership Plan
	  	 	73	  
			
	Supplement A.	 	 Lima, Ohio Participants
	  	 	80	  
			
	Supplement B.	 	 2009 White Springs Voluntary Separation Plan for Hourly Employees
	  	 	81	  
			
	Supplement C.	 	 2009 White Springs Involuntary Separation Plan for Hourly Employees
	  	 	82	  


  
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	Article 1.	The Plan 

  

	1.1	Plan History and Merger 

 Effective as of
11:59:59 p.m. on December 31, 2011 (the “Merger Date”), the PCS Nitrogen 401(k) Savings Plan (the “Prior Nitrogen Plan”) was merged with and into the White Springs Agricultural Chemicals, Inc. Savings and Investment Plan for
Collective Bargaining Employees (the “Prior White Springs Plan”), and the newly merged plan was renamed the “PCS U.S. Employees’ Savings Plan for Collectively Bargained Employees.” The history for the Prior Nitrogen Plan and
the Prior White Springs Plan is set forth in Appendix A. 
 The assets and liabilities of the Prior Nitrogen Plan shall be transferred to the
Plan’s Trust as soon as administratively practicable on or around the Merger Date. The merger of the Prior Nitrogen Plan with and into this Plan and the transfer of assets shall be made in accordance with the Code and the Treasury Regulations
thereunder, as applicable. Any Participant who had an Account under the Prior Nitrogen Plan on the Merger Date, or of any persons who are claiming benefits through such Participant, shall have an Account balance under this Plan immediately after the
Merger Date equal to the Account balance he or she would have been entitled to receive under the Prior Nitrogen Plan or the Prior White Springs Plan immediately before the Merger Date. 

 

	1.2	Applicability of the Plan 

 The provisions
set forth herein are applicable only to Employees in the employ of an Employer on or after January 1, 2012, and other former Employees who have an Account balance. Except as otherwise provided herein, the terms of this Plan document shall not
affect the rights and benefits of any person who, as of January 1, 2012, had terminated employment with all Employers. The applicable terms of the Prior Plan shall govern the rights and benefits of those persons. 

The Plan provisions, together with any Appendices and Supplements, shall apply to all Eligible Employees. However, to the extent that there is any
conflict or ambiguity between the terms of the Plan and an Appendix or Supplement, the terms of the Appendix or Supplement shall govern as to those Eligible Employees covered by such Appendix or Supplement. 

 

	1.3	Purpose 

 The Plan is maintained for the
exclusive benefit of Eligible Employees and their Beneficiaries. The purpose of the Plan is to (i) provide retirement and other benefits for Eligible Employees, (ii) enable Eligible Employees, through systematic savings, to accumulate
funds on a tax advantageous basis; and (iii) provide a vehicle through which an Employer can attract and retain qualified Employees. 
  

	1.4	Intent 

 The Plan is intended to
constitute (i) a qualified profit sharing plan, as described in Section 401(a) of the Internal Revenue Code of 1986, as amended (the “Code”), which includes a qualified cash or deferred arrangement under Code Section 401(k),
(ii) an Employee Stock 







 
Ownership Plan within the meaning of Code Section 4975(e)(7) (“ESOP”), (iii) a 404(c) plan (within the meaning of Section 404(c) of the Employee Retirement Income
Security Act of 1974, as amended (“ERISA”), and (iv) an “eligible individual account plan” within the meaning of ERISA Section 407(d). 

  
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	Article	2. Definitions and Construction 

  

	2.1	Definitions 

 Whenever used in the Plan,
the following terms shall have the respective meanings set forth below unless otherwise expressly provided. 
  

	(a)	“A&W Plan Participant” means an individual who was a “participant” in the Albright & Wilson Americas Inc. 401(k) Savings Plan
(the “A&W Plan”) maintained by Albright & Wilson Americas Inc. immediately before the “closing date” (as defined in that plan), and who became a participant in the Prior Nitrogen Plan as of the “closing
date.” 

  

	(b)	“Account” or “Accounts” means the Account or Accounts maintained for each Participant which represents his total proportionate
interest in the Trust and which consists of the following: 

  

	 	(1)	“After-Tax Contributions Account” means the account maintained for each Participant to hold the Participant’s After-Tax Contributions and
Adjustment Contributions. 

  

	 	(2)	“Before-Tax Contributions Account” means the account maintained for each Participant to hold the Participant’s Before-Tax Contributions.


  

	 	(3)	“Catch-Up Contributions Account” means the account maintained for each Participant to hold the Participant’s Catch-Up Contributions described in
Section 4.1(d). 

  

	 	(4)	“Employer Matching Contributions Account” means the account maintained for each Participant to hold the Participant’s Employer Matching
Contributions. 

  

	 	(5)	“Employer Performance Contributions Account” means the account maintained for each Participant to hold the Participant’s Employer Performance
Contributions. 

  

	 	(6)	“Rollover Account” means the account maintained for each Employee to hold amounts rolled over or transferred from other qualified plans and accounts.


  

	 	(7)	Any such other account as the Committee may designate. 

 Each Account reflects its allocable share of investment earnings, gains, and losses (realized and unrealized) pursuant to Section 7.1 and Plan expenses chargeable under Section 15.4. 

 

	(c)	“Adjustment Contributions” means Before-Tax Contributions which are converted to After-Tax Contributions as described in Section 4.10 in order to
comply with the applicable nondiscrimination tests of Code Section 401(k). 


  
 3 









	(d)	“Affiliate” means: 

  

	 	(1)	any company which is a member of a controlled group of corporations (within the meaning of Code Section 414(b)) which also includes as a member the Company,


  

	 	(2)	any trade or business (whether or not incorporated) that is under common control (within the meaning of Code Section 414(c)) with the Company,


  

	 	(3)	any organization (whether or not incorporated) which is a member of an affiliated service group (as defined in Code Section 414(m)) which includes the Company, and


  

	 	(4)	any other entity required to be aggregated with the Company pursuant to the Treasury Regulations under Code Section 414(o). 


Notwithstanding the foregoing, for purposes of Section 4.11, the definitions in Code Sections 414(b) and (c) shall be modified
by substituting the phrase “more than fifty percent (50%)” for the phrase “at least 80 percent (80%)) each place it appears in Code Section 1563(a)(1). 

 

	(e)	“After-Tax Contributions” means After-Tax Contributions described in Section 4.2. 


 

	(f)	“Before-Tax Contributions” means Before-Tax Contributions described in Sections 4.1(a) and (b). 


 

	(g)	“Beneficiary” or “Beneficiaries” means the person, persons (who may be named contingently or successively), or entity designated by a
Participant to receive benefits in the event of the Participant’s death. Each designation will revoke all prior designations by the Participant. A Beneficiary designation shall be made in the time and manner prescribed by the Committee, and
will be effective as soon as administratively practicable after such designation is filed with the Committee. If no Beneficiary is designated or a designation is revoked in whole or in part, or if a designated Beneficiary does not survive the
Participant, the Participant’s Account shall be payable to his estate, or at the discretion of the Committee, to the first class of the following classes of automatic Beneficiaries then surviving and in equal shares if there are more than one
in each class, to the Participant’s: 

  

	 	(1)	surviving Spouse; 

  

	 	(2)	surviving children; 

  

	 	(3)	surviving parents; and 

  

	 	(4)	surviving brothers and sisters. 


  
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 Notwithstanding the foregoing, in the case of a married Participant, the Spouse of the
Participant shall be the Beneficiary unless: 
  

	 	(1)	the Participant has designated another person as his Beneficiary, 

  

	 	(2)	the Spouse has consented to the designation of the specific non-Spouse Beneficiary, including any class of Beneficiaries or any contingent Beneficiaries,


  

	 	(3)	the Spouse acknowledges the effect of such election, and 

  

	 	(4)	the consent is witnessed by a notary public or an authorized representative of the Plan. 


Notwithstanding the foregoing, the Spouse’s consent is not required if the Spouse cannot be located or if the Participant furnishes
the Company a court order decreeing that the Participant and the Spouse are legally separated or that the Spouse has abandoned the Participant. In addition, if a Participant’s Spouse is designated as the Participant’s Beneficiary and the
Participant and Spouse divorce, the designation will be automatically revoked, and the former spouse will have no further rights as a Beneficiary (except as otherwise provided by a qualified domestic relations order under Code Section 414(p)),
unless the Participant completes a new Beneficiary designation identifying the former spouse as the Beneficiary. 
 Any
Beneficiary designation made by a Participant who participated in the A&W Plan before the “closing date” (as defined in that plan) shall continue in effect as though such beneficiary designation had been made under the Plan, unless and
until a new Beneficiary designation is made by such Participant. 
  

	(h)	“Board of Directors” means the Board of Directors of the Company. 


 

	(i)	“Code” means the Internal Revenue Code of 1986, as it may be amended interpreted and applied by regulations and rulings issued pursuant thereto, all as
amended from time to time. 

  

	(j)	“Committee” means the committee described in Article 12. 


 

	(k)	“Company” means PCS Administration (USA), Inc. 

  

	(l)	“Compensation” means the following: 

  

	 	(1)	In General. Compensation means wages as defined in Code Section 3401(a) (determined without regard to any rules that limit compensation included in wages
based on the nature or location of the employment or services performed), paid during a Plan Year by the Employer for services while an active Participant during that Plan Year. 


  
 5 









	 	(A)	In addition, Compensation also includes: 

  

	 	(i)	any elective deferrals, as defined in Code Section 401(g)(3), contributed to any plan maintained by the Employer, and any amount that is contributed or deferred by
the Employer at the election of the Participant and which is not includible in the gross income of the Participant by reason of Code Sections 125 or 132(f)(4)); and 


 

	 	(ii)	any differential wage payments paid to a Participant by the Employer while performing qualified military service (as defined in Code Section 414(u)(5)) for a
period of more than 30 days and represents all or a portion of the wages the Participant would have received if the Participant were performing services for the Employer, as provided under the Heroes Earnings Assistance and Relief Tax Act of 2008.


 For purposes of applying the discrimination tests of Section 4.8, amounts described in
Section 2.1(l)(1)(A)(i) above, may be excluded at the election of the Committee pursuant to applicable law and regulations. 
  

	 	(B)	Notwithstanding the foregoing, Compensation does not include: 

  

	 	(i)	reimbursements or other expense allowances; 

  

	 	(ii)	fringe benefits (cash and/or noncash); 

  

	 	(iii)	moving expenses; 

  

	 	(iv)	deferred compensation; 

  

	 	(v)	severance benefits; and 

  

	 	(vi)	other welfare benefits, even if any of the foregoing items are includible in gross income. 


Notwithstanding the foregoing, this subsection (B) shall not apply for purposes of determining Compensation under Section 4.11
(relating to the limitation on annual additions). 
  

	 	(2)	Compensation for Purposes of Determining Contributions. For purposes of Sections 4.1, 4.2, 4.3 and 4.4 (relating to Before-Tax Contributions, After-Tax
Contributions, Employer Matching Contributions and Employer Performance Contributions), Compensation shall have the meaning set forth in Appendix C (for Employees of PCS Nitrogen Ohio, L.P. or PCS Purified Phosphates) and Appendix D (for Employees
of White Springs Agricultural Chemicals, Inc.). 


  
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	 	(3)	Compensation For Purposes of Annual Additions. For purposes of Section 4.11 (relating to the limitation on annual additions), Compensation shall also
include: 

  

	 	(A)	Payments made after severance from employment of base salary, overtime pay, shift differential, commissions, bonuses and similar types of payments shall be included in
Compensation, provided that such payments are made within 2-1/2 months after severance from employment (or by the end of the Plan Year in which the severance from employment occurred, if later) and such payments would have been paid to the
Participant before severance from employment if the Participant had continued in employment. 

  

	 	(B)	Payment for unused accrued sick, vacation, or other leave that would have been included as Compensation if paid before the termination, which is paid within the later
of (i) 2-1/2 months after severance from employment, or (ii) by the end of the Plan Year in which the severance from employment occurred if such payments would have been paid to the Participant before severance from employment if the
Participant had continued in employment with an Employer. 

  

	 	(C)	Salary continuation payments made to a Participant who leaves employment to perform qualified military service (as defined in Code Section 414(u)(5)), to the
extent that those payments do not exceed the amounts the Participant would have otherwise received, if the Participant had otherwise continued to provide services for an Employer. 


 

	 	(D)	Short-term disability payments. 


Notwithstanding anything to the contrary, severance pay and parachute payments under Code Section 280G(b)(2) paid to a Participant
after his Vesting Service terminates shall not be included as Compensation. 
  

	 	(4)	Dollar Limitation on Compensation. Notwithstanding any other provision of the Plan (including an Appendix or Supplement) to the contrary, the Compensation of
each Participant taken into account under the Plan will not exceed the limit under Code Section 401(a)(17), as adjusted for cost-of-living increases in accordance with Code Section 401(a)(17)(B) ($250,000 effective for the calendar year
beginning January 1, 2012). If the Plan Year or such other period consists of fewer than 12 months, the annual Compensation limit will be multiplied by a fraction, the numerator of which is the number of months in such period and the
denominator of which is 12. 

  

	 	(5)	Alternative Method. The Committee may elect an alternative method of determining Compensation pursuant to regulations issued by the Internal Revenue Service.



  
 7 









	(m)	“Direct Rollover” means an Eligible Rollover Distribution that is paid by the Plan for the benefit of a Distributee to an Eligible Retirement Plan
specified by the Distributee in accordance with Section 8.12. 

  

	(n)	“Disability” or “Disabled” means: 

  

	 	(1)	for an Employee of PCS Nitrogen Ohio, L.P. or PCS Purified Phosphates, a total disability within the meaning of the Employer’s long-term disability program; and


  

	 	(2)	for an Employee of White Springs Agricultural Chemicals, Inc., (i) disabled as defined under Section 423 of Title 42 of the United States Code if the
Participant receives disability insurance benefits thereunder, or (ii) disabled as otherwise determined by the Committee. 

  

	(o)	“Distributee” means a Participant, former Participant, Beneficiary (if the surviving Spouse of the Participant, or, if not the surviving Spouse of the
Participant, such non-Spouse Beneficiary, but only with respect to a distribution that is paid by the Plan for the benefit of a non-Spouse Beneficiary: (a) to an individual retirement account described in Code Section 408(a) or (b) to
an individual retirement annuity described in Code Section 408(b) that is treated as an inherited account under Code Section 402(c)(11)) or an alternate payee under a qualified domestic relations order who receives a distribution from an
Eligible Retirement Plan. 

  

	(p)	“Eligibility Computation Period” means (i) the one (1) year period commencing on the date the Employee is credited with his first Hour of
Service with an Employer or an Affiliate, (ii) the first Plan Year that begins after such date, and (iii) subsequent Plan Years. 

  

	(q)	“Eligibility Service” means an Eligibility Computation Period in which an Employee is credited with 1,000 Hours of Service. An Employee’s
Eligibility Service will be disregarded if he incurs a One-Year Break in Service (or such longer period as may be specified in the collective bargaining agreement to which the Employee is subject). Notwithstanding the foregoing, if an Employee who
has incurred a One-Year Break in Service returns to employment with an Employer or an Affiliate, the Employee will be credited with his prior Eligibility Service effective as of the first Hour of Service following reemployment unless:


  

	 	(1)	at the time the Employee terminated employment the Employee (i) has not had any Before-Tax Contributions or Employer Performance Contributions made on his behalf,
or (ii) does not have a vested interest in any portion of his Employer Matching Contributions Account or Employer Performance Contributions Account, and 


 

	 	(2)	the number of the Employee’s One-Year Breaks in Service equals or exceeds the greater of five, or the number of his years of credited Eligibility Service at
termination of employment. 


  
 8 








 If a rehired Employee is not credited with his prior years of Eligibility Service, the
Employee will be treated as a new Employee. 
 Notwithstanding anything in the Plan to the contrary, in the case of an Employee
who is an A&W Plan Participant, such Employee shall receive Eligibility Service credit for his service credited under the A&W Plan in effect on March 23, 2000. Supplement A also sets forth special rules for certain Employees of
PCS Nitrogen Ohio, L.P. who are PCS Production and Maintenance Employees at the Lima, Ohio plant, and represented by the United Steel, Paper and Forestry, Rubber, Manufacturing, Energy, Allied Industrial and Service Workers International Union,
Local 1-626. 
  

	(r)	“Eligible Employee” means an Employee described in subsection (1) or (2) below who is a U.S. Employee or classified as a U.S. expatriate on
an Employer’s records. 

  

	 	(1)	Employee’s of PCS Nitrogen Ohio, L.P. and PCS Purified Phosphates 


 

	 	(A)	In General. An Employee who (i) is represented by a collective bargaining agreement described in paragraph (B), and (ii) is either (A) a Full-Time
Employee or (B) a Part-Time Employee credited with at least one (1) year of Eligibility Service is eligible to participate in the Plan. An Eligible Employee shall not include: 


 

	 	(i)	any Leased Employee; 

  

	 	(ii)	any individual who performs services for an Employer pursuant to a supplier agreement or any other contract or agreement; 


 

	 	(iii)	any person who is subject to a written agreement that provides that such person shall not be eligible to participate in the Plan; 


 

	 	(iv)	any person hired occasionally or at irregular times for a specific project of limited duration (as determined by the Committee); or 


 

	 	(v)	any co-op student. 

  

	 	(B)	Collective Bargaining Units. Active Employees in the following collective bargaining units may be eligible to participate in the Plan: 


 

	 	(i)	Employees of PCS Nitrogen Ohio, L.P. who are PCS production and maintenance employees represented by the United Steel, Paper and Forestry, Rubber, Manufacturing,
Energy, Allied Industrial and Service Workers International Union, Local 1-626; and 

  

	 	(ii)	Employees of PCS Purified Phosphates represented by the International Chemical Workers Union Council of the United Food and Commercial Workers Union, Local 664-C.



  
 9 









	 	(C)	A&W Plan Participants. Notwithstanding anything in the Plan to the contrary, each Eligible Employee who was a “participant” in the A&W Plan
immediately before March 23, 2000 (as the term “participant” was defined in the A&W Plan at that time) became a participant in the Prior Nitrogen Plan as of March 23, 2000. 


 

	 	(2)	Employees of White Springs Agricultural Chemicals, Inc. 

  

	 	(A)	Definitions. For purposes of this subsection (2), the following terms shall have the meaning prescribed below: 


 

	 	(i)	As-Needed Basis means, as of the time of employment, being employed during periods of limited duration, as may be required from time to time.


  

	 	(ii)	Employer means White Springs Agricultural Chemicals, Inc. or an Affiliate who adopts the Plan for the benefit of its employees pursuant to Section 14.7.


  

	 	(iii)	Participating Location means a facility operated by the Employer where eligibility to participate in the Plan has been negotiated by the union which is
recognized by that Employer for collective bargaining purposes for Employees at that facility. 

  

	 	(iv)	Participating Location Effective Date means the effective date for participation in the Plan by Employees who are represented by the union which is recognized by
their Employer for collective bargaining purposes at a Participating Location. A Participating Location Effective Date shall be specified in the collective bargaining agreement. 


 

	 	(v)	Temporary Basis means, as of the time of employment, being employed for a pre-established duration of less than one (1) year. 


 

	 	(B)	In General. On or after the Participating Location Effective Date for an Employee’s Participating Location and satisfaction of any waiting period specified
in a collective bargaining agreement applicable to the Employee, the following Employees, other than Leased Employees, shall be eligible to participate: 

  

	 	(i)	Regular Employees. Any Employee who is employed on a regular basis by an Employer at a Participating Location whose employment was covered by a collective
bargaining agreement between White Springs Agricultural Chemicals, Inc. and Local 784, International Chemical Workers Union (“Local 784”). 

  

	 	(ii)	Other Employees. A Part-Time Employee or a person employed on a Temporary, or As-Needed Basis shall become an Eligible Employee if he is credited with one
(1) year of Eligibility Service and his employment is covered by a collective bargaining agreement between White Springs Agricultural Chemicals, Inc. and Local 784. 


  
 10 










	 	(iii)	Transfer to Regular Status. If a Part-Time Employee or a person who is employed on a Temporary or As-Needed Basis is converted to employment on a regular basis,
he shall immediately become an Eligible Employee. 

 Notwithstanding anything in the Plan to the contrary, for purposes of
eligibility to participate in the Plan under this Section 2.1(r), any person who provides services to an Employer pursuant to an arrangement with an Employer that provides that he is an independent contractor and not an Employee shall be
excluded from the definition of Eligible Employee and shall not be eligible to participate in the Plan during the period such written contract is in effect regardless of such person’s reclassification as an Employee for such period by a court
of law or the Internal Revenue Service for tax withholding purposes. If, during any period, an Employer has not treated an individual as an Employee and, for that reason, has not withheld employment taxes with respect to that individual, then that
individual shall not be an Eligible Employee for that period, even in the event that the individual is determined, retroactively, to have been an Employee during all or any portion of that period. 

 

	(s)	“Eligible Retirement Plan” means, for purposes of Section 8.12, any of the following that accepts Eligible Rollover Distributions: (i) an
individual retirement account described in Code Section 408(a), (ii) an individual retirement annuity described in Code Section 408(b), (iii) a Roth IRA described in Code Section 408A, (iv) an annuity
plan or contract described in Code Sections 403(a) or (b), (v) an eligible deferred compensation plan under Code Section 457(b) which is maintained by a state, political subdivision of a state, or any agency or
instrumentality of a state or political subdivision of a state and which agrees to separately account for amounts transferred into such plan from the Plan, or (vi) a qualified trust described in Code Section 401(a). The definition of
Eligible Retirement Plan shall also apply in the case of a distribution to a surviving Spouse, or to a Spouse or former Spouse who is the alternate payee under a qualified domestic relations order, as defined in Code Section 414(p).
Notwithstanding the foregoing, an Eligible Retirement Plan with respect to a non-Spouse Beneficiary shall be limited to the arrangements described in (i), (ii) and (iii) above, provided they are treated as inherited accounts under
Code Section 402(c)(11). 

  

	(t)	 “Eligible Rollover Distribution” means any distribution of all or any portion of the balance to the credit of the Distributee, except
that an Eligible Rollover Distribution does not include: (a) any distribution that is one of a series of substantially equal periodic payments (not less frequently than annually) made for the life (or life expectancy) of the Distributee or the
joint lives (or joint life expectancies) of the Distributee and the Distributee’s designated Beneficiary, or for a specified period of 10 years or more; (b) any distribution to the extent such distribution is required under
Code Section 401(a)(9); (c) any distribution made on account of hardship, and (d) any cash dividends paid on Company Stock (as defined in Appendix G). A portion of a distribution shall not fail to




  
 11 









 
be an Eligible Rollover Distribution merely because the portion consists of After-Tax Contributions, which are not includible in gross income. However, such portion may only be transferred only
to an Eligible Retirement Plan that agrees to separately account for amounts so transferred, including separately accounting for the portion of such distribution that is includible in gross income and the portion of such distribution that is not so
includible. 
  

	(u)	“Employee” means— 

  

	 	(1)	a common-law employee of an Employer or an Affiliate, or 

  

	 	(2)	a Leased Employee of an Employer or an Affiliate to the extent required by Code Section 414(n), 


who is compensated through an Employer’s or an Affiliate’s payroll. 

 

	(v)	“Employer” means PCS Nitrogen Ohio, L.P., PCS Purified Phosphates, White Springs Agricultural Chemicals, Inc., and a Participating Employer.


  

	(w)	“Employer Contributions” means Employer Matching Contributions, Employer Performance Contributions, and any other Employer contributions provided in a
Supplement. 

  

	(x)	“Employer Matching Contributions” means the amount contributed under pursuant to Section 4.3. 


 

	(y)	“Employer Performance Contributions” means the amount contributed pursuant to Section 4.4. 


 

	(z)	“Employment Commencement Date” means the date on which an Employee first performs an Hour of Service for an Employer. 


 

	(aa)	“ERISA” means the Employee Retirement Income Security Act of 1974, as amended. 


 

	(bb)	“Five-Percent Owner” means a “5-percent owner” within the meaning of Code Section 416(i)(1)(B). 


 

	(cc)	“Full-Time Employee” means an Employee who is regularly scheduled to work at least 30 hours in a week. 


 

	(dd)	“Fund” means the investment funds established pursuant to Article 6, individually or collectively as the context indicates. 


 

	(ee)	“Highly Compensated Employee” means: 

  

	 	(1)	Any Employee who performs services for an Employer or an Affiliate during the “determination year” and who, at any time during the determination year or the
“look-back year” was a Five-Percent Owner of an Employer or an Affiliate, or who, during the look-back year, received Compensation from an Employer or an Affiliate in excess of $115,000 for 2012 (as adjusted pursuant to Code
Section 415(d) for cost-of-living increases), or 


  
 12 










	 	(2)	Any Employee who separated from service (or was deemed to have separated) before the determination year, performs no services for an Employer or any Affiliate during
the determination year, and met the description in subsection (1) for either the separation year or any determination year ending on or after the Employee’s 55th birthday. 


The “determination year” shall be the Plan Year for which compliance is being tested, and the “look-back year” shall
be the 12 month period immediately preceding the determination year. 
  

	(ff)	“Hour of Service” means an hour of employment for which an Employee is paid or is entitled to payment by an Employer or an Affiliate, as determined in
accordance with Section 2530.200b-2 of Department of Labor Regulations or such other Regulations and rulings issued by the Department of Labor governing the computation of hours of service. 


 

	(gg)	“Leased Employee” means any person other than a common law Employee of an Employer who, pursuant to an agreement between an Employer and any other
person (“leasing organization”) has performed services for an Employer (or for the Employer and related persons determined in accordance with Code Section 414(n)(6)) on a substantially full-time basis for a period of at least one
(1) year and such services are performed under the primary direction of or control by an Employer. In the case of any person who is a Leased Employee before or after a Period of Service as an Employee, the entire period during which he has
performed services as a Leased Employee shall be counted as service as an Employee for all purposes of the Plan, except that he shall not, by reason of that status, become a Participant of the Plan. 


 

	(hh)	“Loan Account” means the account created under Appendix E and Appendix F representing the unpaid principal outstanding on a loan to any Participant or
Employee. 

  

	(ii)	“Non-Highly Compensated Employee” means for any Plan Year, an Employee who is not a Highly Compensated Employee for that Plan Year.


  

	(jj)	“Normal Retirement Age” means: 

  

	 	(1)	for an Employee of PCS Nitrogen Ohio, L.P. or PCS Purified Phosphates, the Employee’s 65th birthday; and 


 

	 	(2)	for an Employee of White Springs Agricultural Chemicals, Inc., the Employee’s 65th birthday, or age 55 and five (5) years of Eligibility Service.


  

	(kk)	“Normal Retirement Date” means the date on which an Employee attains his Normal Retirement Age. 


  
 13 










	(ll)	“One-Year Break in Service” means any twelve consecutive month period during which a person is credited with less than 501 Hours of Service. For this
purpose, the twelve consecutive month period is the applicable Eligibility Computation Period. 

  

	(mm)	“Participant” means a person with an amount credited to his Account. 


 

	(nn)	“Participating Employer” means the Company and any Affiliate of the Company which adopts the Plan for the benefit of its employees pursuant to
Section 14.7. The Employer’s participating in the Plan are listed in Appendix B. 

  

	(oo)	“Part-Time Employee” means an Employee who is not a Full-Time Employee. 


 

	(pp)	“Parental Absence” means an Employee’s absence from work by reason of: 


 

	 	(1)	pregnancy of the Employee; 

  

	 	(2)	birth of a child of the Employee; 

  

	 	(3)	placement of a child with the Employee in connection with adoption of such child by such Employee; or 


 

	 	(4)	caring for such child for a period beginning immediately following such birth or placement. 


 

	(qq)	“Period of Service” means a period of service commencing on the Employee’s Employment Commencement Date or Reemployment Commencement Date,
whichever is applicable, and ending on the date of his Severance from Service Date. Periods of Service shall be aggregated unless such periods may be disregarded under ERISA Sections 202(b) or 203(b), and Code Sections 401(a)(5) or 411(a)(4).


  

	(rr)	“Period of Severance” means a period of time beginning on the Employee’s Severance from Service Date and ending on the date on which the Employee
again performs an Hour of Service for an Employer. 

  

	(ss)	“Plan” means the PCS U.S. Employees’ Savings Plan for Collectively Bargained Employees, the terms of which are contained in this Plan document and
in written amendments and resolutions approved by the Sponsor. Before the Effective Date, the Plan was named the White Springs Agricultural Chemicals, Inc. Savings and Investment Plan for Collective Bargaining Employees. 


 

	(tt)	“Plan Year” means the calendar year. 

  

	(uu)	“Prior Plan” means the: 

  

	 	(1)	PCS Nitrogen 401(k) Savings Plan (“Prior Nitrogen Plan”); and/or 


 

	 	(2)	White Springs Agricultural Chemicals, Inc. Savings and Investment Plan for Collective Bargaining Employees (“Prior White Springs Plan”).



  
 14 










	(vv)	“Reemployment Commencement Date” means the first date following an Employee’s Period of Severance on which the Employee performs an Hour of
Service for an Employer. 

  

	(ww)	“Rollover Contributions” means the amount contributed pursuant to Section 4.5. 


 

	(xx)	“Severance from Service Date” means the earlier of: 

  

	 	(1)	the date on which an Employee quits, retires, is discharged or dies; or 

  

	 	(2)	the first anniversary of the first date an Employee begins a one (1) year absence from employment, with or without pay, for any reason other than quit, retirement,
discharge or death, such as vacation, holiday, sickness, leave of absence or layoff; provided, however, in the case of an Employee who is absent from employment beyond the first anniversary of the first date of a Parental Absence, such
Employee’s Severance from Service Date is the second anniversary of the first date of the Parental Absence. Notwithstanding any provision in the Plan to the contrary, the period of time between the first and second anniversaries of the first
date of the Parental Absence will neither be considered a Period of Service nor a Period of Severance. 


Notwithstanding the foregoing, an Employee who transfers to a nonparticipating Affiliate shall not be treated as having a severance from
service. For an Employee of White Springs Agricultural Chemicals, Inc., such Employee’s date of quit or discharge shall not be deemed to occur until any periodic severance payments or sickness and accident benefit payments cease. 

 

	(yy)	“Sponsor” means the Company. 

  

	(zz)	“Spouse” means the Participant’s Spouse for federal income tax purposes. 


 

	(aaa)	“Trust” means the fund established by the Sponsor as part of the Plan into which contributions are to be made and from which benefits are to be paid in
accordance with the terms of the Plan. 

  

	(bbb)	“Trust Agreement” means the agreement establishing the Trust. 


 

	(ccc)	“Trustee” means the corporation or person acting as trustee under the Trust Agreement. 


 

	(ddd)	“Valuation Date” means each business day on which the Funds are valued, except as provided by Committee rules. 


 

	(eee)	“Vesting Service” means service as determined under Sections (1) and (2) below. The portion of an Employee’s period of employment used
in determining eligibility for a vested benefit under the Plan, calculated using the elapsed time method of counting service in accordance with Treasury Regulation Section 1.410(a)-7 and the following rules: 


  
 15 










	 	(1)	Employee’s of PCS Nitrogen Ohio, L.P. and PCS Purified Phosphates. For Employee’s of PCS Nitrogen Ohio, L.P. and PCS Purified Phosphates, Vesting
Service shall be determined as follows: 

  

	 	(A)	Vesting Service includes all of the Employee’s Periods of Service with an Employer or an Affiliate. 


 

	 	(B)	If any Participant is reemployed by the Employer before a one (1) year Period of Severance occurs, he shall continue to participate in the Plan in the same manner
as if such termination had not occurred. 

  

	 	(C)	If any Participant is reemployed after a one (1) year Period of Severance has occurred, his Period of Service shall include his Period of Service prior to his one
(1) year Period of Severance subject to the following rules: 

  

	 	(i)	If a Participant incurs a one (1) year Period of Severance and returns to employment before incurring a five (5) year Period of Severance, all Periods of
Service before such Period of Severance shall be taken into account for purposes of computing his Vesting Service only after the Participant completes a one (1) year Period of Service following the first date on which he performs an Hour of
Service for the Employer. 

  

	 	(ii)	Any Participant who does not have a nonforfeitable right to any interest in the Plan resulting from Employer Matching Contributions and Employer Performance
Contributions, and who has not had any Before-Tax Contributions or Employer Performance Contributions made on his behalf, shall lose credits otherwise allocable under (i) above if the number of such Participant’s consecutive one
(1) year Periods of Severance equals or exceeds the greater of five (5) years or the aggregate number of his years of Vesting Service before his Period of Severance. 


 

	 	(iii)	After five (5) consecutive one (1) year Periods of Severance, the vested amount in a Participant’s Employer Matching Contributions Account and Employer
Performance Contributions Account attributable to pre-break service shall not be increased as a result of post-break service. 

  

	 	(D)	In determining Periods of Service for purposes of vesting under the Plan, Periods of Service before the effective date of the Prior Nitrogen Plan shall be excluded.
Notwithstanding the foregoing, an A&W Plan Participant shall receive credit for the Vesting Service he was credited with under the A&W Plan. Supplement A also sets forth special rules for certain Employees of PCS Nitrogen Ohio, L.P. who are
PCS Production and Maintenance Employees at the Lima, Ohio plant, and represented by the United Steel, Paper and Forestry, Rubber, Manufacturing, Energy, Allied Industrial and Service Workers International Union, Local 1-626.



  
 16 










	 	(2)	Employee’s of White Springs Agricultural Chemicals, Inc. For Employee’s of White Springs Agricultural Chemicals, Inc., Vesting Service shall be
determined as follows: 

  

	 	(A)	Credit shall be given to an Employee for the period of time beginning on the first day of the month in which he first becomes an Employee, and ending on such
Employee’s Severance from Service Date. 

  

	 	(B)	Credit shall be given to an Employee for each period beginning upon his Severance from Service Date and ending upon the first day of the month in which he first becomes
an Employee thereafter but only if the Employee is reemployed within twelve (12) months of his Severance from Service Date, or such longer period as may be specified in the collective bargaining agreement to which the Employee is subject.


  

	 	(C)	Credit shall be given to an Employee after his Severance from Service Date for any period beginning on the first day of the month in which the Employee first becomes an
Employee after his rehire and ending on his subsequent Severance from Service Date. 

  

	 	(D)	Whenever the total number of years of service of an Employee must be ascertained under this Plan, all noncontinuous periods of Service which are credited to such
Employee under paragraphs (A), (B) and (C) above, shall be aggregated. For purposes of aggregating such years of service, the completed years and months credited to an Employee during any period of service shall be added to the number of
completed years and months credited to him during any other period of noncontinuous service. 

  

	 	(E)	The period during which the Employee performed services as a Leased Employee shall be deemed to be a period of service as an Employee for purposes of this Section.


  

	 	(F)	Credit shall be given for the Employee’s Periods of Service with an Employer or an Affiliate. 


An inactive Participant shall continue to accrue service under the Plan as provided in this Section (2). Upon such inactive
Participant’s Severance from Service Date, the vested interest he has in his Account shall be based on his total service. 

  
 17 










	Article 3.	Eligibility and Participation 

  

	3.1	Existing Participants 

 Each Eligible
Employee who was a Participant in a Prior Plan as of December 31, 2011 shall continue to be eligible to participate in the Plan on January 1, 2012. All other Employees shall be eligible to participate in the Plan as provided in
Section 3.2. 
  

	3.2	Commencement of Participation 

  

	(a)	Before-Tax Contributions 

  

	 	(1)	Automatic Enrollment. Each Eligible Employee described in paragraphs (A) and (B) below who does not make (i) an election to contribute a
percentage of his Compensation as After-Tax Contributions under subsection (b), or (ii) an affirmative election to contribute to the Plan, or an affirmative election not to contribute to the Plan pursuant to subsection (2), shall become a
Participant automatically enrolled for Before-Tax Contributions pursuant to Section 4.1(b), as soon as administratively practicable following the date he became an Eligible Employee. If the Employee is not initially an Eligible Employee, the
Employee shall become a Participant on the first day of the first payroll period, or as soon as administratively practicable following thereafter, coincident with or next following 60 days after the date he becomes an Eligible Employee. This
subsection (1) shall apply to the following Eligible Employees: 

  

	 	(A)	an Eligible Employee of PCS Purified Phosphates, Cincinnati Plant, represented by the International Chemical Workers Union Council of the United Food and Commercial
Workers Union, Local 664-C who is hired, rehired or transfers into employment with an Employer on or after April 1, 2011, and any individual who otherwise first becomes an Eligible Employee on or after April 1, 2011; and


  

	 	(B)	an Eligible Employee of White Springs Agricultural Chemicals, Inc. who is hired, rehired, or transfers into employment with an Employer on or after March 1, 2010,
and any individual who otherwise first becomes an Eligible Employee on or after March 1, 2010. 

  

	 	(2)	Affirmative Election. Each Eligible Employee may elect to contribute Before-Tax Contributions by indicating his level of contributions to the Plan, or that he
does not wish to contribute to the Plan, pursuant to Section 4.1(a), in the manner prescribed by the Committee. Such election shall be effective on the first day of the first payroll period, or as soon as administratively practicable
thereafter, following the processing of the Eligible Employee’s election by the Committee or its delegate. 

  

	(b)	After-Tax Contributions. Each Eligible Employee may elect to contribute After-Tax Contributions by indicating his level of contributions to the Plan, pursuant to
Section 4.2, in the manner prescribed by the Committee. Such election shall be effective on the first day of the first payroll period, or as soon as administratively practicable thereafter, following the processing of the Eligible
Employee’s election by the Committee or its delegate. 


  
 18 










	(c)	Enrollment of Participants. The Committee shall specify the method (including telephonic, electronic or similar methods) for providing or modifying, as
applicable, any enrollment election (whether automatic or affirmative) and shall specify all procedures for providing and accepting enrollment elections and notices, including requirements for advance notice. 


 

	3.3	Modification of Enrollment. The enrollment elections of a Participant under this Article may be modified as follows: 


 

	(a)	Affirmative Increase or Decrease. A Participant may, upon giving prior notice to the Committee or its designee, modify his enrollment election (whether automatic
or affirmative) to increase or decrease the amount of contributions made to the Plan. Any increases in the Participant’s contribution rate must be in even increments of one percent (1%). Such increase or decrease shall be effective as of the
first pay date for which implementing such increase is administratively practicable. If a Participant affirmatively modifies his automatic election, the rules governing automatic elections shall cease to apply to such Participant.


  

	(b)	Termination of Election. A Participant for whom an enrollment election (whether automatic or affirmative) is in effect may, upon giving prior notice to the
Committee or its designee, completely terminate his enrollment election as of the first day of any payroll period for which implementing such termination is administratively practicable. Thereafter, such Participant may provide a new enrollment
election effective as of the first date for which implementing such increase is administratively practicable if, on that date, the Participant is an Eligible Employee. 


 

	(c)	Termination of Employment. The enrollment election (whether automatic or affirmative) of a Participant who ceases to be an Eligible Employee shall terminate
automatically as of the date the Participant receives his final paycheck. 


  
 19 










	Article 4.	Contributions 

  

	4.1	Before-Tax Contributions and Catch-Up Contributions 

  

	(a)	In General. Each Participant may, pursuant to Section 3.2(a)(2), elect to reduce his Compensation in increments of one percent (1%), and have that amount
contributed to the Plan by an Employer as Before-Tax Contributions. Such Before-Tax Contributions, when combined with After-Tax Contributions made pursuant to Section 4.2, if any, may not exceed fifty percent (50%) of Compensation.
Before-Tax Contributions shall be paid to the Trustee in accordance with procedures established by the Committee, and shall be credited to the Participant’s Before-Tax Contributions Account as soon as practicable after such contributions are
received by the Trustee. 

  

	(b)	Automatic Enrollment. Each Eligible Employee who becomes a Participant pursuant to Section 3.2(a) shall be automatically enrolled in Before-Tax
Contributions. Such automatic enrollment shall provide for a reduction of three percent (3%) of the amount of Compensation which would otherwise be paid to the Participant by the Employer each payroll period. Such automatic election shall not
be effective before the Participant has had a reasonable period of time after receipt of the notice described in subsection (c) to make an affirmative election to contribute or to affirmatively elect not to contribute to the Plan.


  

	(c)	Automatic Enrollment Notice. Within a reasonable period of time (as determined by the Committee) before an Eligible Employee is automatically enrolled in the
Plan, and annually thereafter, such Eligible Employee shall be provided a notice, written in a manner calculated to be understood by an average Employee, that explains (i) the Eligible Employee’s right to affirmatively elect to make or not
make Before-Tax Contributions, (ii) that if the Eligible Employee does not make such an affirmative election within a reasonable period of time, such individual shall be deemed to have elected to make Before-Tax Contributions equal to a stated
percentage of Compensation, (iii) that the Eligible Employee has a right to change such designation prospectively, and (iv) the procedure for exercising that right and the timing for implementation of any such exercise of such right. The
notice shall also include a description of how automatic contributions will be invested in absence of an investment election. 

  

	(d)	 Catch-Up Contributions. Notwithstanding anything in the Plan to the contrary, any Participant who is eligible to make Before-Tax Contributions
and who has attained or will attain age 50 before the close of the Plan Year shall be eligible to make Catch-Up Contributions in increments of one percent (1%) of Compensation, up to seventy-five percent (75%) of Compensation, in
accordance with and subject to the limits specified in Code Section 414(v) (e.g., up to $5,500 for 2012, and thereafter adjusted under the Code and by the Secretary of Treasury for cost-of-living increases). Such election shall be effective on
the first day of the first payroll period, or as soon as administratively practicable thereafter, after the election is received by the Committee, and shall remain in effect for so long as the Participant is eligible to make Before-Tax Contributions
or, if earlier, the date the Participant modifies his Catch-Up Contribution election. Catch-Up Contributions shall be credited to the Participant’s Catch-Up Contributions Account.




  
 20 










	 	
Catch-Up Contributions shall not be taken into account for purposes of the provisions of the Plan implementing the required limitations of Code Sections 402(g) and 415. In addition, the Plan
shall not be treated as failing to satisfy the provisions of the Plan implementing the requirements of Code Sections 401(k)(3), 401(k)(11), 401(k)(12), 410(b), or 416, as applicable, by reason of such Catch-Up Contributions being made.
Notwithstanding anything in the Plan to the contrary, an Employer shall not make any Employer Matching Contributions under Section 4.3 with respect to any Participant’s Catch-Up Contributions. 


 

	4.2	After-Tax Contributions. Each Participant may, pursuant to Section 3.2(a)(2), elect to contribute a percentage of Compensation to the Plan (in whole
increments of one percent (1%)), as After-Tax Contributions. Such After-Tax Contributions, when combined with Before-Tax Contributions made pursuant to Section 4.1(a), if any, may not exceed fifty percent (50%) of Compensation. After-Tax
Contributions shall be paid to the Trustee in accordance with procedures established by the Committee, and shall be credited to the Participant’s After-Tax Contributions Account as soon as practicable after such contributions are received by
the Trustee. 

  

	4.3	Employer Matching Contributions. The Employer shall contribute to the Trustee each payroll period, on behalf of each Participant who elects to make
(i) Before-Tax Contributions, (ii) After-Tax Contributions, or (iii) Adjustment Contributions, an Employer Matching Contribution. Such Employer Matching Contribution shall be equal to one-hundred percent (100%) of such
Participant’s Before-Tax Contributions (not including Catch-Up Contributions), After-Tax Contributions, or Adjustment Contributions, up to a maximum of three percent (3%) of such Participant’s Compensation for the payroll period.


 Employer Matching Contributions shall first be made on the Participant’s Before-Tax Contributions. To the
extent the Participant does not elect to defer three percent (3%) of Compensation as Before-Tax Contributions, Employer Matching Contributions will next be made on the Participant’s After-Tax Contributions, and will finally be made on any
Adjustment Contributions. Employer Matching Contributions shall be delivered to the Trustee for deposit in the Trust not later than the time prescribed by federal law (including extensions) for filing the federal income tax return of an Employer for
the taxable year in which the Plan Year ends, and shall be deposited in the Participant’s Employer Matching Contributions Account as soon as practicable after it is received by the Trustee. 

 

	4.4	Employer Performance Contributions 

  

	(a)	In General. The Employer may (but shall not be required to) make Employer Performance Contributions on behalf of each Eligible Employee of up to three percent
(3%) of Compensation for each Plan Year that certain performance goals are met. The performance goals and the related performance contribution percentage shall be set by the Board of Directors or its delegates, and may be changed before the
beginning of each Plan Year. 


  
 21 










	(b)	Allocation. Any Employer Performance Contribution for the Plan Year shall be payable to each Eligible Employee (or Beneficiary) who is actively employed by an
Employer on December 31 of such Plan Year, or who died, retired, became Disabled, or otherwise went on an approved leave of absence during the Plan Year. Employer Performance Contributions shall be allocated pro rata, based on an Eligible
Employee’s Compensation while an Eligible Employee during the Plan Year. Employer Performance Contributions shall be delivered to the Trustee for deposit in the Trust not later than the time prescribed by federal law (including extensions) for
filing the federal income tax return of an Employer for the year in which the Plan Year ends, and shall be deposited in the Participant’s Employer Matching Contributions Account as soon as practicable after it is received by the Trustee. If an
Eligible Employee is not a Participant at the time Employer Performance Contributions are allocated, an Employer Performance Contributions Account shall be established in the Eligible Employee’s name and invested in the “qualified default
investment alternative” (as defined under Department of Labor Regulation Section 2550.404c-5(c)) chosen by the Committee. A Participant may change his investment election at any time pursuant to Section 6.3. 


 

	4.5	Rollover Contributions 

 Without regard
to any limitations on contributions set forth in this Article 4, the Plan may receive from an Eligible Employee, in cash, any amount previously received (or deemed to be received) by him in an eligible rollover distribution. For purposes of this
Section, the permitted sources for an eligible rollover distribution include: (i) a qualified trust described in Code Section 401(a), (ii) another qualified 401(k) plan, and (iii) an individual retirement account or annuity
described in Code Sections 408(a) or 408(b), solely established to hold funds transferred from a tax qualified retirement plan under Code Section 401(a). The Plan will not accept rollover contributions in the case of a distribution to a
surviving Spouse, or to a Spouse or former Spouse who is an alternate payee under a qualified domestic relations order, as defined in Code Section 414(p). 
 The Plan may receive such amounts either directly from the Eligible Employee or in the form of a Direct Rollover. Notwithstanding anything herein to the contrary, the Plan shall not accept any amount
unless such amount qualifies as an eligible rollover distribution under Code Section 401(a)(31), and the Eligible Employee provides evidence satisfactory to the Committee that such amount qualifies for rollover treatment. The Committee may, in
its sole discretion, authorize a direct trust-to-trust transfer, rollover, or other qualified plan asset transfer, to the extent that such transfer complies with current Internal Revenue Service regulations and does not violate any provision under
ERISA. Rollover Contributions made by an Eligible Employee shall be allocated to the Eligible Employee’s Rollover Account and, for the purposes of Article 6, shall be credited as soon as practicable after it is received by the Trustee.

  

	4.6	Deductibility Limitation 

 No Employer
Contributions may be made to the Plan in excess of the amount that may claimed as an income tax deduction under the Code. If all or part of the Employer’s deductions for contributions to the Plan are disallowed by the Internal Revenue Service,
the portion of the contributions to which that disallowance applies shall be returned to the Employer without 

  
 22 









 
interest, but reduced by any investment loss attributable to those contributions, provided that the contribution is returned within one (1) year after the disallowance of deduction. For this
purpose, all contributions made by the Employer are expressly declared to be conditioned upon their deductibility under Code Section 404. 
  

	4.7	Section 402(g) Limit on Before-Tax Contributions 

  

	(a)	Limitations on Contributions. Except as permitted in Section 4.1(d), in no event shall the Before-Tax Contributions with respect to a Participant and
similar contributions made on his behalf by an Employer to all plans, contracts, or arrangements subject to the provisions of Code Section 401(a)(30) in any calendar year exceed the limitation set forth in Code Section 402(g). If a
Participant’s Before-Tax Contributions in a calendar year exceed the limitation described in this subsection, the Participant’s Before-Tax Contributions for the remainder of the calendar year will be cancelled. As of the first pay period
of the calendar year following such cancellation, the Participant’s election of Before-Tax Contributions shall again become effective in accordance with his previous election, unless the Participant changes his election as set forth in Article
3. 

  

	(b)	Return of Excess Contributions. If a Participant makes Before-Tax Contributions in excess of the dollar limitation described in subsection (a) for any
calendar year, the Participant may notify the Committee (or its designee) in writing by March 1 of the next calendar year of the excess deferrals allocated to the Plan. Upon the Committee’s (or it’s designee’s) receipt of such
notice, the amount of the excess designated by the Participant (and any earnings on such amount) will be distributed to the Participant by April 15 of such year. Excess deferrals will be adjusted for earnings using any method permitted under
Treasury Regulation Section 1.402(g)-1(e). In the event that any Before-Tax Contributions returned under this subsection were matched by Employer Matching Contributions, those Employer Matching Contributions, together with earnings, shall be
forfeited and used to offset administrative expenses or to reduce Employer Contributions. In the event those Employer Matching Contributions subject to forfeiture have been distributed to the Participant, the Employer shall make reasonable efforts
to recover the contributions from the Participant. 

  

	4.8	Actual Deferral Percentage Test 

  

	(a)	In General. The amount of Before-Tax Contributions contributed to the Plan for a Plan Year shall comply with the provisions of Code Section 401(k)(3),
including any regulations issued thereunder, and any subsequent IRS guidance issued under Code Section 401(k). For purposes of determining the Plan’s compliance with the foregoing, the current year testing method shall be used.


  

	(b)	Excess Contributions. If the Committee determines that the limitation under this Section has been exceeded in any Plan Year, the following provisions shall
apply: 

  

	 	(1)	 The actual deferral ratio of the Highly-Compensated Employee with the highest actual deferral ratio shall be reduced to the extent necessary to meet
the actual deferral percentage test or to cause such ratio to equal the actual deferral ratio of 



  
 23 










	 	
the Highly-Compensated Employee with the next highest ratio. This process will be repeated until the actual deferral percentage test is passed. Each ratio shall be rounded to the nearest one
one-hundredth of one percent (1%) of the Participant’s Compensation. The amount of Before-Tax Contributions made by each Highly-Compensated Employee in excess of the amount permitted under his revised deferral ratio shall be added
together. This total dollar amount of excess contributions (“excess contributions”) shall then be allocated to some or all Highly-Compensated Employees in accordance with the provisions of subsection (2). 


 

	 	(2)	The Before-Tax Contributions of the Highly-Compensated Employee with the highest dollar amount of Before-Tax Contributions shall be reduced by the lesser of
(i) the amount required to cause that Employee’s Before-Tax Contributions to equal the dollar amount of the Before-Tax Contributions of the Highly-Compensated Employee with the next highest dollar amount of Before-Tax Contributions, or
(ii) an amount equal to the total excess contributions. This procedure shall be repeated until all excess contributions are allocated. The amount of excess contributions allocated to a Highly-Compensated Employee, together with earnings
thereon, shall be corrected in accordance with the provisions of subsection (c). 

  

	(c)	Distribution of Excess Contributions. Any excess contributions, together with earnings thereon, allocated to a Participant shall be paid to the Participant
before the close of the Plan Year following the Plan Year in which the excess contributions were made and, to the extent practicable, within 2-1/2 months of the close of the Plan Year in which the excess contributions were made. However, any excess
contributions for any Plan Year shall be reduced by any Before-Tax Contributions previously returned to the Participant for that Plan Year. In the event any Before-Tax Contributions returned under this Section were matched by Employer Matching
Contributions, such corresponding Employer Matching Contributions, with earnings thereon, shall be forfeited and used to offset administrative expenses or to reduce Employer Contributions. In the event that any Employer Matching Contributions
subject to forfeiture under this Section have been distributed to the Participant, the Employer shall make reasonable efforts to recover such contributions from the Participant. 


 

	4.9	Qualified Nonelective Contributions 

 The
Company may authorize that special “qualified nonelective contributions” shall be made for a Plan Year, which shall be allocated in such amounts and to such Participants who are Non-Highly Compensated Employees, as the Committee shall
determine. Qualified nonelective contributions shall be fully and immediately vested, and may be taken into account in determining the actual deferral percentage or the actual contribution percentage of the Non-Highly Compensated Employees for the
current Plan Year provided the contributions are contributed to the Plan no later than the time prescribed by law for such purposes and provided the contributions are allocated in a manner that satisfies the regulations under Code
Section 401(k). 

  
 24 










	4.10	Adjustment Contributions 

 If the
Before-Tax Contribution percentage of a Participant who is an Employee of White Springs Agricultural Chemicals, Inc. is reduced pursuant to Section 4.7, then the difference between the percentage elected by the Participant and the percentage as
reduced shall, absent a contrary instruction from the Participant in the time and manner prescribed by the Committee, be contributed by the Participant as an After-Tax Contribution. Adjustment Contributions shall be subject to the limitations that
apply to After-Tax Contributions. If a Participant is contributing pursuant to this Section, any election to increase, decrease, or discontinue Before-Tax Contributions under the Plan shall increase or decrease contributions under this subsection
before changing Before-Tax Contributions. 
  

	4.11	Limitation on Annual Additions 

  

	(a)	In General. Contributions made on behalf of each Participant for any Limitation Year shall be subject to the following limits, and are intended to comply with
the provisions of Code Section 415 and the Treasury Regulations thereunder, the provisions of which are hereby incorporated by reference. 

  

	(b)	Definitions. For purposes of this Section: 

  

	 	(1)	“Annual Addition” means the total for the Limitation Year of: 


 

	 	(A)	all Employer Contributions, Before-Tax Contributions, forfeitures, excess amounts treated as Employer Contributions pursuant to subsection (e), After-Tax Contributions,
and similar amounts under other qualified defined contribution plans made maintained by any Employer or an Affiliate; 

  

	 	(B)	for purposes of applying the limit in Section 4.11(c)(2), amounts described in Code Sections 415(1)(1) and 419A(d)(2) allocated to the Participant.


  

	 	(2)	“Limitation Year” means the Plan Year. 

  

	(c)	Maximum Annual Additions. The Annual Additions to a Participant’s Accounts for any Limitation Year, when added to the Participant’s Annual Additions
for that Limitation Year under any other qualified defined contribution plan of the Employer or an Affiliate, shall not exceed the lesser of: 

  

	 	(1)	$50,000 (for 2012), as adjusted for increases in the cost of living pursuant to Code Section 415(d); or 


 

	 	(2)	one-hundred percent (100%) of the Participant’s Compensation for the Limitation Year. 


Notwithstanding the provisions of this Section, if a Participant is participating in another qualified defined contribution plan of the
Employer or an Affiliate during a particular limitation year, and the Participant’s annual addition for such limitation year, before the application of the limitation set forth in this subsection exceeds that limitation, the Committee, under
uniform rules equally applicable to similarly situated Participants, shall determine how to satisfy the limitation. 

  
 25 










	(d)	Short Limitation Year. If a short Limitation Year is created because of an amendment changing the Limitation Year to a different 12 consecutive month period, the
dollar limit in Section 4.11(c)(1) will not exceed $50,000 (as adjusted pursuant to Code Section 415(d) for increases in the cost of living) multiplied by a fraction, the numerator of which is the number of months in the short Limitation
Year, and the denominator of which is 12. 

  

	(e)	Excess Amounts. If, for any Limitation Year, it is necessary to limit the allocation of an amount to a Participant’s Account to comply with subsection (c),
the Plan: 

  

	 	(1)	first, shall refund to the Participant, to the extent necessary and as soon as is administratively feasible, the amount of After-Tax Contributions, and any earnings
thereon. The Employer Matching Contributions made with respect to such After-Tax Contributions and earnings thereon shall be held in a suspense account and used in the next Limitation Year as an Employer Matching Contribution; and


  

	 	(2)	second, shall pay to the Participant, to the extent necessary and as soon as administratively feasible, the Before-Tax Contributions, if any, made on behalf of the
Participant and any earnings thereon. The Employer Contributions made with respect to such Before-Tax Contributions and any earnings thereon shall be held to a suspense account and used in the next Limitation Year as an Employer Matching
Contribution. 

  

	4.12	Military Service 

 Notwithstanding any
provisions of the Plan to the contrary, contributions, benefits, and service credit with respect to qualified military service will be provided in accordance with the mandatory provisions of Code Section 414(u), or any other applicable federal
law governing such matters. The Section is intended to extend the full protections of USERRA to any Participant who becomes entitled thereto and it shall become effective as of December 12, 1994. 

  
 26 










	Article 5.	Vesting 

  

	5.1	Before-Tax Contributions Account, After-Tax Contributions Account, Employer Performance Contributions Account and Rollover Account 


A Participant shall at all times be one-hundred percent (100%) vested in, and have a nonforfeitable right to, his Before-Tax Contributions Account,
Catch-Up Contributions Account, After-Tax Contributions Account, Employer Performance Contributions Account, and Rollover Account. 
  

	5.2	Employer Matching Contributions Account 

  

	 	(a)	A Participant shall at all times be one-hundred percent (100%) vested in his Employer Matching Contributions Account upon the earliest to occur of (i) his
attainment of Normal Retirement Age; (ii) the date on which the Participant incurs a Disability; or (iii) his death while employed by an Employer. 


 

	 	(b)	Before the dates described in subsection (a), a Participant shall have a one-hundred percent (100%) nonforfeitable interest in his Employer Matching Contributions
in accordance with the following schedule: 

  

			
	 Full Years of Vesting Service
	  	 Nonforfeitable Percentage

	less than 1	  	0 percent
	1	  	20 percent
	2	  	40 percent
	3	  	60 percent
	4	  	80 percent
	5 or more	  	100 percent

  

	 	(c)	Upon termination of employment, a Participant shall forfeit his interest in his Employer Matching Contribution Account to the extent not vested in accordance with this
Section. Notwithstanding the foregoing, an Employee of White Springs Agricultural Chemicals, Inc. will forfeit the nonvested portion of his interest in the Plan as of the fifth anniversary of his Severance from Service Date or, if earlier, as of the
date his vested interest in the Plan is paid to him. 

  

	5.3	Restoration of Forfeitures Upon Reemployment 

  

	 	(a)	 Employees of PCS Nitrogen Ohio, L.P. or PCS Purified Phosphates. If a former Participant who was an Employee of PCS Nitrogen Ohio, L.P. or PCS
Purified Phosphates and has suffered a forfeiture on account of his termination of participation is reemployed before incurring five (5) consecutive one (1) year Periods of Severance and repays to the Plan all money distributed from his
Employer Matching Contributions Account before sixty (60) months after such reemployment, any amounts so forfeited (unadjusted for any increase or decrease in the value of Trust assets subsequent to the date on which the forfeiture occurred)
shall be reinstated to the Participant’s Employer 



  
 27 










	 	
Matching Contributions Account within a reasonable time after such repayment. Such reinstatement shall be made from forfeitures to the extent such forfeitures are attributable to contributions by
the same Employer and earnings on such contributions; provided, however, that if such forfeitures are not sufficient to provide such reinstatement, the reinstatement shall be made from the current year’s contribution by that Employer to the
Plan. 

  

	(b)	Employees of White Springs Agricultural Chemicals, Inc. If a Participant who was an Employee of White Springs Agricultural Chemicals, Inc. is rehired after
forfeiting a nonvested amount, the forfeited amount shall be restored to the Participant’s Account by making a special allocation funded from current forfeitures. The restored amount shall be credited to a separate restoration account. The
Participant’s vested portion in the restoration account, at the time of the restoration and at any relevant time thereafter, shall be the greater of: 


 

	 	(1)	the product of the Participant’s vested percentage in his Employer Matching Contributions Account, as determined under Section 5.2. and the balance in the
restoration account, or 

  

	 	(2)	the product of: 

  

	 	(A)	the Participant’s vested percentage in his Employer Matching Contributions Account, as determined under Section 5.2, and 


 

	 	(B)	the excess of: 

  

	 	(i)	the sum of the balance in his restoration account and the amount of the distribution over 


 

	 	(ii)	the amount of the distribution. 

  

	5.4	Forfeitures. Any amounts forfeited under the Plan shall be applied to offset administrative expenses or to reduce Employer contributions.



  
 28 










	Article 6.	Trust, Investments and Accounting 

  

	6.1	In General 

 The Company shall maintain a
Trust by entering into one or more Trust Agreements. Any Trust Agreement is designated as, and shall constitute, a part of the Plan, and all rights that may accrue to any person under the Plan shall be subject to all the terms and provisions of such
Trust Agreement. The Sponsor may modify any Trust Agreement from time to time to accomplish the purpose of the Plan and may replace the Trustee and appoint a successor Trustee. 

 

	6.2	Trust 

  

	(a)	In General. Subject to the discretion of the Committee to consolidate, eliminate or create Funds, the Trustee shall establish and maintain in the Trust various
Funds, which shall be invested at the direction of the Committee, Trustee, or any designated investment manager as the case may be. The Committee may establish an investment policy for the investment of the Trust that includes uniform
nondiscriminatory rules regarding a Participant’s ability to invest in one or more of the Funds and any other matters as shall be determined by the Committee in its sole discretion in accordance with ERISA and the provisions of the Plan. Unless
specifically provided otherwise, each Fund as may from time to time be established, shall be a common fund in which each Participant shall have an undivided interest in the respective assets of the Fund. For purposes of allocation of income and
valuation, each Fund shall be considered separately. No Fund shall share in the gains and losses of any other, and no Fund shall be valued by taking into account any assets or distributions from any other. Dividends, interest, and other
distributions received on the assets held by the Trustee in respect to an Fund shall be reinvested in such Fund. 

  

	(b)	Company Stock Fund. The Committee may also direct the Trustee to establish a Fund that is invested exclusively in Company Stock, as defined in Appendix G (the
“Company Stock Fund”), without regard to (i) the diversification of assets, (ii) the risk profile of the Company Stock, (iii) the amount of income provided by the Company Stock, or (iv) the fluctuation in the fair
market value of the Company Stock, unless the Committee, in its sole discretion, determines the financial collapse and bankruptcy of the Company are unavoidable. Notwithstanding the foregoing, a small portion of the Company Stock Fund may be
invested in cash or cash equivalents solely to meet the Company Stock Fund’s liquidity needs for distributions and pending investment in Company Stock. The Company Stock Fund shall be designated as a stock bonus plan within the meaning of Code
Section 401(a)(23), and an employee stock ownership plan (“ESOP”) intended to meet the applicable requirements of Code Sections 401(a), 409 and 4975(e)(7), and ERISA Section 407(d)(6). Unless otherwise provided by the Committee,
no portion of a Participant’s or Beneficiary’s Account other than the ESOP Account (as defined in Appendix G) may be invested in the Company Stock Fund. The Company clarifies and confirms that it intended to align the interests of
shareholders and Participants by establishing the Company Stock Fund, and any action that frustrates that purpose is contrary to this intent. The provisions applicable to the Company Stock Fund are set forth in Appendix G. 


  
 29 










	(c)	Cash. The Trustee may keep such amounts of cash as the Committee, in its sole discretion, shall deem necessary or advisable as part of the Trust, all within the
limitations specified in the Trust Agreement. 

  

	6.3	Investment Elections 

 A Participant
shall make an investment election for contributions to his Account in accordance with such rules as the Committee may prescribe from time to time. Contributions may be invested in increments of one percent (1%) in any one or more of the Funds
such that the total equals one-hundred percent (100%). In the absence of an affirmative investment direction from a Participant, his Accounts will be invested in a “qualified default investment alternative” (as defined under Department of
Labor Regulation Section 2550.404c-5(c)) chosen by the Committee. A Participant may change his investment election (whether elected or made by default) at any time by filing a new investment election with the Committee in the manner and time
prescribed by the Committee. Such changed investment election shall become effective as soon as administratively practicable after receipt thereof by the Committee, and shall be effective only with respect to subsequent contributions. 

 

	6.4	Transfers Between Funds 

 A Participant
may elect to transfer and reallocate amounts from one Fund to another on a daily basis, in the manner prescribed by the Committee. The transfer shall be effective as soon as practicable following the receipt of the Participant’s election by the
Committee. The amount to be transferred, except for amounts that are invested in Company Stock, shall be specified in (i) a whole percentage, (ii) a whole dollar amount, or (iii) the number of shares for transfer. For amounts invested
in Company Stock, the amount to be transferred shall be specified in the number of shares for transfer. The Committee or its designee may require that the amount to be transferred under this Section exceed a minimum amount, and such rules may
provide an exception where the Participant transfers the total value of his Accounts in the Fund from which the transfer is being made, or as otherwise prescribed by the Committee. 

 

	6.5	Imposition of Reasonable Restrictions 


The Committee may impose reasonable restrictions on the investment elections of Participants (or Beneficiaries or alternate payees), such as restrictions
on the frequency with which that person is able to transfer funds from one Fund to another, if the Committee determines that the restrictions are (i) necessary to comply with applicable law (e.g., securities laws), (ii) necessary to comply
with rules imposed by a Fund (e.g., restrictions by a Fund intended to prevent market timing), (iii) necessary to prevent a Fund from refusing to accept funds from this Plan, (iv) appropriate to prevent decreases in the value of the Fund
for other Participants (or Beneficiaries or alternate payees), or (v) for other similar reasons. 
  

	6.6	Responsibility for Investments 

 Each
Participant is solely responsible for the investment of his Accounts. The Plan is intended to meet the requirements for a participant-directed investment plan under ERISA Section 404(c) and Department of Labor Regulation
Section 2550.404c-1, and an “eligible individual account plan” as described in ERISA Section 407(d). 

  
 30 










	Article 7.	Valuation of Accounts 

  

	7.1	Valuation 

 The Trustee shall value the
Funds on each Valuation Date. Such valuation shall be conducted pursuant to such practices and procedures as shall from time to time be adopted by the Trustee, and consistently and uniformly applied, for the valuation of each Fund. Earnings, gains,
and losses (realized or unrealized) for each Fund shall be allocated to the portion (“subaccount”) of a Participant’s Account maintained with respect to that Fund, in the same ratio that the value of the subaccount bears to the sum of
the values of all Participants’ subaccounts maintained with respect to that Fund. The Committee shall adopt rules for determining the appropriate Valuation Dates to be used to determine the amount of withdrawals and distributions. 

The Trustee shall make available to each Participant, electronically or pursuant to such other method as may be reasonably adopted by the Trustee,
information as to the share or unit values, and the aggregate values, of each Fund for the benefit of such Participant. Such information shall be made available as of the close of business on each Valuation Date. 

 

	7.2	Statement of Account 

 Each Participant
shall be furnished with a statement setting forth the value of his Accounts on a quarterly basis. 
  

	7.3	Loan Account 

 Pursuant to rules and
regulations promulgated by the Internal Revenue Service, the Committee may designate all or certain Accounts as constituting a separate contract for purposes of Code Section 72. 

  
 31 










	Article 8.	Distributions 

  

	8.1	Eligibility 

 After a Participant
terminates employment with all Employers and Affiliates, or ceases active employment on account of his termination of employment for any reason, including long-term Disability, his Accounts shall be distributed as provided in this Article. No
distribution shall be made from the Plan until the Committee or its designee has received an application for distribution from a Participant entitled to receive a distribution. The Committee may prescribe rules regarding the form of such
application, the method of filing such application, and the information required to be furnished in connection with such application. 
  

	8.2	Deferral of Benefit Payments 

  

	(a)	In General. Except as otherwise provided in this Article, a Participant may defer the commencement of his benefit payments as provided in this Section. For
purposes of this Section, if a Participant does not file an application for distribution in the manner prescribed by the Committee, he will be deemed to have elected to defer the payment of his benefit until distributions are mandated as set forth
below. 

  

	(b)	Small Amounts. Notwithstanding any provision of the Plan to the contrary, if the value of the Participant’s Accounts is equal to $1,000 or less (excluding
his Rollover Account), a lump sum payment shall automatically be made as soon as administratively practicable following the Participant’s termination of employment. 


 

	(c)	Required Distributions. If a Participant does not timely elect a different benefit commencement date, and if such Participant’s Account is not paid sooner
under another benefit payment provision pursuant to this Article, distribution of the Participant’s Account must commence no later than his required beginning date, as described in Section 8.11. Notwithstanding any provisions of this
Article 8, a Participant or Beneficiary who would have been required to receive a distribution pursuant to Code Section 401(a)(9) and the regulations issued thereunder for the 2009 calendar year but for the enactment of Code
Section 401(a)(9)(H), will not receive such required distribution unless the Participant elects to receive the required distribution for calendar year 2009. 


 

	8.3	Required Commencement Under Code Section 401(a)(14). If a Participant does not timely elect a different benefit commencement date, and if such
Participant’s Account is not paid sooner under another benefit payment provision pursuant to this Article, his Account must commence to be paid on or before the 60th day following the close of the Plan Year in which occurs the latest of the
following dates: (1) the date the Participant attains his Normal Retirement Date, (2) the 10th anniversary of the year in which the Participant commenced participation in the Plan, or (3) the Participant’s termination date.


  

	8.4	Spousal Consent Not Required 

 The
consent of a Participant’s Spouse shall not be required to make distributions from the Plan. 

  
 32 










	8.5	Form of Distribution 

 The normal form of
payment under the Plan shall be a lump sum distribution. In lieu of the normal form, a Participant (or his Beneficiary, in the event of the Participant’s death, or his alternate payee under a qualified domestic relations order, as defined in
Code Section 414(p)), may elect from the optional forms provided in this Section. 
  

	(a)	Installment Payments. A Participant may elect to have his Account paid in a series of monthly, quarterly, or annual payments over a period designated by the
Participant. The period over which payments may be made cannot exceed the lesser of (i) 10 years, or (ii) the Participant’s (or Beneficiary’s) life expectancy or the joint life expectancies of the Participant and his Beneficiary.
Installment payments will be made in reasonably equal amounts, except as necessary to reflect increases or decreases in the value of the Participant’s Account. 


 

	(b)	Partial Lump Sum Distribution. A Participant may elect to have his Account paid in a partial lump sum in a specified dollar amount. Only one such partial lump
sum distribution may be requested during a Plan Year. A distribution made pursuant to this subsection shall be subject to the limitations described in Section 8.11. 

 Notwithstanding anything in this Section to the contrary, a Participant may not elect a distribution form other than those provided above unless otherwise authorized by a Supplement. 

 

	8.6	Distribution in the Form of Company Stock 


Distribution of a Participant’s Account shall be made in cash. If, however, at the time of distribution a portion of the Participant’s Account
to be distributed is invested in the Company Stock Fund, the provisions of Appendix G shall apply, and the Participant (or Beneficiary) may elect distribution of that portion of the Participant’s Account in one of the following ways:

  

	(a)	entirely in cash, to the extent cash is available, or 

  

	(b)	in whole shares of stock and uninvested cash allocated to the Fund as may be necessary to represent fractional shares of such stock and other assets allocated to such
Fund. Stock may be distributed only if the Participant elects a lump sum distribution. 

  

	8.7	Notice Period 

 Except as otherwise
provided in this Article, if the value of a Participant’s Accounts exceeds $1,000, an election by the Participant to receive a distribution before age 65 shall not be valid unless the written election is made (a) after the Participant has
received the notice required under Treasury Regulation Section 1.411(a)-11(c), and (b) within a reasonable time before the effective date of the commencement of the distribution as prescribed by said regulations. If such distribution is
one to which Code Sections 401(a)(11) and 417 do not apply, such distribution may commence less than thirty days after the notice required under Treasury Regulation Section 1.411(a)-11(c) is given, provided that: the Committee clearly informs
the Participant that he has a right to a period of at least thirty days after receiving the notice to consider the decision of whether or not to elect a distribution (and, if applicable, a particular distribution option), and the Participant, after
receiving the notice, affirmatively elects a distribution. 

  
 33 










	8.8	Distribution Timing 

  

	(a)	General. Except as otherwise provided and subject to subsection (b), payments to a Participant or Beneficiary shall be made as soon as practicable following the
completion of the valuation process for the Valuation Date which determines the amount of the payment. 

  

	(b)	Deferral to Ascertain Benefit or Locate Participant. If payment cannot be made on a date it is required to be made because the Committee, after making reasonable
efforts, cannot locate a Participant or Beneficiary or the amount of the payment cannot be ascertained, a payment retroactive to the required date shall be made no later than 60 days after the earliest date on which the amount of the payment can be
ascertained and the date on which the Participant or Beneficiary has been located. 

  

	8.9	Status of Accounts Pending Distribution 


Until his Accounts are distributed, the Participant shall retain the investment rights described in Article 6 during the period the Account is
distributed in full. Following the death of a Participant, pending distribution of the Participant’s Accounts, the Participant’s Beneficiary (or Beneficiaries) shall retain the investment rights described in Article 6. 

 

	8.10	Distributions on Account of Death 

  

	(a)	Death Before Benefit Commencement Date. If a Participant dies before distribution of his Account has commenced, his Beneficiary shall receive a lump sum
distribution of the entire value credited to his Account, or the Beneficiary may elect installment payments over a period not to exceed the life expectancy of the Beneficiary as determined under Code Section 401(a)(9) and the applicable
regulations thereunder. The Beneficiary shall make the election in the manner and time prescribed by Committee rules. A Participant’s Beneficiary may not defer the payment of the death benefit. 


 

	(b)	Death After Benefit Commencement Date. If a Participant (or the Participant’s Spouse if distributions have commenced to such surviving Spouse) dies after
the distribution of payments have commenced, his Accounts shall be distributed to his Beneficiary at least as rapidly as under the method of distribution that was in effect at the date of the Participant’s death. 


 

	(c)	Death During Military Service. In the case of a Participant who dies while performing qualified military service, as defined under Code Section 414(u) and
applicable Treasury Regulations, the Participant’s Beneficiary is entitled to any additional benefits (other than benefit accruals or contributions relating to the period of qualified military service) provided under the Plan had the
Participant resumed employment with the Employer and then died. 


  
 34 










	8.11	Minimum Distribution Amount 

  

	(a)	Definitions. The following definitions apply to the terms used in this Section: 


 

	 	(1)	“designated Beneficiary” means the individual who is designated as the Beneficiary under Section 2.1(g) and is the designated beneficiary under
Code Section 401(a)(9) and Treasury Regulation Section 1.401(a)(9)-4. 

  

	 	(2)	“distribution calendar year” means a calendar year for which a minimum distribution is required. For distributions beginning before the
Participant’s death, the first distribution calendar year is the calendar year immediately preceding the calendar year which contains the Participant’s required beginning date. For distributions beginning after the Participant’s
death, the first distribution calendar year is the calendar year in which distributions are required to begin under Section 8.11(c). The required minimum distribution for the Participant’s first distribution calendar year will be made on
or before the Participant’s required beginning date. The required minimum distribution for the distribution calendar year in which the Participant’s required beginning date occurs, will be made on or before December 31 of the
distribution calendar year. 

  

	 	(3)	“life expectancy” means life expectancy as computed by use of the Single Life Table in Treasury Regulation Section 1.401(a)(9)-9.


  

	 	(4)	“Participant’s Account balance” means the Participant’s Account balance as of the last Valuation Date in the calendar year immediately
preceding the distribution calendar year (valuation calendar year) increased by the amount of any contributions made and allocated or forfeitures allocated to the Account balance as of dates in the valuation calendar year after the Valuation Date
and decreased by distributions made in the valuation calendar year after the Valuation Date. The Account balance for the valuation calendar year includes any amounts rolled over or transferred to the Plan either in the valuation calendar year or in
the distribution calendar year if distributed or transferred in the valuation calendar year. 

  

	 	(5)	 “required beginning date” means the later of the April 1st next following the close of the calendar year in which the Participant
attains age 70 1/2 or terminates employment from the
Employer and all Affiliates. 


  

	(b)	General Rules 

  

	 	(1)	Precedence. The requirements of this Section will take precedence over any inconsistent provisions of the Plan. 


 

	 	(2)	Requirements of Treasury Regulations Incorporated. All distributions required under this Section will be determined and made in accordance with the Treasury
Regulations under Code Section 401(a)(9). 


  
 35 










	(c)	Time and Manner of Distribution 

  

	 	(1)	Required Beginning Date. The Participant’s Accounts will begin to be distributed to the Participant no later than the Participant’s required beginning
date. 

  

	 	(2)	Death of Participant Before Required Beginning Date. If the Participant dies before his required beginning date, the Participant’s Accounts will be
distributed no later than as follows: 

  

	 	(A)	If the Participant’s surviving Spouse is the Participant’s sole designated Beneficiary, then distributions to the surviving Spouse will be made in a single
lump sum distribution by December 31 of the calendar year immediately following the calendar year in which the Participant died, or by December 31 of the calendar year in which the Participant would have attained age 70-1/2, if later.


  

	 	(B)	If the Participant’s surviving Spouse is not the Participant’s sole designated Beneficiary, then distributions to the designated Beneficiary will be made in a
single lump sum distribution by December 31 of the calendar year immediately following the calendar year in which the Participant died. 

  

	 	(C)	If there is no designated Beneficiary as of September 30 of the year following the year of the Participant’s death, the Participant’s Accounts will be
distributed in a single lump sum to the Participant’s Beneficiary by December 31 of the calendar year containing the fifth anniversary of the Participant’s death. 


 

	 	(D)	If the Participant’s surviving Spouse is the Participant’s sole designated Beneficiary and the surviving Spouse dies after the Participant but before
distributions to the surviving Spouse begin, this Section 8.11(c)(2), other than Section 8.11(c)(2)(A), will apply as if the surviving Spouse were the Participant. 


 

	 	(3)	Beginning Date. For purposes of Section 8.11(c)(2) and Section 8.11(e), unless Section 8.11(c)(2)(D) applies, distributions are considered to
begin on the Participant’s required beginning date. If Section 8.11(c)(2)(D) applies, distributions are considered to begin on the date distributions are required to begin to the surviving Spouse under Section 8.11(c)(2)(A). If
distributions under an annuity purchased from an insurance company irrevocably commence to the Participant before the Participant’s required beginning date (or the Participant’s surviving Spouse before the date distributions are required
to begin to the surviving Spouse under Section 8.11(c)(2)(A)) the date distributions are considered to begin is the date distributions actually commence. 


  
 36 










	 	(4)	Forms of Distributions. Unless the Participant’s Account is distributed in the form of an annuity purchased from an insurance company or in a single sum on
or before the required beginning date, as of the first distribution calendar year distributions will be made in accordance with Sections 8.11(d) and (e). If the Participant’s Account is distributed in the form of an annuity purchased from an
insurance company, distributions thereunder will be made in accordance with the requirements of Code Section 401(a)(9) and the Treasury Regulations. 

  


	(d)	Required Minimum Distributions During Participant’s Lifetime 

  


	 	(1)	Amount of Required Minimum Distribution For Each Distribution Calendar Year. During the Participant’s lifetime, the minimum amount that will be distributed
for each distribution calendar year is the lesser of: 

  

	 	(A)	The quotient obtained by dividing the balance in the Participant’s Account by the distribution period in the Uniform Lifetime Table set forth in Treasury
Regulation Section 1.401(a)(9)-9, using the Participant’s age as of the Participant’s birthday in the distribution calendar year; or 

  

	 	(B)	If the Participant’s sole designated Beneficiary for the distribution calendar year is the Participant’s Spouse, the quotient obtained by dividing the balance
in the Participant’s Account by the number in the Joint and Last Survivor Table set forth in Treasury Regulation Section 1.401(a)(9)-9, using the Participant’s and Spouse’s attained ages as of the Participant’s and
Spouse’s birthdays in the distribution calendar year. 

  

	 	(2)	Lifetime Required Minimum Distributions Continue Through Year of Participant’s Death. Required minimum distributions will be determined under this
Section 8.11(d)(2) beginning with the first distribution calendar year and up to and including the distribution calendar year that includes the Participant’s date of death. 


 

	(e)	Required Minimum Distributions After Participant’s Death 

  

	 	(1)	Death On or After Required Beginning Date 

  

	 	(A)	Participant Survived by Designated Beneficiary. If the Participant dies on or after his required beginning date and there is a designated Beneficiary, the
minimum amount that will be distributed for each distribution calendar year after the year of the Participant’s death is the quotient obtained by dividing the Participant’s balance in the Participant’s Accounts by the longer of the
remaining life expectancy of the Participant or the remaining life expectancy of the Participant’s designated Beneficiary, determined as follows: 

  

	 	(i)	The Participant’s remaining life expectancy is calculated using the age of the Participant in the year of death, reduced by one for each subsequent year.



  
 37 










	 	(ii)	If the Participant’s surviving Spouse is the Participant’s sole designated Beneficiary, the remaining life expectancy of the surviving Spouse is calculated
for each distribution calendar year after the year of the Participant’s death using the surviving Spouse’s age as of the Spouse’s birthday in that year. For distribution calendar years after the year of the surviving Spouse’s
death, the remaining life expectancy of the surviving Spouse is calculated using the age of the surviving Spouse as of the Spouse’s birthday in the calendar year of the Spouse’s death, reduced by one for each subsequent calendar year.


  

	 	(iii)	If the Participant’s surviving Spouse is not the Participant’s sole designated Beneficiary, the designated Beneficiary’s remaining life expectancy is
calculated using the age of the Beneficiary in the year following the year of the Participant’s death reduced by one for each subsequent year. 

  

	 	(B)	No Designated Beneficiary. If the Participant dies on or after his required beginning date and there is no designated Beneficiary as of September 30 of the
year after the year of the Participant’s death, the minimum amount that will be distributed for each distribution calendar year after the year of the Participant’s death is the quotient obtained by dividing the balance in the
Participant’s Account by the Participant’s remaining life expectancy calculated using the age of the Participant in the year of death, reduced by one for each subsequent year. 


 

	 	(2)	Death Before Required Beginning Date 

  

	 	(A)	Participant Survived by Designated Beneficiary. If the Participant dies before his required beginning date and there is a designated Beneficiary, the minimum
amount that will be distributed for each distribution calendar year after the year of the Participant’s death is the quotient obtained by dividing the balance the Participant’s Account by the remaining life expectancy of the
Participant’s designated Beneficiary, determined as provided in Section 8.11(e)(1). 

  

	 	(B)	No Designated Beneficiary. If the Participant dies before his required beginning date and there is no designated Beneficiary as of September 30 of the year
following the year of the Participant’s death, distribution of the Participant’s entire Account balances will be completed by December 31 of the calendar year containing the fifth anniversary of the Participant’s death.


  

	 	(C)	Death of Surviving Spouse Before Distributions to Surviving Spouse Are Required to Begin. If the Participant dies before his required beginning date, the
Participant’s surviving Spouse is the Participant’s sole designated Beneficiary, and the surviving Spouse dies before distributions are required to begin to the surviving Spouse under Section 8.11(c)(2)(A), this
Section 8.11(e)(2) will apply as if the surviving Spouse were the Participant. 


  
 38 










	8.12	Direct Rollover of Certain Distributions 


Notwithstanding any provision of the Plan to the contrary that would otherwise limit a Distributee’s election under this Section, a Distributee may
elect, at the time and in the manner prescribed by the Committee, to have any portion of an Eligible Rollover Distribution paid directly by the Plan to an Eligible Retirement Plan specified by the Distributee in a Direct Rollover. 

  
 39 










	Article 9.	In-Service Withdrawals 

  

	9.1	Withdrawal of Amounts Allocated While An Employee of PCS Nitrogen Ohio, L.P. or PCS Purified Phosphates 


 

	(a)	Rollover Contributions and After-Tax Contributions. A Participant may at any time withdraw all or a portion of his Rollover Account and After-Tax Contributions
Account attributable to Rollover Contributions and After-Tax Contributions that were made to the Plan or the Prior Nitrogen Plan while the Participant was an Employee of PCS Nitrogen Ohio, L.P. or PCS Purified Phosphates. 


 

	(b)	Before-Tax Contributions, Employer Matching Contributions and Employer Performance Contributions. Upon the attainment of age 59-1/2 or after suffering a
long-term Disability, a Participant may withdraw all or a portion of his Before-Tax Contributions Account, Employer Performance Contributions Account, and the vested balance credited to his Employer Matching Contributions Account attributable to
Before-Tax Contributions, Employer Performance Contributions and Employer Matching Contributions that were made to the Plan or the Prior Nitrogen Plan while the Participant was an Employee of PCS Nitrogen Ohio, L.P. or PCS Purified Phosphates.


  

	9.2	Withdrawal of Amounts Allocated While An Employee of White Springs Agricultural Chemicals, Inc. 


 

	(a)	Rollover Contributions, After-Tax Contributions, Adjustment Contributions, and Employer Matching Contributions. A Participant may at any time withdraw all or a
portion of his Rollover Account, After-Tax Contributions Account, and the vested balance credited to his Employer Matching Contributions Account attributable to Rollover Contributions, After-Tax Contributions, Adjustment Contributions, and Employer
Matching Contributions that were made to the Plan or the Prior White Springs Plan while the Participant was an Employee of White Springs Agricultural Chemicals, Inc. 


 

	(b)	Before-Tax Contributions and Employer Performance Contributions. Upon the attainment of age 59-1/2, a Participant may withdraw all or a portion of his Before-Tax
Contributions Account and Employer Performance Contributions Account attributable to Before-Tax Contributions and Employer Performance Contributions that were made to the Plan or the Prior White Springs Plan while the Participant was an Employee of
White Springs Agricultural Chemicals, Inc. 

  

	9.3	Hardship Withdrawals 

  

	(a)	In General. A Participant who has withdrawn the total amount available as otherwise provided under the preceding Sections of this Article may, subject to this
Section, elect to withdraw all or any portion of his Before-Tax Contributions Account attributable to Before-Tax Contributions that were made to the Plan or the Prior Nitrogen Plan while the Participant was an Employee of PCS Nitrogen Ohio, L.P. or
PCS Purified Phosphates, upon furnishing proof of hardship satisfactory to the Committee or its designee. A Participant shall be considered to have incurred a hardship if, and only if, he meets the requirements of subsections (c) and (d).



  
 40 










	(b)	Limitation on Amount of a Hardship Withdrawal. The amount of a hardship distribution from the Before-Tax Contributions Account may not exceed the sum of:


  

	 	(1)	the total Before-Tax Contributions made on behalf of the Participant reduced by prior distributions, plus 


 

	 	(2)	the earnings credited to the Before-Tax Contributions Account as of December 31, 1988. 


 

	(c)	Immediate and Heavy Financial Need. As a condition for hardship withdrawal, there must exist with respect to the Participant an immediate and heavy financial
need. Such a need will be presumed to exist if the Participant certifies that he requires the hardship withdrawal due to one or more of the following reasons: 


 

	 	(1)	Medical Care. To pay unreimbursed expenses for medical care described in Code Section 213(d) (determined without regard to whether the expenses exceed 7.5
percent (7.5%) of adjusted gross income) previously incurred by the Participant, his Eligible Dependents (as defined below), or Beneficiary, or necessary for those persons to obtain such medical care. 


 

	 	(2)	Purchase of Principal Residence. To pay the costs directly related to the purchase of a principal residence of the Participant (excluding mortgage payments).


  

	 	(3)	Tuition and Related Fees. To pay tuition and related educational fees, and room and board expenses (but excluding student activity fees and the costs of books,
supplies and uniforms), for the next twelve months of post-secondary education of the Participant, his Eligible Dependents, or Beneficiary. 

  

	 	(4)	Amounts Necessary to Prevent Eviction or Foreclosure. To pay amounts necessary to prevent eviction of the Participant from his principal residence or to avoid
foreclosure on the mortgage of his principal residence. 

  

	 	(5)	Burial or Funeral Expenses. To pay burial or funeral expenses of the Participant’s parents, Spouse, children, Eligible Dependents, or Beneficiary.


  

	 	(6)	Casualty Deduction. To pay expenses to repair damage to the Participant’s principal residence that would qualify for the casualty deduction under Code
Section 165 (determined without regard to whether the loss exceeds ten percent (10%) of adjusted gross income). 

  

	 	(7)	Other Expenses. The inability of the Participant to meet such other expenses, debts, or other obligations recognized by the Internal Revenue Service as giving
rise to immediate and heavy financial need for purposes of Code Section 401(k). 


  
 41 









 The amount of withdrawal may not be in excess of the amount of the immediate and heavy
financial need of the Participant, including any amounts necessary to pay any federal, state, or local income taxes and any amounts necessary to pay any penalties reasonably anticipated to result from the distribution. For purposes of this
subsection, “Eligible Dependent(s)” means the Spouse and each unmarried child or stepchild of any Participant or any other household member whom the Participant may claim as a dependent for federal income tax purposes pursuant to Code
Section 152 for the Plan Year. 
 Notwithstanding anything in the Plan to the contrary, an immediate and heavy financial
need will not be presumed to exist unless the Participant elects to receive dividends in cash to the extent currently available under the Plan and all plans maintained by the Employer in accordance with Treasury Regulation
Section 1.401(k)-1(d)(2). 
  

	(d)	Necessary to Satisfy Financial Need. The Participant must demonstrate that the hardship withdrawal is necessary to satisfy the financial need described in
subsection (c). To demonstrate such necessity, the Participant who requests a hardship withdrawal must certify to the Committee, on such form as the Committee may prescribe, that the financial need cannot be fully relieved: 


 

	 	(1)	through reimbursement or compensation by insurance or otherwise, 

  

	 	(2)	by reasonable liquidation of the Participant’s assets, 

  

	 	(3)	by cessation of Before-Tax Contributions, or 

  

	 	(4)	by other distributions or nontaxable (at the time of the loan) loans from the Plan or other plans of an Employer or an Affiliate (unless such plan loans would make the
hardship worse) or by borrowing from commercial sources at a reasonable rate in an amount sufficient to satisfy the need. 

 The actions listed are required to be taken to the extent necessary to relieve the hardship, but any action which would have the effect of increasing the hardship need not be taken. For purposes of this
subsection, there shall be attributed to the Participant those assets of the Participant’s Spouse and minor children that are reasonably available to the Participant. The Participant shall furnish to the Committee such supporting documents as
the Committee may request in accordance with uniform and nondiscriminatory rules prescribed by the Committee. If, on the basis of the Participant’s certification and the supporting documents, the Committee finds it can reasonably rely on the
Participant’s certification, then the Committee shall find that the requested withdrawal is necessary to meet the Participant’s financial need. 
  

	(e)	 Suspension of Contributions. A Participant who receives a hardship withdrawal shall be prohibited from making contributions to the Plan and all
other plans of an Employer or an Affiliate for six months after receipt of a distribution described in this Section. For purposes of this subsection, all other plans of an Employer or an Affiliate shall include stock option plans, stock purchase
plans, qualified and non-qualified deferred compensation plans, and such other plans as may be designated under regulations issued 



  
 42 










	 	
under Code Section 401(k), but shall not include health and welfare benefit plans or the mandatory employee contribution portion of a defined benefit plan. After the expiration of the
suspension period described in this subsection, an Eligible Employee must affirmatively make a new election to participate in the Plan pursuant to Section 3.2. 


 

	9.4	Procedures and Restrictions. A request for a withdrawal under this Article shall be filed with the Plan in the manner and time prescribed by the Committee or its
designee, and shall be subject to rules of the Committee concerning the frequency of such withdrawals. The Committee or its designee may require that the amount of a withdrawal under this Article exceed a minimum amount that may not exceed $1,000,
and such rules may also provide exceptions where the Participant withdraws his entire Account. In addition to the restrictions imposed by this Article, the amount available for any withdrawal shall be reduced to the extent that the Account secures
any loan outstanding on the date of the withdrawal. Where a Participant’s Account is invested in more than one Fund, Committee rules shall determine the method of drawing on the Funds. All payments to Participants under this Article shall be
made in cash; provided, however, that to the extent that his Account is invested in the Company Stock Fund on the date a Participant makes a withdrawal from his Account at or after age 59-1/2 or upon his Disability, the Participant may elect to
receive distribution of the amount invested in the Company Stock Fund in the form of Company Stock (as defined in Appendix G). 


  
 43 










	Article 10.	Plan Loans 

  

	10.1	Availability 

 Loans shall be available
upon written application and approval by the Committee or its designee in accordance with the terms and conditions of (i) this Article 10, (ii) Appendix E (relating to Employees of PCS Nitrogen Ohio, L.P. and PCS Purified Phosphates),
(iii) Appendix F (relating to Employees of White Springs Agricultural Chemicals, Inc.), (iv) a loan policy that sets forth the terms and conditions for Plan loans, and (v) any other rules as the Committee or its designee may
prescribe. 
 The Committee or its designee shall apply the eligibility requirements and rules for a loan uniformly to all Participants. Nothing
in this Article or an Appendix shall require the Committee or its designee to make loans available to all Employees. 
  

	10.2	Requirements for Plan Loans 

 In addition
to such rules and regulations as the Committee may adopt, any loan shall comply with the following terms and conditions: 
  

	(a)	Application. An application for a loan shall be made in the form and manner prescribed by the Committee, whose action in approving or disapproving the
application shall be final. 

  

	(b)	Loan Amount. 

  

	 	(1)	In General. The amount of any loan may not be less than the amount prescribed in Section E.3 of Appendix E, and Section F.3 of Appendix F.


  

	 	(2)	Maximum Loan Amount. No loan will be granted under the Plan to the extent that it would cause the aggregate balance of all loans a Participant or Employee has
outstanding under the Plan to exceed the lesser of: 

  

	 	(A)	fifty percent (50%) of the balance of the Participant’s Accounts, or 


 

	 	(B)	$50,000, reduced by the excess, if any, of the highest outstanding loan balances of all other loans from the Plan during the 12 month period ending on the day before
the loan was made. 

  

	(c)	Loan Terms. The period of repayment and the repayment provisions for any loan shall be arrived at by mutual agreement between the Committee and the Participant;
provided, however, that the period of repayment shall not extend beyond five (5) years in the case of a General Purpose loan or twenty (20) years in the case of a Home Loan. 


 

	(d)	 Substantially Level Repayment. As provided in Appendix E and Appendix F, all loans will be subject to a substantially level repayment schedule,
as determined by the Committee. Notwithstanding anything in the Plan or an Appendix to the contrary, the substantially level requirement does not apply for a period, not longer than one (1) year,




  
 44 










	 	
that an Employee is on a bona fide leave of absence without pay, provided when the Employee returns to active pay status, the loan (including interest that accrues during the leave of absence)
must be repaid by the latest date permitted under Code Section 72(p)(2)(B) and the amount of the installments due after the leave ends, must not be less than the amount required under the original terms of the loan. Pursuant to Code
Section 414(u), Committee rules may also permit the suspension of the obligation to repay a loan for a period during which the Participant is performing services in the uniformed services of the United States. 


 

	(e)	Promissory Note. A loan shall be evidenced by a promissory note payable to the Plan in such form and containing such terms as the Committee shall direct, subject
to the provisions of this Article. 

  

	(f)	Interest Rate. All loans will bear interest at a fixed rate determined by the Committee based upon the daily prime feed provided by Reuters as of the close of
business on the last day of the month, plus two percent (2%), unless such rate would not be “reasonable” as defined by ERISA Section 408(b)(3), in which case a “reasonable” rate of interest will be used.


 The new loan interest rate will be effective after a nightly cycle on the first business day of the following month (or
quarter) and will apply to all new loan types initiated. Fidelity will calculate the interest rate based on the prime rate and the plan specified delta. 
  

	(g)	Loan Restrictions; Discontinuance. The Committee may impose reasonable restrictions on the ability of an individual to take out a loan from the Plan, or on the
terms of such loan, to the extent required to comply with applicable law. In addition, the Committee reserves the right to stop granting loans at any time. 


 

	10.3	Definitions. The following definitions apply to the terms used in this Article: 


 

	(a)	“General Purpose Loan” means a loan that is not a Home Loan. 


 

	(b)	“Home Loan” means a loan to be used to acquire a dwelling unit that, within a reasonable time after the loan is made, will be used as the principal
residence of the Participant or Employee. The Plan shall require evidence that a loan will be used for such purpose. Committee rules may deem a loan as incurred to acquire a principal residence if expenditures to acquire the residence are made
within 90 days before or after the date that the loan is made. A loan will not qualify as a Home Loan if it is used to construct, rehabilitate, or improve a residence. A loan to repay an existing loan from a third party will be deemed to be for a
principal residence if the proceeds of the third-party loan were used to acquire a principal residence and the Plan loan is made within the 90 day period before or after the expenditure to acquire the residence. 


  
 45 










	Article 11.	Benefit Claims 

  

	11.1	Inquiries and Applications for Benefits 

  

	(a)	All inquiries concerning the Plan or present or future rights to benefits under the Plan and all applications for benefits under the Plan shall be submitted to the
Committee in the form and manner prescribed by the Committee. The Committee shall have the sole discretionary authority to grant or deny benefits under the Plan. Benefits under the Plan will be paid only if the Committee decides in its discretion
that the applicant is entitled to them. 

  

	(b)	If any Participant, Spouse or Beneficiary disagrees with the Committee’s response to such individual’s inquiry or application for benefits, the Participant,
Spouse or Beneficiary shall notify the Committee in writing and shall request a review of such response. Any such notice shall be treated as a claim for benefits hereunder. 


 

	11.2	Denial of Claims 

 In the event that any
claim for benefits under the Plan is denied in whole or in part, the Committee shall notify the claimant in writing of such denial and of the claimant’s right to a review thereof. Such written notice shall set forth the following information in
a manner calculated to be understood by the claimant: 
  

	(a)	the specific reason or reasons for the denial; 

  

	(b)	specific reference to pertinent Plan provisions on which the denial is based; 


 

	(c)	a description of any additional material or information necessary for the claimant to perfect the claim and an explanation of why such material or information is
necessary; and 

  

	(d)	an explanation of the Plan’s procedure for review of the denied or partially denied claim, including the claimant’s right to bring a civil action under ERISA
Section 502(a) following an adverse benefit determination on review. 

 Such written notice shall be given to the claimant
within 90 days after the Committee receives the claim, unless special circumstances require an extension of time, up to an additional 90 days, for processing the claim. If such an extension is required, written notice of the extension shall be
furnished to the claimant before the end of the initial 90 day period. Such notice of extension shall indicate the special circumstances requiring the extension of time and the date by which the Committee expects to render its decision on the claim
for benefits. 
  

	11.3	Review of Denied Claims 

  

	(a)	Appeal Request. The Committee shall have the authority to act with respect to any appeal from a denial of a claim for benefits. 


  
 46 









 Any person whose claim for benefits is denied, in whole or in part, or such person’s
duly authorized representative, may appeal from such denial by submitting a request for a review of the claim to the Committee within 60 days after receiving written notice of such denial from the Committee. A claimant or the claimant’s
authorized representative will have, upon request and free of charge, reasonable access to, and copies of, all documents, records and other information relevant to the claimant’s claim for benefits, and may submit written comments, documents,
records and other information in writing within the same 60 day period. A request for review shall set forth all of the grounds on which it is based, all facts in support of the request and any other matters that the claimant deems pertinent. The
Committee may require the claimant to submit any additional facts, documents or other material as it may deem necessary or appropriate in making its review. 
  

	(b)	Decision on Review. The Committee shall act on each request for review within 60 days after receipt thereof unless special circumstances require an extension of
time, up to an additional 60 days, for processing the request. If such an extension is required, written notice of the extension shall be furnished to the claimant within the initial 60 day period. The Committee shall consider the claim, and all
comments, documents, records and other information submitted by the claimant relating to the claim, without regard to whether such information was submitted or considered in the initial benefit determination. 


The Committee shall give prompt, written notice of its decision to the claimant. In the event that the Committee affirms the denial of
the claim for benefits, in whole or in part, such notice shall set forth, in a manner calculated to be understood by the claimant: 
  

	 	(1)	the specific reason or reasons for the adverse determination; 

  

	 	(2)	specific reference to pertinent Plan provisions on which the adverse determination is based; 


 

	 	(3)	a statement that the claimant is entitled to receive, upon request and free of charge, reasonable access to, and copies of, all documents, records, and other
information relevant to the claimant’s claim for benefits; and 

  

	 	(4)	a statement describing any voluntary appeal procedures offered by the Plan and the claimant’s right to obtain the information about such procedures, as well as a
statement of the claimant’s right to bring an action under ERISA Section 502(a). 

  

	(c)	Rules and Procedures. The Committee shall establish such rules and procedures, consistent with the Plan and ERISA, as it may deem necessary or appropriate in
carrying out its responsibilities under this Section. The Committee may require a claimant who wishes to submit additional information in connection with an appeal from the denial of benefits to do so at the claimant’s own expense.



  
 47 










	11.4	Exhaustion of Remedies 

 No legal action
for benefits under the Plan shall be brought unless and until the claimant: 
  

	(a)	Has submitted an application for benefits in accordance with this Article; 


 

	(b)	Has been notified by the Committee that the application is denied; 

  

	(c)	Has filed a written request for a review of the application; and 

  

	(d)	Has been notified in writing that the Committee has affirmed the denial of the application. 

 Notwithstanding the foregoing, if any claimant is not provided the notification(s) required by Sections 11.2 or 11.3 within the time periods set forth in those Sections, the claimant may bring a legal
action for benefits under the Plan without any further administrative review of the claim. 

  
 48 










	Article 12.	Administration 

  

	12.1	Appointment of Committee 

  

	(a)	The Committee (also known as the Employee Benefits Committee) shall be the “plan administrator” and “named fiduciary” of the Plan, as defined under
ERISA. The Committee shall consist of not fewer than three members, to be appointed by the Board of Directors or its chairman. Each member of the Committee may resign, or may be removed at any time by the Board of Directors or its chairman (with or
without cause), and, in the event of the removal, death or resignation of any member, his successor shall be appointed by the Board of Directors or its chairman. In the event a vacancy or vacancies shall occur, the remaining member or members of the
Committee shall act as the Committee until the Board of Directors or its chairman fills the vacancy or vacancies. The Committee may appoint or designate other fiduciaries and may allocate fiduciary responsibilities among fiduciaries, including
members of the Committee. 

  

	(b)	No person shall be ineligible to be a member of the Committee because he is, was, or may become entitled to benefits under the Plan, or because he is a director and/or
officer of an Employer or an Affiliate; provided, that no member of the Committee shall participate in any determination by the Committee relating specifically to his own benefits under the Plan. 


 

	(c)	If a member of the Committee (or a subcommittee) is an Employee, the member will serve without compensation for his services as a member. The Company may reimburse the
member for expenses properly and actually incurred. 

  

	12.2	Powers and Authority; Action Conclusive 

  

	(a)	The Committee shall be responsible for the administration of the Plan, and shall have the exclusive right, responsibility and discretionary authority with respect to
the construction, interpretation, application or administration of the Plan and eligibility for Plan benefits including, but not limited to, the discretionary power and authority to find facts in connection with any decision made hereunder.


  

	(b)	The Committee shall be responsible for making appropriate provision for the investment and reinvestment of the Trust and shall have the exclusive right, responsibility
and authority with respect thereto. 

  

	(c)	The Committee shall have all powers necessary or helpful for the carrying out of its responsibilities and to determine all questions of fact, and the decisions or
actions of the Committee in good faith in respect of any matter hereunder shall be final, conclusive and binding upon all parties concerned, including, without limitation, any and all Employees, Participants, Spouses, Beneficiaries, heirs,
distributees, estates, executors, administrators and assignees. Any determination made by the Committee shall be given deference in the event it is subject to judicial review and shall be overturned only if it is arbitrary and capricious.



  
 49 










	(d)	The Committee may delegate to one or more of its members the right to act on its behalf in any one or more matters connected with the administration of the Plan.


  

	12.3	Manner of Action 

 A majority of the
members of the Committee then in office shall constitute a quorum for the transaction of business. The Committee shall select from its members a chairman and shall appoint from its members or otherwise a secretary. The Committee may act by vote or
consent of the majority of its members then in office and may establish its own procedures. Upon concurrence in writing of a majority of the members, action of the Committee may be taken without a meeting. The Committee may authorize one or more of
its members or any of its agents to execute or deliver any instrument on its behalf, and may employ such counsel, auditors, and other specialists and such clerical and other services as required or desired in carrying out the provisions of the Plan.

  

	12.4	Subcommittees, Counsel and Agents 

 The
Committee may appoint from its members such subcommittees (or one or more such members), with such powers as the Committee shall determine. The Committee may employ such counsel (including legal counsel, who may be counsel for an Employer or an
Affiliate) and agents and such clerical and other services as it may require in carrying out the provisions of the Plan, and may charge the fees, charges and costs resulting from such employment as an expense to the Company or to the Plan, to the
extent permitted by law. Persons serving on the Committee or any such subcommittee shall be fully protected in acting or refraining from acting in accordance with the advice of legal or other counsel. 

 

	12.5	Appointment of Investment Manager 

 The
Committee shall have the authority to select, appoint, and monitor the performance of one or more investment managers (within the meaning of ERISA Section 3(38)) to manage or advise as to the investment of all or any portion of the Trust. Each
such investment manger shall satisfy the requirements of ERISA and shall act pursuant to the terms of the applicable investment management agreement or investment advisory agreement. An investment manager shall acknowledge in writing delivered to
the Plan and to the trustee its appointment as a fiduciary of the Trust. The investment manager may be terminated at will. 
 An investment
manager appointed under this Section shall have sole investment responsibility for that portion of the Trust which it is appointed to manage. Other fiduciaries of the Plan shall be under no duty to question any direction or lack of direction of any
investment manager, but may act, and shall be fully protected in acting in accordance with each such direction of an investment manager. Other fiduciaries of the Plan shall have no responsibility for the investment of any asset of the Trust, the
management of which has been delegated to an investment manager, or liability for any loss to or diminution in value of the Trust resulting from any action directed, taken, or omitted by an investment manager. 

  
 50 









 12.6      Designation of Other Fiduciaries 

The Committee may designate in writing other persons to carry out a specified part or parts of its responsibilities hereunder (including the power to
designate other persons to carry out a part of such designated responsibility). Any such designation shall be accepted by the designated person, who shall acknowledge in writing that he is a fiduciary with respect to the Plan. 

12.7      Reports and Filings 
 The Committee shall make all reports or other filings necessary to meet the reporting and disclosure requirements that are the responsibility of “plan administrators” under ERISA. 

12.8      Records 
 All resolutions, proceedings, acts, and determinations of the Committee shall be recorded by the secretary of the Committee or under his supervision, and all such records, together with such documents and
instruments as may be necessary for the administration of the Plan, shall be preserved in the custody of the secretary. 

12.9      Electronic and Other Media 
 Notwithstanding any provision of the Plan to the contrary, to the extent permitted by law, the Committee may use electronic media in addition to or in lieu of other media, as it deems necessary or
appropriate, to conduct transactions, maintain records, make disclosures, reports, and filings, and to otherwise administer the Plan. 

12.10    Automatic and Default Elections 
 To the extent permitted by law, Committee rules may provide that a Participant (or Beneficiary) election will remain in force until the Participant notifies the Committee (in the manner and time
prescribed by the Committee) of a modification of such a continuing election. If the Plan requires an affirmative election, the Committee rules may specify that a failure to make a timely affirmative election will be deemed to be a direction to the
Plan to take such action specified by the Committee rules. If the Committee adopts a rule pursuant to this Section, it shall be communicated to the affected Participants and Beneficiaries in a manner that assures timely receipt and a reasonable
period for the Participant to modify a continuing election or to make an affirmative election. 
 12.11    Expenses of
Administration 
 The compensation of the Trustee, any reasonable and proper attorneys’ or management fee incurred in the
administration of the Trust or other reasonable and proper Plan expenses shall be paid pursuant to Section 15.4. 

  
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 12.12    Limited Liability and Indemnification 

 

	(a)	In General. Except as otherwise provided by law, no person who is a member of the Committee or who is an Employee, officer and/or director of an Employer or an
Affiliate (“Indemnified Person(s)”), shall incur any liability whatsoever on account of any matter connected with or related to the Plan or the administration of the Plan, unless such person shall have acted in bad faith, or have willfully
neglected his duties, in respect of the Plan. The Company shall indemnify and save each such person harmless against any and all loss, liability, claim, damage, cost and expense which may arise by reason of, or be based upon, any matter connected
with or related to the Plan or the administration of the Plan (including, but not limited to, any and all expenses whatsoever reasonably incurred in investigating, preparing or defending against any litigation, commenced or threatened, or in
settlement of any such claim whatsoever) to the fullest extent permitted by the law. 

  

	 	(1)	An Indemnified Person shall be indemnified under this Section only if he provides written notice to the Employer in the manner and time prescribed by the Company, of
any claim asserted against or any investigation of the Indemnified Person that relates to the Indemnified Person’s responsibilities with respect to the Plan. The notice must be provided promptly after the Indemnified Person becomes aware of the
claim or investigation. No indemnification shall be provided under this Section to the extent that the Employer is materially prejudiced by the unreasonable delay of the Indemnified Person in notifying the Employer of the claim or investigation.


  

	 	(2)	An Indemnified Person shall be indemnified under this Section with respect to attorneys fees, court costs or other litigation expenses or any settlement of such
litigation only if the Indemnified Person agrees to permit the Company or Employer to select counsel and to conduct the defense of the lawsuit, and agrees not to take any action in the lawsuit that the Company or Employer believes would be
prejudicial to the interests of such Company or Employer. Subject to the consent of the Indemnified Person, the Employer may enter into a settlement or other agreement to compromise a claim, demand, action or proceeding which has given rise to a
notice of claim for indemnity hereunder. 

  

	 	(3)	If the Indemnified Person refuses to consent to the terms of a proposed settlement or compromise which is otherwise acceptable to the Employer, any amount awarded
against the Indemnified Person in excess of the amount for which settlement or compromise could have been made by the Employer shall not be recoverable, and in such event the Employer shall only be responsible for costs, charges and expenses up to
the time at which settlement could have been made. 

  

	 	(4)	No Indemnified Person, including an Indemnified Person who has terminated employment, shall be indemnified under this Section unless he makes himself reasonably
available to assist the Employer with respect to the matters at issue, and agrees to provide documents, testimony, information, materials, or other forms of assistance that the Employer shall reasonably request. 


 

	 	(5)	No Indemnified Person shall be indemnified under this Section with respect to any action or failure to act that is judicially determined to constitute or be
attributable to the gross negligence or willful misconduct of the Indemnified Person. 


  
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	 	(6)	Payments of indemnity under this Section shall be made only from the assets of the Employer and shall not be made directly or indirectly from Plan assets. The
provisions of this Section shall not preclude such further indemnities as may be available under insurance purchased by the Employer or as may be provided by an Employer under any by-law, agreement or otherwise, provided that no expense shall be
indemnified under this Section that is otherwise indemnified by an Employer or by an insurance contract purchased by an Employer. To the extent permitted by law, the Employer shall be subrogated to all rights which the Indemnified Person may have
under all policies of insurance or other contracts pursuant to which the Indemnified Person may be entitled to reimbursement of, or indemnification in respect of, all or any part of the costs, charges and expense which are borne by the Employers
pursuant to this agreement. 

  

	(b)	Advance Payment of Defense Costs. Except for the indemnities provided for in subsection (c), the Employers will advance and pay all reasonable costs, charges and
expenses as they are incurred, provided however: 

  

	 	(1)	that no such advancement shall be made unless and until the Indemnified Person has provided to the Employer a written affirmation of his good faith belief that he has
met the standard of conduct necessary for indemnification by the Employer; 

  

	 	(2)	that no such advancement shall be made unless and until the Indemnified Person has provided to the Employer (in the time and manner prescribed by the Company), a
written statement by or on behalf of the Indemnified Person to repay all amounts so advanced pursuant to this subsection, if it is subsequently determined that the Indemnified Person has not met the standard of conduct necessary for indemnification
by the Employer; 

  

	 	(3)	that if the Indemnified Person subsequently receives indemnification or reimbursement for all or part of any costs, charges or expenses from a source or sources other
than the Employer, the amounts so advanced and paid by the Employer shall be repaid by the Indemnified Person to the Employer upon request, to the extent that the Indemnified Person receives indemnification or reimbursement from such other
source(s). 

  

	(c)	Breach or Non-Fulfillment By Employer. In addition to the indemnities provided for under this Section, the Employer shall defend, indemnify and hold an
Indemnified Person harmless from any loss, liability, damage, or expense, including reasonable attorney’s fees, arising in connection with or resulting from any breach or non-fulfillment or any agreement on the part of the Employer pursuant to
this Section. 

 12.13    Reliance on Information 

The members of the Committee and any Employer or Affiliate and their respective officers, directors and employees, shall be entitled to rely upon all
tables, valuations, certificates, opinions and reports furnished by any actuary, accountant, trustee, insurance company, counsel, physician or other expert who shall be engaged by the Committee, an Employer or an Affiliate, and the


  
 53 









 
members of the Committee and any Employer or Affiliate and their respective officers, directors and Employees, shall be fully protected in respect of any action taken or suffered by them in good
faith in reliance thereon, and all action so taken or suffered shall be conclusive upon all persons affected thereby. 

12.14    Instructions to Trustee 
 The Committee shall provide appropriate written instructions in accordance with the Trust Agreement to enable the Trustee to make the distributions provided for in the Plan. 

12.15    Genuineness of Documents 
 The Committee, Employer and Affiliates and their respective officers, directors and employees, shall be entitled to rely upon any notice, request, consent, letter or other document believed by them or any
of them to be genuine, and to have been signed or sent by the proper person, and shall be fully protected in respect of any action taken or suffered by them in good faith in reliance thereon. 
 12.16    Proper Proof 
 In any case in which an Employer or the
Committee shall be required under the Plan to take action upon the occurrence of any event, they shall be under no obligation to take such action unless and until proper and satisfactory evidence of such occurrence shall have been received by them.


  
 54 










	Article 13.	Management of Funds 

  

	13.1	Trust Agreement 

 All funds of the Plan
shall be held by the Trustee appointed from time to time by the Sponsor under a Trust Agreement adopted, or as amended, by the Sponsor for use in providing the benefits of the Plan and paying expenses not directly paid by the Employer. The Employer
shall have no liability for the payment of benefits under the Plan or for the administration of the funds paid over to the Trustee. 
  

	13.2	Exclusive Benefit Rule 

 Except as
otherwise provided in the Plan, no part of the corpus or income of the Trust shall be used for, or diverted to, purposes other than for the exclusive benefit of Participants and other persons entitled to benefits under the Plan and paying the
expenses of the Plan not paid directly by the Employer. No person shall have any interest in, or right to, any part of the earnings of the funds of the Plan, or any right in, or to, any part of the assets held under the Plan, except as and to the
extent expressly provided in the Plan. 

  
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	Article 14.	Amendment, Termination, and Merger 

  

	14.1	Amendments to Comply with Law 

 The
Company reserves the right to amend the Plan at any time to take effect retroactively or otherwise, in any manner in which it deems necessary or desirable for the purpose of complying with the provisions of the Code and ERISA and the regulations and
rulings thereunder affecting the tax-qualified status of the Plan and the deductibility of Employer Contributions thereto. 
  

	14.2	Suspension of Contributions; Termination of Plan 

  

	(a)	Suspension of Contributions. It is the Company’s expectation that the Plan and payment of contributions hereunder will be continued indefinitely, but
continuance of the Plan by the Company is not assumed as a contractual obligation, and the Company reserves the right to modify or permanently discontinue contributions hereunder at any time. In the case of complete discontinuance of contributions
to the Plan, the rights of affected Participants to their Accounts as of the date of the termination or discontinuance shall be nonforfeitable. The Company shall not be liable for the payment of any benefits under the Plan and all benefits hereunder
shall be payable solely from the assets of the Trust. 

  

	(b)	Termination. The Company may terminate the Plan at any time. Upon complete termination or partial termination of the Plan, the entire interest of each of the
affected Participants shall become nonforfeitable. Upon termination of the Plan, Before-Tax Contributions, with earnings thereon, shall only be distributed to Participants if (i) neither an Employer nor an Affiliate establishes or maintains an
alternative defined contribution plan and (ii) payment is made to the Participants in the form of a lump sum distribution (as defined in Code Section 402(d)(4), without regard to clauses (i) through (iv) of paragraph (A),
subparagraph (B), or subparagraph (F) thereof). For purposes of this paragraph, an “alternative defined contribution plan” is a defined contribution plan (other than an ESOP) or a simplified employee pension as defined in Code
Section 408(k) (“SEP”)) which exists at the time the Plan is terminated or within the 12 month period beginning on the date all assets are distributed. However, in no event shall a defined contribution plan be deemed an alternative
plan if fewer than two percent (2%) of the employees who are eligible to participate in the Plan at the time of its termination are or were eligible to participate under another defined contribution plan of an Employer or an Affiliate (other
than an ESOP or a SEP) at any time during the period beginning 12 months before and ending 12 months after the date of the Plan’s termination. 

  

	14.3	Authority to Amend 

 The Company may
amend the Plan at any time by a written resolution or other written instrument approved by the Board of Directors. The Committee is authorized to exercise the Company’s authority under this Section through a written resolution or other written
instrument , without approval of the Board of Directors with respect to any amendment does not: 
  

	(a)	deprive the Company or the Employers of their ability to make tax deductible contributions to the Plan pursuant to the Code; 


  
 56 










	(b)	violate Section 14.5 (concerning the exclusive benefit and anticutback rules); 


 

	(c)	have the effect of terminating the Plan; 

  

	(d)	increase the cost of providing benefits under the Plan by an amount estimated to be more than $200,000 for each of the first five full Plan Years that the amendment
would be effective, unless the amendment is for conforming the Plan with legislation, governmental regulations, rules, or interpretive bulletins expressing a public policy or condition with which the Plan must comply; 


 

	(e)	revise this Article to increase the Committee’s authority to amend the Plan or derogate from the authority of the Board of Directors; or 


 

	(f)	confer any special advantage whether economic or otherwise, whether present or contingent, on the Committee or its members. 


 

	14.4	Form of Amendment 

 Unless otherwise
provided in the Plan, the amendment shall be made by an instrument in writing, signed by a duly authorized officer or officers of the Company (as appropriate), certifying that the amendment has been authorized by the Board of Directors or the
Committee. 
  

	14.5	Limitations 

 The provisions of this
Article are subject to the following restrictions: 
  

	(a)	No amendment to the Plan may operate either directly or indirectly to give an Employer an interest in a Fund or property held by the Trustee under the terms of the
Plan, or to permit corpus or income of the Trust to be used for or diverted to purposes other than the exclusive benefit of the Participants and their Beneficiaries. 


 

	(b)	Except as permitted by Treasury Regulations or to the extent necessary to conform to laws and regulations or to the extent permitted by any applicable law or
regulation, no amendment may operate either directly or indirectly to deprive any Participant of his nonforfeitable interest in his Accounts as they are constituted at the time of the amendment. 


 

	(c)	No amendment shall change any vesting schedule unless each Participant who has completed three (3) or more years of continuous service is permitted to elect to
have the nonforfeitable percentage of his Accounts computed under the Plan without regard to such amendment. The period for making such election shall commence no later than the date of the adoption of such amendment and shall expire no earlier than
60 days after the latest of the following dates: (A) the date the Plan amendment is adopted, (B) the date the Plan amendment becomes effective, or (C) the date the Participant is issued written notice of the Plan amendment by the
Committee. Notwithstanding the foregoing, no election need be offered to a Participant whose nonforfeitable percentage of his Accounts cannot at any time be lower than such percentage determined without regard to such amendment.



  
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	14.6	Merger, Consolidation, or Transfer 

 The
Plan may not be merged or consolidated with, and its assets or liabilities may not be transferred to, any other plan unless each person entitled to benefits under the Plan would, if the resulting plan were then terminated, receive a benefit
immediately after the merger, consolidation, or transfer that is equal to or greater than the benefit he would have been entitled to receive immediately before the merger, consolidation, or transfer if the Plan had then terminated. In the event that
a Participant ceases to be eligible to participate in the Plan, but becomes eligible to participate in another tax-qualified plan sponsored by an Employer or an Affiliate, the Committee may direct, with or without the Participant’s consent, the
transfer of the Participant’s Account to the other plan sponsored by an Employer or Affiliate. 
  

	14.7	Participation by Affiliates 

  

	(a)	The Company may extend the Plan to any Affiliate. An Affiliate may become a Participating Employer pursuant to a resolution adopted by the Board of Directors. The
Affiliate shall transmit a copy of the resolution to the Company. 

  

	(b)	Each Affiliate to whom the Plan has been extended irrevocably gives and grants to the Company full and exclusive power conferred upon it by the terms of the Plan and
Trust Agreement to take or refrain from taking any and all action which such Affiliate might otherwise take or refrain from taking with respect to the Plan, including sole and exclusive power to exercise, enforce or waive any rights whatsoever which
such Affiliate might otherwise have with respect to the Trust, and each such Affiliate, by adopting this Plan, irrevocably appoints the Company its agent for such purposes. Neither the Trustee nor the Committee nor any other person shall have any
obligation to account to any such Affiliate or to follow the instructions of or otherwise deal with any such Affiliate, the intention being that all persons shall deal solely with the Company as if it were the sole company which had adopted this
Plan. 

  

	(c)	Any Affiliate shall be deemed conclusively to have assented to any amendment of the Plan pursuant to this Article without the necessity of any affirmative action on the
part of such Affiliate. 

  

	(d)	Any Affiliate may terminate this Plan with respect to its own employees by resolution of its board of directors, if authorized to do so by the Board of Directors of the
Company, or any person so duly authorized by the Board of Directors 

  

	(e)	Each Affiliate shall furnish information and maintain such records with respect to its Participants as called for hereunder, and its determinations and notifications
with respect thereto shall have the same force and effect as comparable determinations by the Company with respect to its Participants. 

  

	(f)	If a Participant receives Compensation during a Plan Year from more than one Employer, the total amount of such Compensation shall be considered for the purposes of the
Plan, and the respective Employers and Affiliates shall share in contributions to the Plan on account of said Participant based on the Compensation paid to such Participant by the Employer or Affiliate. 


  
 58 










	(g)	Each Affiliate shall pay such part of the Plan’s necessary expenses incurred in the administration of the Plan as the Company shall determine.


  

	(h)	An Affiliate may with consent of the Board of Directors withdraw from the Plan by giving written notice of its intention to the Company and the Trustee, unless a
shorter notice shall be agreed to by the Company. 

  

	(i)	If an Affiliate already maintains a defined contribution plan covering employees who will be covered by this Plan, such plan may be merged into this Plan.



  
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	Article 15.	General Provisions 

  

	15.1	Nonalienation 

 Except as required by
applicable law, no Account or benefit under the Plan shall in any manner be anticipated, assigned (either at law or in equity) or alienated, and any attempt to do so shall be void. However, payment shall be made in accordance with the provisions of
any judgment, decree, or order that creates for, or assigns to, a Spouse, former Spouse, child or other dependent of a Participant the right to receive all or a portion of the Participant’s benefits under the Plan for the purpose of providing
child support, alimony payments, or marital property rights to that Spouse, child, or dependent, is made pursuant to a State domestic relations law, does not require the Plan to provide any type of benefit, or any option, not otherwise provided
under the Plan, and otherwise meets the requirements of ERISA Section 206(d), as amended, as a “qualified domestic relations order,” as determined by the Committee. 
 Notwithstanding anything herein to the contrary, the above shall not apply to an order or requirement to pay funds to the Plan arising under a judgment or conviction for a crime involving the Plan or
under a civil judgment entered by a court in an action alleging a violation of Part 4 of ERISA to the extent permitted under Code Section 401(a)(13)(C) and ERISA Section 206(d)(4), or the creation, assignment or recognition of a right to
any benefit payable with respect to a Participant pursuant to a domestic relations order which is determined by the Committee to be a qualified domestic relations order as defined in Code Section 414(p) and ERISA Section 206(d).

  

	15.2	Missing Persons 

 If the Committee is
unable to locate a proper payee within one (1) year after an Account becomes payable after taking reasonable steps to locate the payee, the Committee may treat the balance credited to the Account as a forfeiture; however, if a claim for
benefits is subsequently presented by a person entitled to a payment, the forfeited amount shall be reinstated to the Account upon verification of the claim, except for those amounts that have been paid pursuant to an escheat or other applicable
law. Forfeitures restored under this Section shall be paid from current forfeitures, and if insufficient, from an additional Employer Contribution. 
  

	15.3	Incapacity 

 If the Committee shall find
that a Participant or other person entitled to a benefit under the Plan is unable to care for his affairs because of illness or accident or is a minor, the Committee may direct that any benefit due to such Participant or other person, unless a claim
shall have been made for the benefit by a duly-appointed legal representative, be paid to his guardian, conservator, Spouse, dependent, or such other person as determined by the Committee, and such distribution so made shall be a complete discharge
of the liabilities of the Plan with respect to the Participant. 

  
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	15.4	Plan Expenses 

 The Company or the
Employer may, in its sole and absolute discretion, pay expenses authorized and incurred in the administration of the Plan, but is not required to do so. Any such expenses not paid by the Company or the Employer shall be paid from the Trust.
Notwithstanding the foregoing, brokerage fees, transfer taxes, and other expenses incident to the purchase or sale of securities and other investments by the Trustee shall be deemed to be part of the cost of such securities and investments, or
deducted in computing the proceeds of a sale, as the case may be. 
  

	15.5	Termination of Employment 

 Nothing
contained in the Plan shall be construed to give any Employee the right to be retained in the service of an Employer or an Affiliate or to interfere with the right of an Employer or Affiliate to discharge any Employee at any time. The Committee has
the exclusive right to determine whether an Employee has terminated for the purpose of the Plan and to determine the date of a termination. 
  

	15.6	Information 

 Each Participant,
Beneficiary, or other person entitled to a benefit, before any benefit shall be payable to him or on his account under the Plan, shall file with the Committee the information that it shall require to establish his rights and benefits under the Plan.

  

	15.7	Withholding Taxes 

 The Employer or
Trustee may withhold from a Participant’s compensation or any payment under the Plan any taxes required to be withheld with respect to contributions or benefits under the Plan and such sum as the Employer or Trustee may reasonably estimate as
necessary to cover any taxes for which they may be liable and which may be assessed with respect to contributions or benefits under the Plan. 
  

	15.8	Requirement to Be in Written Form 


Various notices provided by the Employer or Committee, and various elections made by a Participant are required to be in written form. Except as
otherwise provided under Internal Revenue Service or Department of Labor regulations or other guidance, these notices and elections may be conveyed through an electronic system. 

 

	15.9	Elections 

 Any elections, notifications,
or designations made by a Participant pursuant to the provisions of the Plan shall be made in the form and manner prescribed by the Committee and in a time determined by the Committee under rules uniformly applicable to all Eligible Employees
similarly situated. The Committee reserves the right to change from time to time the time and manner for making elections, notifications, and designations by Participants under the Plan if it determines after due deliberation that such action is
justified in that it improves the administration of the Plan. In the event of a conflict between the provisions for making an election, notification, or designation set forth in the Plan and such new administrative procedures, those new
administrative procedures shall prevail. 

  
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 15.10    Severability 
 If a provision of this Plan shall be held illegal or invalid, the illegality or invalidity shall not affect the remaining parts of the Plan, and the Plan shall be construed and enforced as if the illegal
or invalid provision had not been included in the Plan. 
 15.11    Construction 

 

	(a)	Applicable Law. To the extent not preempted by the laws of ERISA, the laws of the State of Illinois shall be the controlling law in all matters relating to the
Plan. 

  

	(b)	Headings. The headings of the Plan are inserted for convenience or reference only and are not to be considered in the construction or the interpretation of the
Plan. References herein to Articles or Sections are references to the Articles or Sections of the Plan document, unless otherwise indicated. 

  

	(c)	Gender, Number and Other References. Except when otherwise indicated by the context, any masculine terminology shall also include the feminine, and the
definition of any term in the singular shall also include the plural. In the Plan, “includes” or “including” shall mean “including, without limitation.” References herein to days, weeks, months, quarters and years are
references to such periods as determined by the Julian calendar. References herein to statutes, laws, rules or regulations shall mean such statutes, laws, rules, or regulations as the same may from time to time be amended, modified or superseded.


 * * * * * * * * * * 
 In Witness Whereof, the duly authorized officers of PCS Administration (USA), Inc. have executed this instrument as of this ___ day of December 2011. 

 

			
	PCS ADMINISTRATION (USA), Inc.
		
	By	 	 
		 	 Lee M. Knafelc
 V.P.
Administration & H.R.



 Attest: 
  

			
	By	 	  

		 	
		
		 	  

		 	

 (Corporate Seal) 

  
 62 









 Appendix A.    Plan History 

 

	A.1	History of the White Springs Agricultural Chemicals, Inc. Savings and Investment Plan for Collective Bargaining Employees 


 

	(a)	White Springs Agricultural Chemicals, Inc. adopted the Prior White Springs Plan for the benefit of Eligible Employees, effective as of November 1, 1995.


  

	(b)	In 2001, the Prior White Springs Plan was amended to add an account (“ESOP Account”) that was designated as a stock bonus plan within the meaning of Code
Section 401(a)(23) and an employee stock ownership plan (“ESOP”) within the meaning of Code Section 4975(e)(7). 

  

	(c)	Effective as of January 1, 2007, the Prior White Springs Plan was amended and restated to reflect changes in laws and regulations issued since the time of the last
Plan restatement, including the Economic Growth and Tax Relief Reconciliation Act of 2001, as well as to incorporate plan amendments and negotiated changes in the collective bargaining agreement made since the last restatement.


  

	(d)	The Prior White Springs Plan was amended, effective as of December 30, 2011, to provide for (i) the transfer of sponsorship of the Prior White Springs Plan to
PCS Administration (USA), Inc. effective as of December 31, 2011; and (ii) the merger of the Prior Nitrogen Plan with and into this Plan effective as of 11:59:59 p.m. on December 31, 2011, and the newly merged Plan was renamed the
“PCS U.S. Employees Savings Plan for Collectively Bargained Employees.” 

  

	A.2	History of the PCS Nitrogen 401(k) Savings Plan 

  

	(a)	Fertilizer Industries, Inc. (“FII”) established the Fertilizer Industries, Inc. Employee Stock Ownership and 401(k) Plan, effective May 31, 1989 (the
“Effective Date”). 

  

	(b)	Effective November 1, 1989, FII separated the compensation deferral feature qualified under Code Section 401(k) from the Fertilizer Industries, Inc. Employee
Stock Ownership and 401(k) Plan, and created the Fertilizer Industries, Inc. Savings and Investment Plan and the Fertilizer Industries, Inc. Employee Stock Ownership Plan. 


 

	(c)	Effective November 29, 1989, FII was merged into Arcadian Corporation (“Arcadian”) under a Plan of Merger, and effective November 29, 1989, the
Fertilizer Industries, Inc. Savings and Investment Plan was renamed the Arcadian Corporation Employee Savings and Investment Plan (the “Arcadian ESIP”) and the Fertilizer Industries, Inc. Employee Stock Ownership Plan was renamed the
Arcadian Corporation Employee Stock Ownership Plan (the “Arcadian ESOP”). 

  

	(d)	Arcadian made several amendments to the Arcadian ESIP and Arcadian ESOP in order to maintain their tax qualification under Code Section 401(a) and to assist in the
administration of such plans. 


  
 63 










	(e)	Effective March 6, 1997, pursuant to that certain Agreement and Plan of Merger dated as of September 2, 1996, by and among Potash Corporation of Saskatchewan
Inc. (“PCS”), Arcadian, and PCS Nitrogen, Inc., Arcadian was merged into PCS Nitrogen, Inc. and became a wholly-owned subsidiary of PCS. 

  

	(f)	Effective December 31, 1997, PCS Nitrogen, Inc. merged the Arcadian ESOP into the Arcadian ESIP and renamed the surviving plan the “PCS Nitrogen 401(k)
Savings Plan” (the “Prior Nitrogen Plan”). The Prior Nitrogen Plan covered eligible employees of PCS Nitrogen, Inc. and its Affiliate, PCS Nitrogen Payroll Corporation. 


 

	(g)	Effective January 1, 2000, the assets and liabilities of the Prior Nitrogen Plan with respect to the non- bargaining unit employees were transferred to the PCS
U.S. Employees’ Savings Plan, and such non-bargaining unit employees have participated in that plan since that date. 

  

	(h)	Effective May 1, 2000, PCS Administration (USA), Inc. became the sponsor and administrator of the Prior Nitrogen Plan, and the Prior Nitrogen Plan was amended and
restated to reflect negotiated changes contained in the collective bargaining agreement, recent legislative and regulatory changes, and to otherwise clarify the document. The family member aggregation rules formerly found in the Plan were removed
effective January 1, 1997. 

  

	(i)	Effective as of January 1, 2007, the Prior Nitrogen Plan was amended and restated to reflect changes in laws and regulations issued since the time of the last
restatement, including the Economic Growth and Tax Relief Reconciliation Act of 2001, as well as to incorporate amendments made since the last restatement. 


 

	(j)	Effective December 30, 2011, the Prior Nitrogen Plan was amended to provide for the merger of the Prior Nitrogen Plan with and into this Plan effective as of
11:59:59 p.m. on December 31, 2011. 


  
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 Appendix B.    The Employers 

The Employers under this Plan are: 
 PCS
Nitrogen Ohio, L.P. 
 PCS Purified Phosphates 
 White Springs Agricultural Chemicals, Inc. 

  
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 Appendix C.    Definition of Compensation For Employee’s of PCS Nitrogen Ohio,
L.P. and PCS Purified Phosphates 
 C.1    Compensation For Purposes of Determining Contributions. For purposes
of Sections 4.1, 4.2 and 4.3 (relating to Before-Tax Contributions, After-Tax Contributions and Employer Matching Contributions), Compensation means a Participant’s base pay plus amounts described in Section 2.1(l)(1)(A) of the Plan. For
Employees of PCS Purified Phosphates, Cincinnati Plant, Compensation shall also include overtime pay. For purposes of Section 4.4 (Employer Performance Contributions), Compensation means a Participant’s base pay, and shall also include
amounts described in Section 2.1(l)(1)(A) of the Plan. 

  
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 Appendix D.    Definition of Compensation For Employee’s of White Springs
Agricultural Chemicals, Inc. 
  

	D.1	Compensation For Purposes of Determining Contributions 

  

	(a)	For Participant’s compensated at an hourly rate, the amount of Compensation for each pay period shall be the base hourly rate in effect at the beginning of the pay
period, or as adjusted during the Plan Year as a result of a negotiated agreement between the Participant’s collective bargaining unit and his Employer (subject to the exclusions listed below) multiplied by the number of regularly scheduled
hours worked in a pay period. 

  

	(b)	For Participants compensated on a Twelve Hour Shift Basis (as defined herein), the amount of Compensation for each pay period shall be the Participant’s annual
base salary of record (including Guaranteed Overtime (as defined herein)) divided by the number of pay periods applicable to the Participant during the Plan Year. The amount of Compensation for each pay period shall be adjusted as necessary to
reflect increases in the Participant’s base salary that occur during the Plan Year. For the purpose of this paragraph, the term “Twelve Hour Shift Basis” means any arrangement whereby Participants work twelve hour daily shifts which
may result in alternating work weeks of more and less than forty (40) hours per week. Additionally, for the purpose of this subsection the term “Guaranteed Overtime” means compensation paid to a Participant for overtime work assigned
to the Participant at the beginning of the year. 

  

	(c)	In addition, Compensation also includes: 

  

	 	(1)	Before-Tax Contributions; 

  

	 	(2)	vacation pay received in periodic payments, excluding single sum vacation payments to active or terminating Employees; 


 

	 	(3)	wages received during paid leaves of absence and periodic severance pay, excluding single sum severance payments; 


 

	 	(4)	base pay received in the 2-1/2 month period after severance from employment which would have been paid to the Employee had the Employee continued to be employed by the
Employer, but excluding compensation paid in a form other than cash and all special or unusual compensation including, but not limited to, reimbursement of expenses and long term disability; and 


 

	 	(5)	any differential wage payments paid to a Participant by the Employer while performing qualified military service (as defined in Code Section 414(u)(5)) for a
period of more than 30 days and represents all or a portion of the wages the Participant would have received if the Participant were performing services for the Employer, as provided under the Heroes Earnings Assistance and Relief Tax Act of 2008.



  
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	(d)	Notwithstanding the foregoing, Compensation does not include: 

  

	 	(1)	bonuses, incentives, overtime, shift differential, and overseas differentials; 


 

	 	(2)	reimbursement for expenses or allowances, including automobile allowances and moving allowances; 


 

	 	(3)	any amount contributed by an Employer (in addition to Before-Tax Contributions) to any pension plan or plan of deferred compensation; 


 

	 	(4)	any amount contributed by an Employer (in addition to Before-Tax Contributions) to this Plan; 


 

	 	(5)	any amount paid by an Employer for other fringe benefits, such as health and hospitalization, and group life insurance benefits, or perquisites, and


  

	 	(6)	any long-term disability payments and sickness and accident benefit payments. 


  
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 Appendix E.    Plan Loan Provisions—Employee’s of PCS Nitrogen Ohio, L.P.
and PCS Purified Phosphates 
 E.1    Eligibility. A Participant who is actively employed by an Employer or an
Affiliate shall be eligible to request a loan for any reason pursuant to Article 10 of the Plan and this Appendix 

E.2    Frequency. A Participant may only have one Home Loan and one General Purpose Loan (as defined in Section 10.3 of
the Plan) outstanding at any time. The Plan may make only one loan to a Participant in any twelve (12) calendar-month period. 

E.3    Loan Amount. A Participant eligible to request a loan may borrow an amount of at least $1,000, as long as the amount of
the loan does not exceed the limitation on loans described in Section 10.2(b)(2) of the Plan. 
 E.4    Funding of a
Loan. Upon the approval of a loan request, the Plan shall liquidate all or a portion of the Funds held in the Participant’s Accounts in the order prescribed by Committee rules. Any of a Participant’s Accounts may be used to fund a loan
to the Participant. 
 If any Account to be liquidated is invested in more than one Fund, the amount of a particular Fund to be liquidated is
the product of the total amount to be liquidated under the Account and a fraction with a numerator equal to the amount of the Account invested in the Fund and a denominator equal to the total balance credited to the Account. 

The proceeds from the liquidation of the investments will be credited to a Loan Account that is a subaccount of the Participant’s Accounts. For the
purpose of the allocation of gains, losses and earnings of the Fund, a Loan Account is deemed to be invested only in a loan to the Participant and shall be increased by interest at the loan interest rate and decreased by the portion of each payment
allocable to the Loan Account. No in-service distribution may be made from an Account in an amount that would exceed the excess of the total balance credited to the Account over the amount of the Loan Account under that Account. 

Upon the receipt of the promissory note described in 10.2(c) of the Plan, a loan shall be made from the Loan Account to the Participant. 

E.5    Repayments. Repayment of the loan principal and payment of the interest thereon will be made by approximately equal
payments, with payments made at least quarterly, that will permit the loan to be fully amortized over the term of the loan. A Participant shall make required payments by payroll deductions in each payroll period. If a Participant’s pay is
insufficient to make payments in full, the amount of the deficiency shall be paid by ACH (automated clearing house system for electronic funds transfer) or in such other manner as is acceptable to the Committee. A prepayment of the entire remaining
balance of the loan and accrued interest may be made at any time without penalty. A prepayment of a portion of the remaining balance may be made to the extent permitted by Committee rules. 
 The portion of each payment that is attributable to repayment of the principal of a loan will reduce a Participant’s Loan Account under each Account in the order that is converse to that prescribed
pursuant to Section E.4 and will be invested in accordance with the Participant’s current investment direction in accordance with Article 6 of the Plan. 

  
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 E.6    Security and Default. A Participant’s obligation to repay a loan and
interest thereon shall be secured by his Accounts. If a Participant fails to make a required payment and the Committee determines that the loan is in default, the unpaid balance of the loan and accrued interest shall be deducted from the Loan
Account and, if necessary, from the remaining portion of each Account in the converse order of that prescribed pursuant to Section E.4 until the total amount of the unpaid balance and accrued interest has been reached. The promissory note shall then
be canceled. Notwithstanding the foregoing, no loans will be secured by the Participant’s Accounts in an amount greater than fifty percent (50%) of the value of the balance of the Account of such Participant at the time such loan was made.
The amount deducted from the Accounts shall be treated as a distribution to the Participant. No amount may be deducted from the Accounts until an event that would otherwise entitle the Participant to a distribution from that Account. 

  
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 Appendix F.    Plan Loan Provisions—Employees of White Springs Agricultural
Chemicals, Inc. 
 F.1    Eligibility. An Employee who is an Eligible Employee with a vested Account balance of
at least $2,000 may request a loan from the Plan in accordance with Article 10 of the Plan and this Appendix. 

F.2    Frequency. An Employee may only have one loan outstanding at any time. 

F.3    Loan Amount. An Eligible Employee or former Participant shall be able to borrow an amount of at least $1,000, in
increments of $100, as long as the amount of the loan does not exceed the limitation on loans described in Section 10.2(b)(2) of the Plan. 

F.4    Source of Loan Funds and Valuation. The amount needed to provide the principal amount of the loan shall come from a
liquidation of the Funds. The amounts held in the Employee’s Before-Tax Contributions Account, Employer Matching Contributions Account (to the extent vested), Rollover Account, Employer Performance Contributions Account, and After-Tax
Contributions Account, shall be liquidated pro rata from such Funds, in accordance with rules promulgated by the Committee. Account balances liquidated from all Funds will be valued at the closing value for the date on which the loan is processed.

 F.5    Loan Account. The Committee shall establish a Loan Account for the Employee, and shall credit the account
with an amount equal to the principal amount of the loan granted. Each repayment of the principal on the loan received by the Trustee from the Employee shall reduce the balance credited to the Loan Account.  

F.6    Repayments. Repayments of the loan principal and interest shall be made through regular payroll deductions, with
payments subject to a substantially level repayment schedule, as determined by the Committee, with payments to be made at least quarterly over the term of the loan. The Employee will be required to complete a payroll deduction authorization form for
the amount of the repayments, which shall then be irrevocable throughout the term of the loan. Employees who are paid monthly, bi-weekly/semi-monthly, and weekly will have twelve (12), twenty-four (24) and forty-eight (48) periodic payroll
deductions, respectively, for each year of the term of the loan. 
 Periodic loan repayments shall be credited to the Employee’s Accounts
in the following order, in the same proportions within each such Account as the Employee’s current contributions are being invested in the Fund, until all amounts which were liquidated for the loan principal amount from such Accounts has been
repaid: 
  

	(a)	After-Tax Contributions Account; 

  

	(b)	Rollover Account; 

  

	(c)	Employer Matching Contributions Account; 

  

	(d)	Before-Tax Contributions Account; and 


  
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	(e)	Employer Performance Contributions Account. 

 If
an Employee is not currently contributing to the Plan, all repayments will be credited in the same proportions within each such Account as the latest investment election on file for the Employee, or as otherwise determined by the Committee, until
all amounts which were liquidated for the loan principal amount from such Accounts has been repaid. If no investment election is on file, all repayments will be made to the Fund designated by Committee rules, until all amounts which were liquidated
for the loan principal amount from those Accounts have been repaid. Any accrued interest on the loan balances in the various Accounts will be credited to the Account to which the related principal repayment is credited. 

The Employee may make a prepayment of the entire outstanding principal loan balance at any time; however, partial prepayments are not permitted.

 F.7    Delinquent Payments. A loan shall be considered delinquent if the Employee fails for any reason to make a
regularly scheduled repayment, whether by payroll deduction or otherwise, within fifteen (15) days after the date such payment is due. 

At the time that an Employee’s outstanding loan balance is considered delinquent, if the Employee is at least age 59-1/2, the outstanding loan
balance shall be treated as a distribution from the Account which may be taxable to the Employee. If the Employee is under age 59-1/2 at the time the loan becomes delinquent, the outstanding loan balance shall be treated as a withdrawal from the
Account, which shall be taxable: 
  

	(a)	to the extent the outstanding loan balance is attributable to the Employee’s After-Tax Contributions Account, and/or 


 

	(b)	to the extent the outstanding loan balance is attributable to the Employee’s Employer Matching Contributions Account or Rollover Account, if permissible, up to the
amount which is available for withdrawal. 

 In general, delinquent loans shall be defaulted on the last day of the calendar
quarter following the calendar quarter in which the Employee has made his last repayment to the Plan. 
 Any excess outstanding loan balance,
which is not satisfied by Sections F.7(a) and (b) above, shall automatically be subject to offset from any subsequent withdrawals from the Employee’s Account. 
 F.8    Default. A loan shall be declared in default when the Employee is declared bankrupt, and unable to make subsequent repayments. At the time of the default: 

 

	(a)	if the Employee is age 59-1/2 or older, the outstanding loan balance shall be treated as a distribution, or 


 

	(b)	if the Employee is under age 59-1/2, the outstanding loan balance shall be treated as an in-service withdrawal. 


  
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 Appendix G.    Employee Stock Ownership Plan 

 

	G.1	Application of Plan Provisions 

 The
provisions of the Plan apply to the ESOP except as modified by this Appendix G. The provisions of this Appendix shall supersede any other conflicting Plan terms. 
  

	G.2	Definitions. For purposes of this Appendix: 

  

	(a)	“Company” means Potash Corporation of Saskatchewan, the Company’s parent corporation. 


 

	(b)	“Company Stock” means common stock of the Company that is “employer securities” within the meaning of Code Section 409(1).


  

	(c)	“Disqualified Person” means any of the following, as further described in Code Section 4975(e)(2): 


 

	 	(1)	a fiduciary, 

  

	 	(2)	a person providing services to the Plan, 

  

	 	(3)	an Employer, any of whose Employees are covered by the Plan, 

  

	 	(4)	an employee organization, any of whose members are covered by the Plan, 

  

	 	(5)	a direct or indirect owner of at least fifty percent (50%) of the combined voting power of all classes of stock entitled to vote, or the total value of shares of
all classes of stock of the Company that is an Employer or employee organization described in subsections (3) or (4) above, 

  

	 	(6)	a family member of any person described in subsections (1), (2), (3), or (5), 


 

	 	(7)	a corporation, partnership, trust or estate of which (or in which) fifty percent (50%) or more of the combined voting power of all classes are stock entitled to
vote, or the total value of all shares of all classes of stock of the Company, is owned directly or indirectly, or held by persons described in subsections (1), (2), (3), (4), or (5), 


 

	 	(8)	an officer, director (or an individual having powers or responsibilities similar to those of officers or directors), a ten percent (10%) or more shareholder, or a
highly compensated employee (earning at least ten percent (10%) of annual wages of an employer) of a person described in subsections (3), (4), (5), or (7), or 


 

	 	(9)	a ten percent (10%) (or more) (in capital or profits) partner or joint venturer of a person described in subsections (3), (4), (5), or (7).


  

	(d)	“Dividends” means those dividends on Company Stock. 


  
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	(e)	“ESOP” means (unless the context indicates otherwise), the portion of the Plan that is comprised of the ESOP Accounts of all Participants.


  

	(f)	“ESOP Account” means the portion of a Participant’s Account invested in the Company Stock Fund. 


 

	(g)	“Non-ESOP Account” means the portion of a Participant’s Account that is not allocable to his ESOP Account. 


 

	(h)	“Participant” means an individual who has amounts credited to an ESOP Account. 


 

	G.3	ESOP Investments and Loans 

  

	(a)	Company Stock. The ESOP shall be invested exclusively in Company Stock (except to the extent that liquidity is determined by the investment manager to be
required to effect stock purchases, sales, distributions and other transactions of the ESOP), without regard to (i) the diversification of assets, (ii) the risk profile of the Company Stock, (iii) the amount of income provided by the
Company Stock, or (iv) the fluctuation in the fair market value of the Company Stock, unless the Committee in its sole discretion determines that the financial collapse and bankruptcy of the Company are unavoidable. 


 

	(b)	Funding. Except as provided by the Committee, no contributions may be made directly to the ESOP. Amounts credited to a Participant’s ESOP Account shall be
those amounts in the Company Stock Fund that are allocable to the Participant immediately before the establishment of the ESOP, adjusted by amounts transferred to and from the ESOP Account, and by the amount of the distributions, earnings and losses
attributable to the ESOP Account. Contributions made to the Non-ESOP Account during the Plan Year and invested in the Company Stock Fund shall be transferred by the Plan to the ESOP Account during or after the Plan Year as prescribed by Committee
rules. 

  

	(c)	ESOP Loans Prohibited. The ESOP may not borrow funds, directly or indirectly, to acquire Company Stock. 


 

	(d)	Acquisition and Disposition of Company Stock 

  

	 	(1)	General. The Trustee may purchase and sell Company Stock only at its fair market value. The Committee may direct the Trustee to buy Company Stock from, or sell
Company Stock to, any person, subject to subsection (2). 

  

	 	(2)	Transactions with Disqualified Persons. No commission may be charged in a transaction involving Company Stock between the Trust and a Disqualified Person and
such a transaction shall be for adequate consideration (as defined in ERISA Section 3(18)). 


  
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	G.4	Dividends Paid on Company Stock 

  

	(a)	In General. At the election of a Participant (or his Beneficiary), any cash dividend paid with respect to Company Stock credited to the Participant’s ESOP
Account as of the record date for such dividend payment will be paid (i) to the Trust and reinvested in Company Stock, or (ii) in cash directly to such Participant. A Participant shall be deemed to elect to have the cash dividends
automatically reinvested in Company Stock unless the Participant files a timely election with the Committee, as described in subsection (b), to have all or a portion of the cash dividends paid to the Participant. Cash dividends paid directly to a
Participant pursuant to this subsection shall be distributed as provided by the Committee in accordance with applicable law. 

  

	(b)	Notice and Election. In accordance with procedures established by the Committee, the Company shall provide notice to each Participant that sets forth his right
to elect to receive dividends in cash, as described in subsection (a), and the procedures for making an election. Once made, a Participant’s election will continue in effect until changed by the Participant in accordance with any procedures
established by the Committee. A Participant will have a reasonable opportunity to change his election at least annually. 


Notwithstanding anything in the Plan or this Appendix to the contrary, the election available to the Participant described in this Section shall be
administered in accordance with such rules and regulations as may be issued by the Internal Revenue Service pursuant to Code Section 404(k)(2)(A)(iii). 
  

	G.5	Diversification of Investments in Company Stock 

 Notwithstanding anything in the Plan to the contrary, the Plan is intended to satisfy the diversification requirements of Code Section 401(a)(35). Each Participant (or his Beneficiary) shall be
permitted to divest all or any portion of his ESOP Account and reinvest amounts invested in the Company Stock Fund in other Funds provided under the Plan in accordance with the rules of Article 6. For purposes of this Section, at least three other
Funds shall be available as alternatives to the Company Stock Fund. Each alternative Fund shall be diversified and shall have materially different risk and return characteristics. 

 

	G.6	Special Rules for Company Stock 

 The
following additional rules apply with respect to Company Stock: 
  

	(a)	As of each Valuation Date, uncredited cash dividends attributable to Company Stock previously allocated to a Participant’s ESOP Account shall be credited to his
ESOP Account. 

  

	(b)	As of each Valuation Date, uncredited whole and fractional shares of Company Stock resulting from stock dividends or splits attributable to Company Stock previously
allocated to a Participant’s ESOP Account shall be credited to his ESOP Account. 

  

	(c)	If rights or warrants are issued with respect to any Company Stock, such rights or warrants shall be appropriately reflected in the Participants’ ESOP Account, in
accordance with rules established by the Committee and uniformly applied, until sold or exercised by the Trustee and the proceeds appropriately reflected as directed by the Committee. 


  
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	G.7	Voting and Tender Offer Decisions 

  

	(a)	Participant Voting Direction. A Participant (or his Beneficiary) shall have the right to direct the Trustee as to the manner in which shares of Company Stock
allocated to such Participant’s ESOP Account are to be voted on each matter brought before an annual or special meeting of the stockholders of the Company. 


 

	 	(1)	Participant Information. Before a stockholders meeting, the Committee shall furnish to a Participant a copy of the proxy solicitation material, together with a
form requesting confidential directions on how such shares of Company Stock allocated to such Participant’s ESOP Account shall be voted on each such matter. 


 

	 	(2)	Trustee Action. Upon timely receipt of a Participant’s voting directions, the Committee shall direct the Trustee to vote such shares in accordance with such
instructions. A Participant’s instructions to the Trustee shall be held by the Trustee in strict confidence and shall not be divulged or released to any person, including officers or Employees of the Company. Except as provided by law, the
Trustee may not vote shares of Company Stock allocated to a Participant’s ESOP Account for which it has not received direction. 

  

	(b)	Tender Offer Direction. Each Participant (or his Beneficiary) shall have the sole and exclusive right to direct the Trustee in writing as to the manner in which
to respond to a tender or exchange offer with respect to shares of Company Stock allocated to such Participant’s ESOP Account. 

  

	 	(1)	Participant Information. Within a reasonable time of the commencement of a tender offer, the Committee shall use its best efforts to distribute to each
Participant copies of any pertinent material supplied by the tender offeror or the Company, together with a request for the Participant’s instructions pertaining to tender of the applicable shares. 


 

	 	(2)	Trustee Action. Upon timely receipt of such instructions, the Trustee shall respond as instructed with respect to shares of Company Stock allocated to such
Participant’s ESOP Account. A Participant’s instructions to the Trustee shall be held by the Trustee in strict confidence and shall not be divulged or released to any person, including officers or Employees of the Company. Except as
provided by law, if the Trustee does not receive timely instruction from a Participant as to the manner in which to respond to such a tender or exchange offer, the Trustee shall not tender or exchange any shares of Company Stock for which the
Participant has the right of direction. 

  

	(c)	Treatment of Proceeds. The Trustee shall aggregate numbers representing Participants’ instructions and shall tender such shares in accordance with such
instructions. The proceeds of any shares of Company Stock tendered in accordance with this Section which are purchased and paid for by the tender offeror shall be credited to the Fund or Funds elected by the Participant pursuant to rules
established by the Administrator. In the event all shares of Company Stock tendered by Participants are not purchased pursuant to the tender offer, the Committee is authorized to allocate the proceeds of the whole and fractional shares purchased
from all such Participants pro rata, based upon the aggregate shares tendered by each Participant. 


  
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	(d)	Named Fiduciary. For the purpose of this Section, each Participant (or Beneficiary) is, hereby designated a “named fiduciary” within the meaning of
ERISA Section 403(a)(1). 

  

	G.8	Distributions 

  

	(a)	Commencement. A Participant is entitled to a distribution from the ESOP Account at the time prescribed by the Plan, but no later than the period prescribed by
Code Section 409(o). 

  

	(b)	Distribution Form. A Participant shall have the right to elect to commence distribution of his ESOP Account balance in any form permitted by Section 8.5.
Unless the Participant elects otherwise, his ESOP Account shall be distributed in substantially equal periodic payments (but not less frequently than annually) over a period not longer than the greater of: 


 

	 	(1)	five (5) years, or 

  

	 	(2)	in the case of a Participant with an ESOP Account balance in excess of $1,015,000, as adjusted, five (5) years plus one (1) additional year (but not more than
five (5) additional years) for each $200,000, as adjusted, or fraction thereof by which such balance exceeds $1,015,000, as adjusted. 

 The dollar amounts specified in subsection (2) shall be adjusted for changes in the cost of living as prescribed by the Internal Revenue Service in accordance with Code Section 409(o)(1)(C)(ii).

  

	(c)	Distribution in Company Stock. Any distribution of a Participant’s ESOP Account that would otherwise be made in cash, shall, if the Participant so elects,
be made in Company Stock; provided, however, that fractional shares shall not be distributed and, instead, the cash value of any fractional share shall be distributed. 


 

	G.9	Put Option if Company Stock is Not Readily Tradable 

 In accordance with Code Sections 409(h)(4), (5) and (6), this Section shall apply if Company Stock ceases to be readily tradable on an established market. 

 

	(a)	Acquisition and Disposition of Stock. The Trustee shall purchase and sell Non-Publicly Traded Stock at its fair market value. The Committee shall determine the
fair market value of Company Stock based upon the value determined by an independent appraiser within the meaning of Code Section 401(a)(28)(C). 


  
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	(b)	Participant Put Option 

  

	 	(1)	When Required. If a Participant receives a distribution of Company Stock and either: 


 

	 	(A)	the Company Stock ceases to be readily tradable on an established market, or 


 

	 	(B)	the Company Stock is subject to a trading limitation under federal or state securities law, or regulations thereunder, or an agreement which would make the Company
Stock not as freely tradable as stock not subject to such limitation, 

 then the Company Stock distributed to the
Participant (or Beneficiary) must be subject to a put option as described in this Section that permits the holder of the put option to require the Company to repurchase the Company Stock. 

 

	 	(2)	Holder of Put. The put option shall be exercisable by the Participant or the Beneficiary, by the donees of either, or by a person (including an estate or its
distributee) to whom the Company Stock passes by reason of the death of the Participant or the Beneficiary. 

  

	 	(3)	Responsibility for Put. The holder of the put option shall be entitled to put the Company Stock to the Company. The Committee, however, shall have the authority
to assume the rights and obligations of the Company at the time the put option is exercised by directing the Trustee to repurchase the Company Stock. Under no circumstances may the put option bind the Plan. If it is known that federal or state law
will be violated by the Company’s honoring the put option, the put option must permit the Company Stock to be put, in a manner consistent with such law, to a third party (for example, an Affiliate of the Company or a shareholder other than the
Plan) that has, and is expected to continue to have, a substantial net worth. 

  

	 	(4)	Duration of Put. The put option shall be exercisable only during the 60 day period immediately following the date of the distribution of the Company Stock, and
if the put option is not exercised during that period, it can be exercised for an additional 60 days in the following Plan Year. 

  

	 	(5)	Manner of Exercise. A put option is exercised by the holder notifying the Company in writing that the option is being exercised, in the time and manner
prescribed by the Committee. 

  

	 	(6)	Price. The exercise price for a put option shall be the fair market value of the Company Stock as determined by an independent appraiser within the meaning of
Code Section 401(a)(28)(C). 

  

	 	(7)	Payment Terms and Restrictions. The terms of payment for the sale of Company Stock pursuant to a put option shall be as provided in the put option and may be
either paid in a lump sum or in installments as provided by the Committee. 


  
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	 	(A)	If Lump Sum Distribution Made. If the Company is required to repurchase Company Stock that was distributed to the Participant as a lump sum distribution of the
Participant’s entire account balance, the requirement of this subsection shall be treated as met if: 

  

	 	(i)	the amount to be paid for the Company Stock is paid in substantially equal periodic payments (not less frequently than annually), 


 

	 	(ii)	the payments are made over a period beginning not later than 30 days after the exercise of the put option described in subsection (4) and not exceeding five
(5) years, and 

  

	 	(iii)	there is adequate security provided and reasonable interest paid on the unpaid amounts referred to in clause (i). 


 

	 	(B)	If Installment Payments Made. If the Company is required to repurchase Company Stock that was distributed to the Participant in installments, the requirement of
this subsection shall be treated as met if the amount to be paid for the Company Stock is paid not later than 30 days after the exercise of the put option described in subsection (4). 


 

	 	(8)	Nonterminable Right. The provisions of this Section shall continue to apply even if the ESOP ceases to be an ESOP within the meaning of Code
Section 4975(e)(7). 

 G.10    Offset of Pension Benefit 

Amounts credited to a Participant’s ESOP Account may not be taken into account (i.e., for purposes of any “floor offset” arrangement) in
determining the Participant’s benefit under any defined benefit pension plan qualified under Code Section 401(a), in accordance with ERISA Sections 407(a) and (b). 

  
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 Supplement A.    Lima, Ohio Participants 

 

	A.1	Eligible Employees 

 This Supplement A
shall apply to Employees of PCS Nitrogen Ohio, L.P. (for purposes of this Supplement A, the “Employer”) who are PCS Production and Maintenance Employees at the Lima, Ohio plant, and represented by the United Steel, Paper and Forestry,
Rubber, Manufacturing, Energy, Allied Industrial and Service Workers International Union, Local 1-626. 
 Except as otherwise provided in this
Supplement, the Plan provisions, together with any Appendices, shall apply to Eligible Employees. However, to the extent that there is any conflict or ambiguity between the terms of this Supplement and those remaining Plan provisions, the term of
this Supplement shall govern as to those Eligible Employees covered by this Supplement. 
  

	A.2	Date of Coverage 

 Eligible Employees
shall be eligible to participate in the Plan beginning as early as January 1, 2008 (but no sooner than their date of hire), subject to the provisions of Article 3. 

 

	A.3	Participant Contributions 

 A Participant
covered under this Supplement may make After-Tax Contributions, and have Before-Tax Contributions made on his behalf, in accordance with the provisions of Sections 4.1 and 4.2 of the Plan; provided, however, that the amount of Before-Tax
Contributions, After-Tax Contributions, or the sum of the two may not exceed fifty percent (50%) of the Participant’s Compensation while an Active Participant. 

 

	A.4	Additional Employer Contributions 

 In
addition to Employer Matching Contributions and Employer Performance Contributions described in Sections 4.3 and 4.4 of the Plan, the Employer shall make an additional Basic Contribution on behalf of qualifying Participants who are Eligible
Employees under this Supplement, as further described below: 
  

	(a)	In General. A Basic Contribution shall be made on behalf of each Eligible Employee, regardless of whether each Employee has elected to make Before-Tax
Contributions or After-Tax Contributions to the Plan as described in Article 4. Basic Contributions shall be contributed by the Employer to the Trustee each payroll period, and shall be equal to five percent (5%) of the Eligible Employee’s
base pay earned during such pay period. 

  

	(b)	Allocation. Amounts described in subsection (a) shall be held in the Participant’s Basic Contribution Account. Such account shall be subject to a
vesting schedule similar to the schedule described in Section 5.2 of the Plan, except that no partial vesting shall apply, and the Participant shall be fully (100%) vested after a five (5) year Period of Service (i.e., five year cliff
vesting). Such account shall be subject to the same distribution, loan, and withdrawal restrictions as apply to the Employer Matching Contributions Account. 


  
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 Supplement B.    2009 White Springs Voluntary Separation Plan for Hourly
Employees 
  

	B.1	Covered Participants 

 A participant
covered by this Supplement (a “Supplement B Participant”) is a Participant under the Prior White Springs Plan who, as of October 5, 2009, is an hourly, full-time employee who is actively at work, on short-term disability and not
eligible for long-term disability coverage on or before October 23, 2009, on authorized paid leave, or on leave under the Family Medical Leave Act who applied under the 2009 White Springs Agricultural Chemicals, Inc. Voluntary Separation Plan
for Hourly Employees (the “2009 Voluntary Hourly Plan”), on a timely basis, is approved under the 2009 Voluntary Hourly Plan, voluntarily separated from service by the later of his Voluntary Separation Date as defined under the 2009
Voluntary Hourly Plan or December 14, 2009, and executed and did not later revoke a waiver and release agreement under the 2009 Voluntary Hourly Plan. The determination of who is eligible to be a covered Participant shall be made in the sole
discretion of White Springs Agricultural Chemicals, Inc. 
 B.2    Vesting. Any Supplement B Participant who is not
100% fully vested in his Plan Accounts will be one-hundred percent (100%) fully vested upon termination of employment. 

B.3    Performance Contribution. If the Company makes an Employer Performance Contribution under the Plan for the 2009 Plan
Year, each Supplement B Participant will receive an allocation of that contribution under the terms of the Plan, based on his eligible Compensation for the Plan Year and without regard to any requirement of employment on the last day of the Plan
Year. 
 B.4    Compensation. Any severance pay or additional compensation paid to a Supplement B Participant
pursuant to the 2009 Voluntary Hourly Plan shall not be considered Compensation for the purpose of determining any type of contributions or benefits under the Plan. 

  
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 Supplement C.    2009 White Springs Involuntary Separation Plan for Hourly
Employees 
 C.1    Covered Participants. A participant covered by this Supplement (a “Supplement C
Participant”) is a Participant under the Prior White Springs Plan who, as of December 10, 2009, is an hourly, full-time employee who is actively at work, on short-term disability, on authorized paid leave, or on leave under the Family
Medical Leave Act, who is involuntarily terminated in connection with a reduction-in-force and is notified in writing by the Company of his pending involuntary termination and eligibility to participate in the 2009 White Springs Agricultural
Chemicals, Inc. Involuntary Separation Plan for Hourly Employees (the “2009 Involuntary Hourly Plan”) and executed and did not later revoke a waiver and release agreement under the 2009 Involuntary Hourly Plan. The determination of who is
eligible to be a covered Participant shall be made in the sole discretion of White Springs Agricultural Chemicals, Inc. 

C.2    Vesting. Any Supplement C Participant who is not 100% fully vested in his Plan accounts will be 100% fully vested upon
termination of employment. 
 C.3    Performance Contribution. If the Company makes an Employer Performance
Contribution under the Plan for the 2009 Plan Year, each Supplement C Participant will receive an allocation of that contribution under the terms of the Plan, based on his eligible Compensation for the Plan Year and without regard to any requirement
of employment on the last day of the Plan Year. 
 C.4    Compensation. Any severance pay or additional compensation
paid to a Supplement C Participant pursuant to the 2009 Involuntary Hourly Plan shall not be considered Compensation for the purpose of determining any type of contributions or benefits under the Plan. 

  
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