0000950134-08-022585 Sample Contracts

Sixth Amendment to Receivables Sale Agreement
Receivables Sale Agreement • December 23rd, 2008 • Tronox Inc • Industrial inorganic chemicals • New York

This Sixth Amendment (the “Amendment”), dated as of December 19, 2008, is entered into among Tronox Funding LLC (the “Seller”), Tronox Worldwide LLC (the “Collection Agent”), Amsterdam Funding Corporation (“Amsterdam”) and The Royal Bank of Scotland plc (successor to ABN AMRO Bank N.V.), as agent for the Purchasers (the “Agent”) and as a committed purchaser (the “Committed Purchaser”);

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THIRD WAIVER EXTENSION
Third Waiver Extension • December 23rd, 2008 • Tronox Inc • Industrial inorganic chemicals • New York

This THIRD WAIVER EXTENSION (this “Third Waiver Extension”), dated as of December 19, 2008, is by and among TRONOX INCORPORATED, a Delaware corporation (“Holdings”), TRONOX WORLDWIDE LLC, a Delaware limited liability company (the “Borrower”) and the Lenders party to the Credit Agreement (as defined in the Waiver (as defined below)) that become parties hereto. Capitalized terms used but not defined in this Third Waiver Extension shall have the meanings ascribed to such terms in the Waiver.

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