0000950144-06-003223 Sample Contracts

Contract
Credit Agreement • April 5th, 2006 • Waste Services, Inc. • Refuse systems

AGREEMENT effective as of the 30th day of March, 2006 among Waste Services, Inc., a Delaware corporation (“WSI”) and Kelso Investment Associates VI, L.P., a Delaware limited partnership, and KEP VI, LLC, a Delaware limited liability company, (collectively, the “Kelso Parties”).

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FIFTH AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT Dated as of March 22, 2006
Credit Agreement • April 5th, 2006 • Waste Services, Inc. • Refuse systems • New York

This FIFTH AMENDMENT TO THE AMENDED AND RESTATED CREDIT AGREEMENT (together with all Exhibits, Schedules and Annexes hereto, this “Amendment”) is among WASTE SERVICES (CA) INC., an Ontario corporation formerly known as CAPITAL ENVIRONMENTAL RESOURCE INC./RESSOURCES ENVIRONNEMENTALES CAPITAL INC. (“WSCI”), WASTE SERVICES, INC., a Delaware corporation (the “Borrower”), and LEHMAN COMMERCIAL PAPER INC., as administrative agent for the Lenders (in such capacity, the “Administrative Agent”).

SIXTH AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT Dated as of March 30, 2006
Credit Agreement • April 5th, 2006 • Waste Services, Inc. • Refuse systems • New York

This SIXTH AMENDMENT TO THE AMENDED AND RESTATED CREDIT AGREEMENT (together with all Exhibits, Schedules and Annexes hereto, this “Amendment”) is among WASTE SERVICES (CA) INC., an Ontario corporation formerly known as CAPITAL ENVIRONMENTAL RESOURCE INC./RESSOURCES ENVIRONNEMENTALES CAPITAL INC. (“WSCI”), WASTE SERVICES, INC., a Delaware corporation (the “Borrower”), and LEHMAN COMMERCIAL PAPER INC., as administrative agent for the Lenders (in such capacity, the “Administrative Agent”).

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