0001193125-09-187839 Sample Contracts

FLOATING RATE SECURED DEBENTURE, DUE SEPTEMBER 30, 2011 OF POLY MET MINING, INC.
Debenture Agreement • September 4th, 2009 • Polymet Mining Corp • Miscellaneous metal ores • New York

NOTICE IS HEREBY GIVEN that, pursuant to the terms of a floating rate secured debenture issued on August n, 2009 (hereinafter referred to as the “Debenture”) issued by Poly Met Mining, Inc. (the “Corporation”), the Corporation intends to redeem and will redeem on the n day of n, 20nn (the “Redemption Date”) the Debenture at a price equal to the Redemption Cash Payment owing on the Redemption Date in accordance with Section 3(a) of the Debenture.

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GLENCORE AG August 31, 2009
Purchase Agreement • September 4th, 2009 • Polymet Mining Corp • Miscellaneous metal ores

Reference is made to the Purchase Agreement dated October 31, 2008 by and among Poly Met Mining Inc., as issuer (the “Issuer”), PolyMet Mining Corp., as parent guarantor (the “Company”), and Glencore AG, as purchaser (the “Purchaser”), as amended by letter agreement dated November 28, 2008, and as further amended by Amendment Letter No. 2, dated December 12, 2008, and as further amended by Amendment Letter No. 3, dated December 19, 2008, and as further amended by Amendment Letter No. 4, dated January 30, 2009, and as further amended by Amendment Letter No. 5, dated February 24, 2009, and as further amended by Amendment Letter No. 6, dated March 30, 2009, and as further amended by Amendment Letter No. 7, dated April 28, 2009, and as further amended by Amendment Letter No. 8, dated July 4, 2009 (as amended, supplemented or otherwise modified from time to time, the “Purchase Agreement”). Capitalized terms used herein and not otherwise defined shall have the meanings set forth in the Purch

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