0001227654-07-000022 Sample Contracts

Contract
Incremental Term Loan Amendment • October 23rd, 2007 • Compass Minerals International Inc • Mining & quarrying of nonmetallic minerals (no fuels) • New York

INCREMENTAL TERM LOAN AMENDMENT dated as of October 19, 2007 (this “Amendment”), among COMPASS MINERALS INTERNATIONAL, INC. (f/k/a SALT HOLDINGS CORPORATION) (“Holdings”), COMPASS MINERALS GROUP, INC. (the “US Borrower”), SIFTO CANADA CORP. (the “Canadian Borrower”), SALT UNION LIMITED (the “UK Borrower” and, together with the US Borrower and the Canadian Borrower, the “Borrowers”), the INCREMENTAL LENDERS (as defined below) and JPMORGAN CHASE BANK, N.A., as Administrative Agent (in such capacity, the “Administrative Agent”) under the Credit Agreement referred to below, to the CREDIT AGREEMENT dated as of November 28, 2001, as Amended and Restated as of April 10, 2002, as further Amended and Restated as of December 22, 2005, among Holdings, the Borrowers, the Lenders party thereto, the Administrative Agent and the other agents, arrangers and bookrunners party thereto, as in effect immediately prior to this Amendment (the “Credit Agreement”).

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SECOND SUPPLEMENTAL INDENTURE dated as of October 19, 2007 to INDENTURE dated as of December 20, 2002 among Compass Minerals International, Inc., as Issuer, and The Bank of New York Trust Company, N.A., as Trustee
Second Supplemental Indenture • October 23rd, 2007 • Compass Minerals International Inc • Mining & quarrying of nonmetallic minerals (no fuels) • New York

THIS SECOND SUPPLEMENTAL INDENTURE to the Indenture (as defined below) (the “Second Supplemental Indenture”), dated as of October 19, 2007, is made by and between Compass Minerals International, Inc., a Delaware corporation (the “Company”), and The Bank of New York Trust Company, N.A., as successor trustee (the “Trustee”), and amends the Indenture, dated as of December 20, 2002, among the Company and The Bank of New York, as trustee (as amended from time to time, the “Indenture”).

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