0001104659-06-048078 Sample Contracts

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WARRANT AGREEMENT BY AND BETWEEN TRC COMPANIES, INC. AND FEDERAL PARTNERS, L.P. Dated July 19, 2006
Warrant Agreement • July 20th, 2006 • TRC Companies Inc /De/ • Hazardous waste management • Delaware

WHEREAS, the Issuer and its wholly-owned subsidiaries (together, “TRC”) and Holder are parties to the Subordinated Loan Agreement dated as of the date hereof (as the same may be amended, supplemented or otherwise modified from time to time, the “Subordinated Loan Agreement”), pursuant to which Holder has agreed to make a subordinated loan to TRC; and

SUBORDINATED LOAN AGREEMENT
Subordinated Loan Agreement • July 20th, 2006 • TRC Companies Inc /De/ • Hazardous waste management • New York

SUBORDINATED LOAN AGREEMENT, dated as of July 19, 2006, as amended, supplemented or otherwise modified from time to time (the “Agreement”), by and among TRC COMPANIES, INC., a Delaware corporation (the “Parent”), and each of Parent’s Subsidiaries identified on the signature pages hereof (such Subsidiaries, together with Parent, are referred to hereinafter each individually as a “Borrower”, and individually and collectively, jointly and severally, as the “Borrowers”) and FEDERAL PARTNERS, L.P., a Delaware limited partnership (the “Lender”).

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