0001019687-09-000249 Sample Contracts

RENTECH, INC. WARRANT To Purchase [______] Shares of Common Stock
Warrant Agreement • January 20th, 2009 • Rentech Inc /Co/ • Paints, varnishes, lacquers, enamels & allied prods • New York

THIS WARRANT (the “Warrant”) CERTIFIES THAT, for value received, [___], or permitted registered assigns (the “Holder”), is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time during the applicable Exercise Period (defined below), to subscribe for and purchase at the Exercise Price (defined below) from Rentech, Inc., a Colorado corporation (the “Company”), up to [____] shares (the “Shares”) of the common stock of the Company, par value $0.01 per share (the “Common Stock”).

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FIRST AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT AND WAIVER
Credit Agreement • January 20th, 2009 • Rentech Inc /Co/ • Paints, varnishes, lacquers, enamels & allied prods • New York

This FIRST AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT AND WAIVER (this “Amendment”), dated as of January 14, 2009, among RENTECH ENERGY MIDWEST CORPORATION, a Delaware corporation (“Borrower”), RENTECH, INC., a Colorado corporation (“Holdings”), the Lenders and the Agents (each as defined below) is entered into in connection with the Credit Agreement referred to in the first recital below.

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