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10.18 Form of Performance Share Award Agreement between 10.27 Credit Agreement dated as of October 27, 2014 among
The Toro Company and its officers and other employees under The Toro Company, Toro Manufacturing LLC, Exmark
The Toro Company Amended and Restated 2010 Equity and Manufacturing Company Incorporated, Toro International Company
Incentive Plan, filed herewith.* and certain subsidiaries, as Borrowers, the lenders from time to
time party thereto, Bank of America, N.A., as Administrative Agent,
10.19 Form of Annual Performance Award Agreement between Swingline Lender and Letter of Credit Issuer and Wells Fargo
The Toro Company and its officers and other employees under Bank, National Association, as Syndication Agent (incorporated by
The Toro Company Amended and Restated 2010 Equity and reference to Exhibit 10.1 to Registrant’s Current Report on
Incentive Plan, filed herewith.* Form 8-K dated October 27, 2014, Commission File No. 1-8649).
10.20 Form of Restricted Stock Award Agreement between The 10.28 (1) Credit and Security Agreement dated August 12, 2009
Toro Company and its officers and other employees under The by and between Red Iron Acceptance, LLC and TCF Inventory
Toro Company Amended and Restated 2010 Equity and Incentive Finance, Inc. (incorporated by reference to Exhibit 10.1 to
Plan (incorporated by reference to 99.6 to Registrant’s Registration Registrant’s Current Report on Form 8-K dated August 12, 2009,
Statement on Form S-8 filed with the Commission on May 20, Commission File No. 1-8649).
2015, Registration No. 333-204336).*
10.29 (2) First Amendment to Credit and Security Agreement,
10.21 Form of Restricted Stock Unit Award Agreement between dated June 6, 2012, by and between Red Iron Acceptance, LLC
The Toro Company and its officers and other employees under and TCF Inventory Finance, Inc. (incorporated by reference to
The Toro Company 2010 Equity and Incentive Plan (incorporated Exhibit 10.1 to Registrant’s Quarterly Report on Form 10-Q dated
by reference to Exhibit 10.21 to Registrant’s Annual Report on May 4, 2012, Commission File No. 1-8649).
Form 10-K for the fiscal year ended October 31, 2014,
Commission File No. 1-8649).* 12 Computation of Ratio of Earnings to Fixed Charges (filed
herewith).
10.22 Form of Restricted Stock Unit Award Agreement between
The Toro Company and its officers and other employees under 21 Subsidiaries of Registrant (filed herewith).
The Toro Company Amended and Restated 2010 Equity and 23 Consent of Independent Registered Public Accounting Firm
Incentive Plan (incorporated by reference to 99.7 to Registrant’s (filed herewith).
Registration Statement on Form S-8 filed with the Commission on
31.1 Certification of Chief Executive Officer Pursuant to
May 20, 2015, Registration No. 333-204336).*
Rule 13a-14(a) (Section 302 of the Sarbanes-Oxley Act of 2002)
10.23 Indemnification Agreement with the members of the Board (filed herewith).
of Directors (incorporated by reference to Exhibit 10(u) to
31.2 Certification of Chief Financial Officer Pursuant to
Registrant’s Annual Report on Form 10-K for the fiscal year ended
Rule 13a-14(a) (Section 302 of the Sarbanes-Oxley Act of 2002)
October 31, 2006, Commission File No. 1-8649).*
(filed herewith).
10.24 The Toro Company Change in Control Severance
32 Certification of Chief Executive Officer and Chief Financial
Compensation Policy and attached Form of Release (incorporated
Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant
by reference to Exhibit 10.1 to Registrant’s Current Report on
to Section 906 of the Sarbanes-Oxley Act of 2002 (furnished
Form 8-K dated January 18, 2011, Commission File No. 1-8649).*
herewith).
10.25 Offer Letter dated July 25, 2011 between The Toro
Company and Renee J. Peterson (incorporated by reference to
Exhibit 10.1 to Registrant’s Current Report on Form 8-K dated
July 29, 2011, Commission File No. 1-8649).*
10.26 Offer Letter dated August 18, 2015 between The Toro
Company and Richard M. Olson (incorporated by reference to
Exhibit 10.1 to Registrant’s Current Report on Form 8-K dated
August 19, 2015, Commission File No. 1-8649).*
74