TERRA CAPITAL, INC. REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 16th, 2009 • Terra Investment Fund LLC • Chemicals & allied products • 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 Purchasers”) its 7.75% Senior Notes Due 2019 (the “Notes”) upon the terms set forth in a purchase agreement dated as of October 26, 2009 (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 October 26, 2009, among the Company, Terra Industries Inc., a Maryland corporation (“Parent”), as guarantor, the other guarantors listed on the signature pages thereto (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. To induce the Initial Purchasers to enter into the Purchase Agr
OPERATING AGREEMENT OF TERRA INVESTMENT FUND II LLCOperating Agreement • December 16th, 2009 • Terra Investment Fund LLC • Chemicals & allied products • Oklahoma
This Operating Agreement (this “Agreement”) is entered into between and among those parties signatory hereto to be effective as of the 22nd day of December, 2008.
AMENDMENT NO. 7 TO THE AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • December 16th, 2009 • Terra Investment Fund LLC • Chemicals & allied products • New York
Amendment No. 7 (this “Amendment”), dated as of March 24, 2008, among Terra Capital, Inc., a Delaware corporation (“Terra Capital”), Terra Mississippi Holdings Corp. (f/k/a Mississippi Chemical Corporation), a Mississippi corporation (“TMH”), and Terra Nitrogen (U.K.) Limited, a company incorporated in England and Wales (“Terra UK”) (Terra Capital, TMH and Terra UK each a “Borrower” and, collectively, the “Borrowers”), Terra Industries Inc., a Maryland corporation (“Terra Industries”), Terra Capital Holdings, Inc., a Delaware corporation (“Terra Capital Holdings”), the Lenders party hereto and Citicorp USA, Inc., as administrative agent and collateral agent for the Lenders and the Issuers (in such capacities, the “Administrative Agent”), amends certain provisions of the Amended And Restated Credit Agreement, dated as of December 21, 2004 (as amended, supplemented or otherwise modified from time to time, including previous amendments hereto, the “Credit Agreement”), among the Borrowers,
SECOND SUPPLEMENTAL INDENTURESecond Supplemental Indenture • December 16th, 2009 • Terra Investment Fund LLC • Chemicals & allied products • New York
The Second Supplemental Indenture (the “Second Supplemental Indenture”) is made and entered into this 27th day of April 2009 by and among Terra Capital, Inc., a Delaware corporation (the “Company”), Terra Industries Inc., a Maryland corporation, as parent guarantor (the “Parent”), each of the subsidiaries of the Company listed in Appendix I attached hereto (each, together with the Parent, the “Existing Guarantors”), the subsidiaries, Terra Global Holding Company Inc., a Delaware corporation, Terra Investment Fund LLC, an Oklahoma limited liability company, and Terra Investment Fund II LLC, an Oklahoma limited liability company (each, a “New Guarantor”) and U.S. Bank National Association, as trustee under the Indenture referred to below (the “Trustee”).
AMENDMENT NO. 11 TO THE AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • December 16th, 2009 • Terra Investment Fund LLC • Chemicals & allied products • New York
Amendment No. 11 (this “Amendment”), dated as of October 9, 2009, among Terra Capital, Inc., a Delaware corporation (“Terra Capital”) and Terra Mississippi Holdings Corp. (f/k/a Mississippi Chemical Corporation), a Mississippi corporation (“TMH”) (Terra Capital and TMH each a “Borrower” and, collectively, the “Borrowers”), Terra Industries Inc., a Maryland corporation (“Terra Industries”), Terra Capital Holdings, Inc., a Delaware corporation (“Terra Capital Holdings”), the Lenders party hereto and Citicorp USA, Inc., as administrative agent and collateral agent for the Lenders and the Issuers (in such capacities, the “Administrative Agent”), amends certain provisions of the Amended and Restated Credit Agreement, dated as of December 21, 2004 (as amended, supplemented or otherwise modified from time to time, including previous amendments hereto, the “Credit Agreement”), among the Borrowers, Terra Industries, Terra Capital Holdings, the financial institutions from time to time party ther
AMENDMENT NO. 3 TO THE CREDIT AGREEMENTCredit Agreement • December 16th, 2009 • Terra Investment Fund LLC • Chemicals & allied products • New York
Amendment No. 3 (this “Amendment”), dated as of October 9, 2009, among Terra Nitrogen, Limited Partnership, a Delaware limited partnership (the “Borrower”), Terra Nitrogen Company, L.P., a Delaware limited partnership (“TNCLP”), the Lenders party hereto, and Citicorp USA, Inc., as administrative agent and collateral agent for the Lenders and the Issuers (in such capacities, the “Administrative Agent”), amends the Credit Agreement, dated as of December 21, 2004 (as amended, supplemented or otherwise modified from time to time, including previous amendments hereto, the “Credit Agreement”), among the Borrower, TNCLP, the financial institutions from time to time party thereto as lenders (the “Lenders”), the financial institutions from time to time party thereto as issuing banks (the “Issuers”) and the Administrative Agent.
LIMITED LIABILITY COMPANY AGREEMENT OF TERRA LP HOLDINGS LLCLimited Liability Company Agreement • December 16th, 2009 • Terra Investment Fund LLC • Chemicals & allied products • Delaware
This LIMITED LIABILITY COMPANY AGREEMENT OF TERRA LP HOLDINGS LLC (this “Agreement”), dated as of December 4, 2009, is adopted, executed and agreed to by the sole Member (as defined below).
OPERATING AGREEMENT OF TERRA INVESTMENT FUND LLCOperating Agreement • December 16th, 2009 • Terra Investment Fund LLC • Chemicals & allied products • Oklahoma
This Operating Agreement is being entered into this 1st day of August, 2008, by and between Terra Investment Fund LLC, an Oklahoma limited liability company (the “Company”) and its Member.
AMENDMENT NO. 8 TO THE AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • December 16th, 2009 • Terra Investment Fund LLC • Chemicals & allied products • New York
AMENDMENT NO. 8 (this “Amendment”), dated as of July 16, 2008, among TERRA CAPITAL, INC., a Delaware corporation (“Terra Capital”) and TERRA MISSISSIPPI HOLDINGS CORP. (F/K/A MISSISSIPPI CHEMICAL CORPORATION), a Mississippi corporation (“TMH”) (Terra Capital and TMH each a “Borrower” and, collectively, the “Borrowers”), TERRA INDUSTRIES INC., a Maryland corporation (“Terra Industries”), TERRA CAPITAL HOLDINGS, INC., a Delaware corporation (“Terra Capital Holdings”), the Lenders party hereto and CITICORP USA, INC., as administrative agent and collateral agent for the Lenders and the Issuers (in such capacities, the “Administrative Agent”), amends certain provisions of the AMENDED AND RESTATED CREDIT AGREEMENT, dated as of December 21, 2004 (as amended, supplemented or otherwise modified from time to time, including previous amendments hereto, the “Credit Agreement”), among the Borrowers, Terra Industries, Terra Capital Holdings, the financial institutions from time to time party thereto
AMENDMENT NO. 9 TO THE AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • December 16th, 2009 • Terra Investment Fund LLC • Chemicals & allied products • New York
Amendment No. 9 (this “Amendment”), dated as of August 29, 2008, among Terra Capital, Inc., a Delaware corporation (“Terra Capital”) and Terra Mississippi Holdings Corp. (f/k/a Mississippi Chemical Corporation), a Mississippi corporation (“TMH”) (Terra Capital and TMH each a “Borrower” and, collectively, the “Borrowers”), Terra Industries Inc., a Maryland corporation (“Terra Industries”), Terra Capital Holdings, Inc., a Delaware corporation (“Terra Capital Holdings”), the Lenders party hereto and Citicorp USA, Inc., as administrative agent and collateral agent for the Lenders and the Issuers (in such capacities, the “Administrative Agent”), amends certain provisions of the Amended and Restated Credit Agreement, dated as of December 21, 2004 (as amended, supplemented or otherwise modified from time to time, including previous amendments hereto, the “Credit Agreement”), among the Borrowers, Terra Industries, Terra Capital Holdings, the financial institutions from time to time party there
AMENDMENT NO. 10 TO THE AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • December 16th, 2009 • Terra Investment Fund LLC • Chemicals & allied products • New York
Amendment No. 10 (this “Amendment”), dated as of November 17, 2008, among Terra Capital, Inc., a Delaware corporation (“Terra Capital”) and Terra Mississippi Holdings Corp. (f/k/a Mississippi Chemical Corporation), a Mississippi corporation (“TMH”) (Terra Capital and TMH each a “Borrower” and, collectively, the “Borrowers”), Terra Industries Inc., a Maryland corporation (“Terra Industries”), Terra Capital Holdings, Inc., a Delaware corporation (“Terra Capital Holdings”), the Lenders party hereto and Citicorp USA, Inc., as administrative agent and collateral agent for the Lenders and the Issuers (in such capacities, the “Administrative Agent”), amends certain provisions of the Amended And Restated Credit Agreement, dated as of December 21, 2004 (as amended, supplemented or otherwise modified from time to time, including previous amendments hereto, the “Credit Agreement”), among the Borrowers, Terra Industries, Terra Capital Holdings, the financial institutions from time to time party th
TERRA CAPITAL, INC., as Company, THE GUARANTORS party hereto and U.S. BANK NATIONAL ASSOCIATION, as Trustee 7.75% Senior Notes due 2019 INDENTURE Dated as of October 26, 2009Indenture • December 16th, 2009 • Terra Investment Fund LLC • Chemicals & allied products • New York
INDENTURE dated as of October 26,2009, among TERRA CAPITAL, INC., a Delaware corporation (“Terra Capital,” “Issuer” or the “Company”), TERRA INDUSTRIES INC., a Maryland corporation, as parent guarantor (“Parent”), certain of Parent’s subsidiaries party hereto (each a “Guarantor” and, collectively with Parent, the “Guarantors”) and U.S. BANK NATIONAL ASSOCIATION, a national banking association, as trustee (the “Trustee”).
AMENDMENT NO. 12 TO THE AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • December 16th, 2009 • Terra Investment Fund LLC • Chemicals & allied products • New York
Amendment No. 12 (this “Amendment”), dated as of December 1, 2009, among Terra Capital, Inc., a Delaware corporation (“Terra Capital”) and Terra Mississippi Holdings Corp. (f/k/a Mississippi Chemical Corporation), a Mississippi corporation (“TMH”) (Terra Capital and TMH each a “Borrower” and, collectively, the “Borrowers”), Terra Industries Inc., a Maryland corporation (“Terra Industries”), Terra Capital Holdings, Inc., a Delaware corporation (“Terra Capital Holdings”), the Lenders party hereto and Citicorp USA, Inc., as administrative agent and collateral agent for the Lenders and the Issuers (in such capacities, the “Administrative Agent”), amends certain provisions of the Amended and Restated Credit Agreement, dated as of December 21, 2004 (as amended, supplemented or otherwise modified from time to time, including previous amendments hereto, the “Credit Agreement”), among the Borrowers, Terra Industries, Terra Capital Holdings, the financial institutions from time to time party the
