Execution Version SECURITIES PURCHASE AGREEMENT among PANGAEA TWO ACQUISITION HOLDINGS XIB, LLC and PANGAEA TWO ACQUISITION HOLDINGS XIA, LLC and CARTESIAN CAPITAL GROUP, LLC and INTERCONTINENTAL POTASH CORP. (USA) February 29, 2016 Exchange....Intercreditor Agreement • May 5th, 2020 • New York
Contract Type FiledMay 5th, 2020 JurisdictionTHIS SECURITIES PURCHASE AGREEMENT dated as of February 29, 2016 (this “Agreement”), is by and among INTERCONTINENTAL POTASH CORP. (USA), a Colorado corporation (the “Company”); PANGAEA TWO ACQUISITION HOLDINGS XIB, LLC, a Delaware limited liability company (the “Preferred B Investor(s)”); PANGAEA TWO ACQUISITION HOLDINGS XIA, LLC, a Delaware limited liability company (the “Note Investor(s)”); and CARTESIAN CAPITAL GROUP, LLC, a Delaware limited liability company (“Cartesian”, and together with the Preferred B Investors and the Note Investors, collectively, the “Investor(s)”, and individually, an “Investor”). Unless otherwise defined, capitalized terms used in this Agreement are defined in Section 8.