1 EXHIBIT C-1 VOTING AGREEMENTVoting Agreement • April 16th, 1998 • Gni Group Inc /De/ • Industrial inorganic chemicals • Delaware
Contract Type FiledApril 16th, 1998 Company Industry Jurisdiction
SERIES A AND SERIES B 10-7/8% SENIOR NOTES DUE 2005 INDENTUREGni Group Inc /De/ • September 25th, 1998 • Industrial inorganic chemicals • New York
Company FiledSeptember 25th, 1998 Industry Jurisdiction
FORM OF THE GNI GROUP, INC. INCENTIVE STOCK OPTION AGREEMENTIncentive Stock Option Agreement • September 16th, 1997 • Gni Group Inc /De/ • Industrial inorganic chemicals
Contract Type FiledSeptember 16th, 1997 Company Industry
2- 3 6. Section 8.28 of the Credit Agreement is hereby deleted in its entirety, and the following is substituted therefor:Credit Agreement • September 16th, 1997 • Gni Group Inc /De/ • Industrial inorganic chemicals • Texas
Contract Type FiledSeptember 16th, 1997 Company Industry Jurisdiction
ANDMerger Agreement • September 25th, 1998 • Gni Group Inc /De/ • Industrial inorganic chemicals
Contract Type FiledSeptember 25th, 1998 Company Industry
EXHIBIT 10.2Gni Group Inc /De/ • May 17th, 1999 • Hazardous waste management
Company FiledMay 17th, 1999 Industry
1 EXHIBIT 10.24 SIXTH AMENDMENT TO CREDIT AGREEMENT THIS SIXTH AMENDMENT TO CREDIT AGREEMENT is made and entered into effective as of this 3rd day of November, 1995 (this "Amendment") among THE GNI GROUP, INC., a Delaware corporation ("GNI"), DISPOSAL...Credit Agreement • September 16th, 1997 • Gni Group Inc /De/ • Industrial inorganic chemicals • Texas
Contract Type FiledSeptember 16th, 1997 Company Industry Jurisdiction
A/B EXCHANGE REGISTRATION RIGHTS AGREEMENT Dated as of July 28, 1998 by and amongRegistration Rights Agreement • September 25th, 1998 • Gni Group Inc /De/ • Industrial inorganic chemicals • New York
Contract Type FiledSeptember 25th, 1998 Company Industry Jurisdiction
ARTICLE I AMENDMENTSGni Group Inc /De/ • June 23rd, 1998 • Industrial inorganic chemicals • Delaware
Company FiledJune 23rd, 1998 Industry Jurisdiction
EXHIBIT 10.3Gni Group Inc /De/ • May 17th, 1999 • Hazardous waste management
Company FiledMay 17th, 1999 Industry
EXHIBIT 10.1Gni Group Inc /De/ • May 17th, 1999 • Hazardous waste management
Company FiledMay 17th, 1999 Industry
betweenAgreement and Plan of Merger • February 27th, 1998 • Gni Group Inc /De/ • Industrial inorganic chemicals • Delaware
Contract Type FiledFebruary 27th, 1998 Company Industry Jurisdiction
1 EXHIBIT 10.14 NATIONSBANK NATIONSBANK, N.A. AMENDED AND RESTATED LOAN AND SECURITY AGREEMENTLoan and Security Agreement • September 25th, 1998 • Gni Group Inc /De/ • Industrial inorganic chemicals • Texas
Contract Type FiledSeptember 25th, 1998 Company Industry Jurisdiction
EXHIBIT 10.4Gni Group Inc /De/ • May 17th, 1999 • Hazardous waste management
Company FiledMay 17th, 1999 Industry
2- 3 (a) counterparts of this Amendment executed by the Loan Parties and the Lender; andCredit Agreement • September 16th, 1997 • Gni Group Inc /De/ • Industrial inorganic chemicals • Texas
Contract Type FiledSeptember 16th, 1997 Company Industry Jurisdiction
BY AND AMONGStockholders' Agreement • September 25th, 1998 • Gni Group Inc /De/ • Industrial inorganic chemicals • New York
Contract Type FiledSeptember 25th, 1998 Company Industry Jurisdiction
June 18, 1998Gni Group Inc /De/ • June 19th, 1998 • Industrial inorganic chemicals
Company FiledJune 19th, 1998 Industry
betweenAgreement and Plan of Merger • April 16th, 1998 • Gni Group Inc /De/ • Industrial inorganic chemicals • Delaware
Contract Type FiledApril 16th, 1998 Company Industry Jurisdiction
ASSISTANCE AGREEMENT 2 3 4. Representations and Warranties of the Companies. As a material inducement to DSI to enter into this Agreement and consummate the transactions contemplated hereby, the Companies represent and warrant as follows:Assistance Agreement • November 14th, 1996 • Gni Group Inc /De/ • Industrial inorganic chemicals • Texas
Contract Type FiledNovember 14th, 1996 Company Industry Jurisdiction
FORM OF THE GNI GROUP, INC.Gni Group Inc /De/ • September 16th, 1997 • Industrial inorganic chemicals
Company FiledSeptember 16th, 1997 Industry
BY AND AMONGRegistration Rights Agreement • June 19th, 1998 • Gni Group Inc /De/ • Industrial inorganic chemicals • New York
Contract Type FiledJune 19th, 1998 Company Industry Jurisdiction
1 EXHIBIT C-2Management Voting Agreement • June 19th, 1998 • Gni Group Inc /De/ • Industrial inorganic chemicals • New York
Contract Type FiledJune 19th, 1998 Company Industry Jurisdiction
1 EXHIBIT 4.2 THE GNI GROUP, INC. COMMON STOCK PURCHASE WARRANT Expiring December 31, 2006 2 TABLE OF CONTENTSCommon Stock Purchase Warrant • September 16th, 1997 • Gni Group Inc /De/ • Industrial inorganic chemicals • New York
Contract Type FiledSeptember 16th, 1997 Company Industry Jurisdiction
1 EXHIBIT 10.29 THE GNI GROUP, INC. 12.00% Senior Subordinated Notes due 2003 NOTE AND WARRANT PURCHASE AGREEMENT ------------------------- Dated as of December 31, 1996 TABLE OF CONTENTSNote and Warrant Purchase Agreement • September 16th, 1997 • Gni Group Inc /De/ • Industrial inorganic chemicals • New York
Contract Type FiledSeptember 16th, 1997 Company Industry Jurisdiction
1 EXHIBIT 4.6 THE GNI GROUP, INC. REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • September 25th, 1998 • Gni Group Inc /De/ • Industrial inorganic chemicals • New York
Contract Type FiledSeptember 25th, 1998 Company Industry Jurisdiction
1 EXHIBIT 10.2 DEEPWELL ACCESS AGREEMENT This Deepwell Access Agreement ("Agreement") dated as of September 30, 1996 is between EMPAK Inc. ("EMPAK"), a Texas corporation and Disposal Systems, Inc., a Delaware corporation ("DSI"). WHEREAS, pursuant to...Deepwell Access Agreement • November 14th, 1996 • Gni Group Inc /De/ • Industrial inorganic chemicals • Texas
Contract Type FiledNovember 14th, 1996 Company Industry Jurisdiction