0000727273-13-000047 Sample Contracts

AMENDED AND RESTATED CREDIT AGREEMENT among CADIZ INC. and CADIZ REAL ESTATE LLC, as Borrowers, The Several Lenders from Time to Time Parties Hereto, and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent Dated as of October 30, 2013
Credit Agreement • October 31st, 2013 • Cadiz Inc • Water supply • New York

SECURITY AGREEMENT, amended and restated as of October 30, 2013, made by each of the signatories hereto (together with any other entity that may become a party hereto as provided herein, the “Loan Parties”), in favor of Wells Fargo Bank, National Association, as administrative agent (in such capacity, the “Agent”) on behalf of the Lenders holding Secured Term Loans under the Amended and Restated Credit Agreement, amended and restated as of October 30, 2013 (as amended, supplemented or otherwise modified from time to time, the “Credit Agreement”), among Cadiz Inc., a Delaware corporation (“Parent”) and Cadiz Real Estate LLC, a Delaware limited liability company (“CRE”) each as borrowers (together, the “Borrower”), the lenders party thereto (the “Lenders”) and the Agent.

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Standard Contracts

FIRST SUPPLEMENTAL INDENTURE
Supplemental Indenture • October 31st, 2013 • Cadiz Inc • Water supply • New York

FIRST SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of October 30, 2013 is between Cadiz Inc., a Delaware corporation (the “Company”), and The Bank of New York Mellon Trust Company, N.A., as trustee under the Indenture (the “Trustee”).

STOCK ISSUANCE AGREEMENT
Stock Issuance Agreement • October 31st, 2013 • Cadiz Inc • Water supply • New York

Cadiz Inc., a Delaware corporation (the “Company”), agrees, subject to the terms and conditions stated herein, to issue to MSD Credit Opportunity Master Fund, L.P. (the “Investor”), 700,000 shares (the “Shares”) of the Company’s common stock, $0.01 par value per share (the “Common Stock”), pursuant to the Company’s Registration Statement (as defined below).

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