0000727273-12-000017 Sample Contracts

AMENDMENT NO. 5 TO CREDIT AGREEMENT AND AMENDMENT NO. 3 TO REGISTRATION RIGHTS AGREEMENT
Credit Agreement • August 9th, 2012 • Cadiz Inc • Water supply • New York

This AMENDMENT NO. 5 TO CREDIT AGREEMENT AND AMENDMENT NO. 3 TO REGISTRATION RIGHTS AGREEMENT (this “Amendment”) dated as of August 8, 2012 (the “Effective Date”), by and among CADIZ INC. and CADIZ REAL ESTATE LLC, as borrowers (the “Borrowers”), the lenders from time to time party hereto (the “Lenders”) and LC CAPITAL MASTER FUND, LTD., as administrative agent (“LC Capital” or, in such capacity, the “Agent”).

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FIRST AMENDMENT AGREEMENT
Option Agreement • August 9th, 2012 • Cadiz Inc • Water supply

THE FIRST AMENDED AGREEMENT (“Amendment”) is entered into as of June 29, 2012, by and between Cadiz, Inc., (“Cadiz”), a Delaware corporation, and Questar Southern Trails Pipeline Company, (“Questar Southern Trails”), a Utah corporation. Cadiz and Questar Southern Trails are collectively referred to as the Parties and individually as Party.

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