AMENDED AND RESTATED CREDIT AGREEMENT dated as of March 31, 1998 amongCredit Agreement • May 13th, 1998 • Terra Industries Inc • Wholesale-miscellaneous nondurable goods • New York
TERRA CAPITAL, INC., as Company,Indenture • October 17th, 2001 • Terra Industries Inc • Agricultural chemicals • New York
EXHIBIT 10.1.13 INCENTIVE STOCK OPTION AGREEMENTIncentive Stock Option Agreement • March 30th, 2000 • Terra Industries Inc • Wholesale-miscellaneous nondurable goods
OFLimited Partnership Agreement • May 13th, 1998 • Terra Industries Inc • Wholesale-miscellaneous nondurable goods • Delaware
ARTICLE I AGREEMENT TO SELL............................. 4Purchase and Sale Agreement • November 14th, 1996 • Terra Industries Inc • Wholesale-miscellaneous nondurable goods • Illinois
EXHIBIT 10.1.14 NONQUALIFIED STOCK OPTION AGREEMENTNonqualified Stock Option Agreement • March 30th, 2000 • Terra Industries Inc • Wholesale-miscellaneous nondurable goods
EXHIBIT 10.12 RECEIVABLES PURCHASE AGREEMENT DATED AS OF AUGUST 20, 1996Receivables Purchase Agreement • November 14th, 1996 • Terra Industries Inc • Wholesale-miscellaneous nondurable goods • Illinois
CONFORMED COPY] AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • August 12th, 1999 • Terra Industries Inc • Wholesale-miscellaneous nondurable goods • New York
EXHIBIT 4.1 AMENDMENT NO. 1 TO CREDIT AGREEMENT Amendment No. 1 (this "Amendment"), dated as of June 27, 2002, among Terra Capital, Inc., a Delaware corporation ("Terra Capital"), Terra Nitrogen (U.K.), Limited, a company incorporated in England and...Credit Agreement • June 28th, 2002 • Terra Industries Inc • Agricultural chemicals • New York
W I T N E S S E T H: --------------------Credit Agreement • March 20th, 2001 • Terra Industries Inc • Wholesale-miscellaneous nondurable goods • New York
CONFORMED COPY] CREDIT AGREEMENTCredit Agreement • August 12th, 1999 • Terra Industries Inc • Wholesale-miscellaneous nondurable goods • New York
EXECUTIVE RETENTION AGREEMENTExecutive Retention Agreement • March 23rd, 1999 • Terra Industries Inc • Wholesale-miscellaneous nondurable goods • Iowa
CREDIT AGREEMENTCredit Agreement • May 10th, 2000 • Terra Industries Inc • Wholesale-miscellaneous nondurable goods • New York
AMENDMENT NO. 1 AMENDMENT NO. 1 (this "Agreement") dated as of September 30, 1998 among: TERRA CAPITAL, INC., a Delaware corporation (the "Company"); TERRA NITROGEN, LIMITED PARTNERSHIP, a Delaware limited partnership ("TNLP" and, together with the...Amendment No. 1 • November 13th, 1998 • Terra Industries Inc • Wholesale-miscellaneous nondurable goods • New York
TERRA CAPITAL, INC.Joint Filing Agreement • December 22nd, 2000 • Terra Industries Inc • Wholesale-miscellaneous nondurable goods
AMENDMENT NO. 4 AMENDMENT NO. 4 (this "Agreement") dated as of March 13, 1997 among: TERRA CAPITAL, INC., a Delaware corporation (the "Company"); TERRA NITROGEN, LIMITED PARTNERSHIP, a Delaware limited partnership ("TNLP" and, together with the...Credit Agreement Amendment • May 14th, 1997 • Terra Industries Inc • Wholesale-miscellaneous nondurable goods • New York
RETIREMENT AND CONSULTING AGREEMENT This Retirement and Consulting Agreement ("Agreement") made and entered into this 26th day of April, 2001, by and between BURTON M. JOYCE, hereinafter referred to as "Executive", and TERRA INDUSTRIES INC., a...Retirement and Consulting Agreement • March 13th, 2002 • Terra Industries Inc • Agricultural chemicals • Iowa
CONFORMED COPY] AMENDED AND RESTATED CREDIT AGREEMENT dated as of December 14, 1995Credit Agreement • March 19th, 1996 • Terra Industries Inc • Wholesale-miscellaneous nondurable goods • New York
SALE OF BUSINESS AGREEMENT RELATING TO THE ICI FERTILIZER BUSINESS ------------------------------------ ALLEN & OVERY LondonSale of Business Agreement • January 14th, 1998 • Terra Industries Inc • Wholesale-miscellaneous nondurable goods
TERRA INDUSTRIES INC. PURCHASE AGREEMENTPurchase Agreement • February 9th, 2005 • Terra Industries Inc • Agricultural chemicals • New York
Terra Industries Inc., a corporation organized under the laws of Maryland (the “Company”), proposes to issue and sell to the several parties named in Schedule 1 hereto (the “Initial Purchasers”), for whom you (the “Representative”) are acting as representative, 100,000 shares (the “Firm Securities”) of its 4.25% Series A Cumulative Convertible Perpetual Preferred Shares (the “Preferred Shares”). The Company also proposes to grant to the Initial Purchasers an option to purchase up to 20,000 additional shares of such Preferred Shares (the “Option Securities” and, together with the Firm Securities, the “Securities”). The Securities are convertible into Common Shares, without par value (the “Common Shares”), of the Company at the conversion price set forth herein. The Securities may also be exchanged at the option of the Company into the 4.25% Convertible Subordinated Debentures (the “Debentures”) on the terms and subject to the conditions set forth herein. The Debentures are convertible i
AMENDMENT NO. 5 AMENDMENT NO. 5 (this "Agreement") dated as of May 27, 1997 among: TERRA CAPITAL, INC., a Delaware corporation (the "Company"); TERRA NITROGEN, LIMITED PARTNERSHIP, a Delaware limited partnership ("TNLP" and, together with the Company,...Amendment No. 5 • July 22nd, 1997 • Terra Industries Inc • Wholesale-miscellaneous nondurable goods • New York
PRELIMINARY STATEMENTSConsent, Waiver and Amendment • March 14th, 1997 • Terra Industries Inc • Wholesale-miscellaneous nondurable goods • New York
AGREEMENT AND PLAN OF MERGER BY AND AMONG CF INDUSTRIES HOLDINGS, INC., COMPOSITE MERGER CORPORATION, AND TERRA INDUSTRIES INC. DATED AS OF MARCH 12, 2010Merger Agreement • March 12th, 2010 • Terra Industries Inc • Agricultural chemicals • Delaware
This AGREEMENT AND PLAN OF MERGER, dated as of March 12, 2010 (this “Agreement”), is made and entered into by and among CF INDUSTRIES HOLDINGS, INC., a Delaware corporation (“Parent”), COMPOSITE MERGER CORPORATION, a Maryland corporation and an indirect, wholly owned Subsidiary of Parent (“Merger Sub”), and TERRA INDUSTRIES INC., a Maryland corporation (the “Company”). Parent, Merger Sub and the Company are referred to individually as a “Party” and collectively as the “Parties.”
WARRANT AGREEMENT Dated as of December 21, 2004 among TERRA INDUSTRIES INC. PERRY PRINCIPALS INVESTMENTS LLC CITIGROUP FINANCIAL PRODUCTS INC. and VÄRDE INVESTMENT PARTNERS, L.P.Warrant Agreement • March 17th, 2005 • Terra Industries Inc • Agricultural chemicals • New York
WARRANT AGREEMENT, dated as of December 21, 2004 among TERRA INDUSTRIES, INC. (the “Company”), PERRY PRINCIPALS INVESTMENTS LLC (“Perry”), CITIGROUP FINANCIAL PRODUCTS INC. (“CFPI”), and VÄRDE INVESTMENT PARTNERS, L.P. (“Värde”, and together with Perry and CFPI, the “Initial Holders”).
TERRA CAPITAL, INC. $330,000,000 7% Senior Notes Due 2017 REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • February 6th, 2007 • Terra Industries Inc • Agricultural chemicals • New York
Terra Capital, Inc., a corporation organized under the laws of the state of Delaware (the “Company”), proposes to issue and sell to you (the “Initial Purchaser”) its 7% Senior Notes Due 2017 (the “Notes”) upon the terms set forth in a purchase agreement of even date herewith (the “Purchase Agreement”) relating to the initial placement of the Notes (the “Initial Placement”). The Notes are to be issued under an indenture (the “Indenture”), to be dated as of February 2, 2007, among the Company, Terra Industries Inc., a Maryland corporation (“Parent”), as guarantor, the other guarantors listed on the signature pages hereof (together with Parent, the “Guarantors” and, together with the Company, the “Issuers”) and U.S. Bank National Association, as trustee (the “Trustee”). The Notes will have the benefit of the guarantees (the “Guarantees” and, together with the Notes, the “Securities”) provided for in the Indenture and the Security Documents (as defined in the Indenture). To induce the Init
W I T N E S S E T H: --------------------Revolving and Term Credit Agreement • March 20th, 2001 • Terra Industries Inc • Wholesale-miscellaneous nondurable goods • New York
EXHIBIT 4.12 REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 31st, 2001 • Terra Industries Inc • Agricultural chemicals • New York
TERRA INDUSTRIES INC REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • January 4th, 2005 • Terra Industries Inc • Agricultural chemicals • New York
Terra Industries Inc., a corporation organized under the laws of Maryland (the “Company”), proposes to issue and sell to certain purchasers (the “Initial Purchasers”), for whom you (the “Representative”) are acting as representative, up to 120,000 shares of its 4.25% Series A Cumulative Convertible Perpetual Preferred Shares (the “Preferred Shares”), upon the terms set forth in the Purchase Agreement between the Company and the Representative dated October 7, 2004 (the “Purchase Agreement”) relating to the initial placement (the “Initial Placement”) of the Preferred Shares. The Preferred Shares are convertible into our Common, without par value (the “Common Stock”) at the conversion price set forth in the Purchase Agreement. The Preferred Stock may also be exchanged at the option of the Company into Convertible Subordinated Debentures (the “Debentures”) on the terms and subject to the conditions set forth herein. The Debentures are convertible into Common Stock at the conversion price
INDEMNITY AGREEMENTIndemnification Agreement • July 7th, 2006 • Terra Industries Inc • Agricultural chemicals • Maryland
This Indemnification Agreement (“Agreement”) is made as of July 1, 2006 by and between Terra Industries Inc., a Maryland corporation, and «Name» (“Indemnitee”).
OFAgreement of Limited Partnership • March 16th, 1998 • Terra Industries Inc • Wholesale-miscellaneous nondurable goods • Delaware
NONQUALIFIED STOCK OPTION AGREEMENT Date of Grant: [DATE] Number of Shares: [NUMBER] Exercise Price Per Share: [PRICE] [NAME] [ADDRESS] [CITY, STATE, ZIP] Dear [SALUTATION]: We are pleased to inform you that, as a key employee of Terra Industries Inc....Nonqualified Stock Option Agreement • March 14th, 1997 • Terra Industries Inc • Wholesale-miscellaneous nondurable goods
Exhibit 10.1.19 EXECUTIVE RETENTION AGREEMENT AGREEMENT made and effective this ___ day of _________, 1998 by and between Terra Industries Inc., its subsidiaries and affiliates (the "Company") and ___________________________ (the "Executive"). The...Executive Retention Agreement • March 23rd, 1999 • Terra Industries Inc • Wholesale-miscellaneous nondurable goods • Iowa
Exhibit 10.1.14 INCENTIVE STOCK OPTION AGREEMENTIncentive Stock Option Agreement • March 16th, 1998 • Terra Industries Inc • Wholesale-miscellaneous nondurable goods
ASSET SALE AND PURCHASE AGREEMENT BY AND BETWEEN TERRA INDUSTRIES INC.Asset Sale and Purchase Agreement • May 4th, 1999 • Terra Industries Inc • Wholesale-miscellaneous nondurable goods • New York
THIRD SUPPLEMENTAL INDENTURE (2010 NOTES)Third Supplemental Indenture • January 30th, 2007 • Terra Industries Inc • Agricultural chemicals • New York
THIS THIRD SUPPLEMENTAL INDENTURE dated as of January 29, 2007 (this “Supplemental Indenture”) among Terra Capital, Inc., a Delaware corporation (the “Company”), the entities set forth on Schedule A hereto, as guarantors under the Indenture referred to below (the “Guarantors”), and U.S. Bank National Association, as trustee under the Indenture referred to below (the “Trustee”).
