0001045969-02-000972 Sample Contracts

Contract
Warrant Agreement • May 15th, 2002 • Pw Eagle Inc • Miscellaneous plastics products • New York

THIS WARRANT AND ANY SHARES OF COMMON STOCK ISSUABLE UPON THE EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED OR THE SECURITIES LAWS OF ANY STATE, AND NEITHER THIS WARRANT NOR ANY SUCH SHARES MAY BE TRANSFERRED IN THE ABSENCE OF SUCH REGISTRATION OR AN EXEMPTION THEREFROM UNDER SUCH ACT AND SUCH SECURITIES LAWS.

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FOURTEENTH AMENDMENT TO SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT
Loan and Security Agreement • May 15th, 2002 • Pw Eagle Inc • Miscellaneous plastics products

This FOURTEENTH AMENDMENT (“Fourteenth Amendment”), dated as of March 27, 2002, is made to the Second Amended and Restated Loan and Security Agreement, dated as of September 20, 1999, among PW Eagle, Inc. (f/k/a/ Eagle Pacific Industries, Inc. and herein “Borrower”), the lenders named therein (“Lenders” ), and Fleet Capital Corporation (“FCC”) as agent for said Lenders (“FCC, in such capacity, “Agent”). Said Second Restated Loan and Security Agreement, as amended by an Amendment to Loan and Security Agreement dated as of September 22, 1999, an Amendment to Loan and Security Agreement dated as of September 24, 1999, a Third Amendment to Second Amended and Restated Loan and Security Agreement dated as of October 8, 1999, a Fourth Amendment to Second Amended and Restated Loan and Security Agreement dated as of March 10, 2000, a Fifth Amendment to Second Amended and Restated Loan and Security Agreement dated as of July 28, 2000, a Sixth Amendment to Second Amended and Restated Security Agr

Contract
Securities Purchase Agreement • May 15th, 2002 • Pw Eagle Inc • Miscellaneous plastics products • New York

AMENDMENT NO. 4 AND WAIVER (this “Amendment”), dated as of March 27, 2002, by and among PW EAGLE, INC., a Minnesota corporation (the “Company”) and the investors party to the Purchase Agreement referred to below on the date hereof (the “Investors”).

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