0001104659-06-020775 Sample Contracts

FIRST SUPPLEMENTAL INDENTURE
Supplemental Indenture • March 31st, 2006 • Merisant Worldwide, Inc. • Industrial organic chemicals • New York

FIRST SUPPLEMENTAL INDENTURE, dated as of March 29, 2006 (this “Supplemental Indenture”), among MERISANT COMPANY, a Delaware corporation (the “Company”), MERISANT US, INC., a Delaware corporation and wholly owned subsidiary of the Company (“Merisant US”), MERISANT FOREIGN HOLDINGS I, INC., a Delaware corporation and wholly owned subsidiary of the Company (“Merisant Foreign Holdings,” and together with Merisant US, the “Guarantors”), WHOLE EARTH SWEETENER COMPANY LLC, a Delaware limited liability company and wholly owned subsidiary of the Company (the “Additional Guarantor”), and WELLS FARGO BANK, NATIONAL ASSOCIATION, as successor to Wells Fargo Bank Minnesota, National Association, as Trustee (the “Trustee”).

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LIMITED WAIVER AND FOURTH AMENDMENT TO CREDIT AGREEMENT
Credit Agreement • March 31st, 2006 • Merisant Worldwide, Inc. • Industrial organic chemicals • New York

This LIMITED WAIVER AND FOURTH AMENDMENT TO CREDIT AGREEMENT (this “Amendment”), is dated as of March 29, 2006, among Merisant Company, a Delaware corporation (the “Borrower”), Merisant Worldwide, Inc., a Delaware corporation, formerly known as Tabletop Holdings, Inc. (“Holdings”), each of the Requisite Lenders listed on the signature page hereto and Credit Suisse, Cayman Islands Branch (formerly Credit Suisse First Boston), as agent for the Lenders and Issuers (in such capacity, the “Administrative Agent”).

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