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This agreement (the " Agreement ") is effective as of the 10th day of March, 2008 by and between Bunge Limited, a
Bermuda company (" Bunge " or the " Company ") and Flávio Sá Carvalho, LLC, a Florida limited liability company (" FSC LLC
The parties agree as follows:
Bunge hereby engages FSC LLC and FSC LLC hereby agrees to render independent human resources advisory
and consulting services to Bunge, upon the terms and conditions hereinafter set forth.
Unless otherwise extended by Bunge and FSC LLC in writing, the term of this Agreement shall commence on
March 10, 2008 and end on March 9, 2009, both inclusive; provided , however , that this Agreement may be
terminated prior to such termination date by mutual written agreement of the parties.
FSC LLC is being retained by Bunge to provide Bunge, its subsidiaries and affiliates (the " Bunge Group "),
consulting and advisory services related to Bunge's human resources (" HR ") function, including providing
transitional assistance for the HR area (the " Consulting Services "). Mr. Flávio Sá Carvalho, FSC LLC's general
manager, shall be the only FSC LLC consultant providing the Consulting Services to the Bunge Group under this
Mr. Flávio Sá Carvalho shall use his reasonable best efforts to provide the Consulting Services, which shall
include, but are not limited to, providing advice on organizational and other HR issues to the Bunge Group, and
such other services as may be mutually agreed by Bunge's Chairman and Chief Executive Officer (the " CEO ")
and Mr. Flávio Sá Carvalho. Mr. Flávio Sá Carvalho may not bind the Company with any third parties, except in
connection with the organization of the 10 th Senior Management Meeting to be held in Buenos Aires,
Argentina. Other expenditures, if any, must be authorized in advance by the CEO.