0001193125-09-170837 Sample Contracts

STOCK PURCHASE AGREEMENT
Stock Purchase Agreement • August 10th, 2009 • Westway Group, Inc. • Blank checks • New York

STOCK PURCHASE AGREEMENT (this “Agreement”), dated as of May 26, 2009, by and between Shermen WSC Acquisition Corp. (“Buyer” or “Shermen”) and the signatory on the execution page hereof (“Seller”).

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SHARED SERVICES AGREEMENT
Shared Services Agreement • August 10th, 2009 • Westway Group, Inc. • Blank checks • Louisiana

This Shared Services Agreement (this “Agreement”) is made and entered into as of the 28th day of May, 2008, by and between ED & F Man Holdings Ltd., a limited company organized under the laws of England and Wales (individually and collectively with its Affiliates, “Man”), and Westway Group, Inc., formerly known as Shermen WSC Acquisition Corp., a Delaware corporation (individually and collectively with its Affiliates, “Westway”).

LIMITED LIABILITY PARTNERSHIP
Facility Agreement • August 10th, 2009 • Westway Group, Inc. • Blank checks
STOCKHOLDER’S AGREEMENT
Stockholder Agreement • August 10th, 2009 • Westway Group, Inc. • Blank checks • New York

This STOCKHOLDER’S AGREEMENT (this “Agreement”) is made as of May 28, 2009, by and among Westway Group, Inc., formerly known as Shermen WSC Acquisition Corp., a Delaware corporation (the “Company”), and Westway Holdings Corporation, a Delaware corporation (“Holdings”).

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