0001047469-04-025088 Sample Contracts

Amended and Restated Revolving Credit Agreement
Revolving Credit Agreement • August 3rd, 2004 • Union Carbide Corp /New/ • Industrial organic chemicals • New York

This AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT is dated as of May 28, 2004 (as amended, supplemented or otherwise modified from time to time, this "Agreement"), among UNION CARBIDE CORPORATION, a New York corporation ("Carbide" or "Borrower"), as borrower, THE DOW CHEMICAL COMPANY, a Delaware corporation ("TDCC" or "Lender"), as lender, and UNION CARBIDE SUBSIDIARY C, INC., UNION CARBIDE CHEMICALS & PLASTICS TECHNOLOGY CORPORATION, UCMG LLC, AND CATALYSTS, ADSORBENTS AND PROCESS SYSTEMS, INC. as the SUBSIDIARY GUARANTORS.

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Amended and Restated Agreement (to Provide Materials and Services)
Union Carbide Corp /New/ • August 3rd, 2004 • Industrial organic chemicals • Texas

This AMENDMENT (this "Amendment") is dated as of June 1, 2004 and entered into between UNION CARBIDE CORPORATION ("UCC") and DOW HYDROCARBONS AND RESOURCES INC. ("DHRI"), and is made with reference to that certain Amended and Restated Agreement dated as of July 1, 2003 (the "Restated Agreement"), between UCC and DHRI with respect to the supply of feedstocks, monomers, fuel, logistics and other services by DHRI to UCC. Capitalized terms used herein without definition shall have the meanings ascribed to them in the Restated Agreement (as amended by this Amendment).

Amended and Restated Pledge and Security Agreement
Pledge and Security Agreement • August 3rd, 2004 • Union Carbide Corp /New/ • Industrial organic chemicals • New York

This AMENDED AND RESTATED PLEDGE AND SECURITY AGREEMENT is dated as of May 28, 2004, by UNION CARBIDE CORPORATION, a New York corporation ("Carbide" or "Grantor") in favor of THE DOW CHEMICAL COMPANY, a Delaware corporation ("TDCC" or "Lender").

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