SUBSCRIPTION AGREEMENTSubscription Agreement • May 6th, 2009 • Tor Minerals International Inc • Industrial inorganic chemicals • Texas
The undersigned (the "Subscriber") understands that TOR Minerals International, Inc., a Delaware corporation (the "Company"), in connection with the proposed extension and refinancing of its credit arrangements with Bank of America, N.A. (the "Bank") described in Section 6(b)(iii) below, is offering for sale units (the "Units"), each consisting of an aggregate principal amount of $25,000 of its 6% Convertible Subordination Debentures due May 4, 2016 (the "Debentures").
SUBORDINATION AGREEMENTSubordination Agreement • May 6th, 2009 • Tor Minerals International Inc • Industrial inorganic chemicals
THIS SUBORDINATION AGREEMENT (this "Agreement") is executed effective as of April 30, 2009, by and among Paulson Ranch, Ltd., a Texas limited partnership ("PRL"), David A. Hartman, as trustee of The D and CH Trust, a trust organized under the laws of the State of Texas ("DCH"), Douglas M. Hartman, as trustee of The Douglas MacDonald Hartman Family Irrevocable Trust, a trust organized under the laws of the State of Texas ("DMH" and collectively, with PRL and DCH, "Subordinated Lenders" and each a "Subordinated Lender"), and Bank of America, N.A., a national banking association (together with its successors and assigns, "Senior Lender").
EIGHTH AMENDMENT TO SECOND AMENDED AND RESTATED LOAN AGREEMENT AND FORBEARANCE AGREEMENTLoan Agreement and Forbearance Agreement • May 6th, 2009 • Tor Minerals International Inc • Industrial inorganic chemicals
THIS EIGHTH AMENDMENT TO SECOND AMENDED AND RESTATED LOAN AGREEMENT AND FORBEARANCE AGREEMENT (this "Amendment") is dated April 30, 2009, but effective for all purposes as of the Effective Date (defined below), and entered into between TOR Minerals International, Inc., a Delaware corporation ("Borrower"), and BANK OF AMERICA, N.A., a national banking association ("Lender"). Capitalized terms used but not defined in this Amendment have the meaning given them in the Loan Agreement (defined below).
