0000820626-04-000062 Sample Contracts

Contract
Credit Agreement • April 1st, 2004 • Phosphate Resource Partners Limited Partnership • Agricultural chemicals • New York

AMENDMENT No. 3 dated as of March 26, 2004, to the Amended and Restated Credit Agreement dated as of May 17, 2001, amended and restated as of February 21, 2003 (the "Credit Agreement"), among IMC GLOBAL INC. (the "Company"), the Borrowing Subsidiaries party thereto (together with the Company, the "Borrowers"), the Lenders party thereto, JPMORGAN CHASE BANK, as administrative agent (the "Administrative Agent"), and GOLDMAN SACHS CREDIT PARTNERS L.P., as syndication agent.

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AGREEMENT AND PLAN OF MERGER BY AND AMONG PRP-GP LLC (a Delaware limited liability company), FMRP INC. (a Delaware corporation), PHOSPHATE RESOURCE PARTNERS LIMITED PARTNERSHIP (a Delaware limited partnership) AND PHOSPHATE ACQUISITION PARTNERS L.P....
Agreement and Plan of Merger • April 1st, 2004 • Phosphate Resource Partners Limited Partnership • Agricultural chemicals • Delaware

THIS AGREEMENT AND PLAN OF MERGER dated as of March 17, 2004 (this "Merger Agreement"), is entered into by and among IMC Global Inc., a Delaware corporation ("IMC"), PRP-GP LLC, a Delaware limited liability company ("PRP-GP"), FMRP Inc., a Delaware corporation ("FMRP"), Phosphate Resource Partners Limited Partnership, a Delaware limited partnership ("PLP"), and Phosphate Acquisition Partners L.P., a Delaware limited partnership ("Merger Sub").

Contract
Credit Agreement • April 1st, 2004 • Phosphate Resource Partners Limited Partnership • Agricultural chemicals • New York

AMENDMENT No. 4 dated as of March 26, 2004, to the Amended and Restated Credit Agreement dated as of May 17, 2001, amended and restated as of February 21, 2003 (the "Credit Agreement"), among IMC GLOBAL INC. (the "Company"), the Borrowing Subsidiaries party thereto (together with the Company, the "Borrowers"), the Lenders party thereto, JPMORGAN CHASE BANK, as administrative agent (the "Administrative Agent"), and GOLDMAN SACHS CREDIT PARTNERS L.P., as syndication agent.

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