0001104659-05-027917 Sample Contracts

FIFTH AMENDMENT TO TERM LOAN AGREEMENT
Term Loan Agreement • June 13th, 2005 • KMG Chemicals Inc • Chemicals & allied products

THIS FIFTH AMENDMENT TO TERM LOAN AGREEMENT (this “Amendment” or “Fifth Amendment to Loan Agreement”) is entered into by and between KMG-BERNUTH, INC., a Delaware corporation (hereinafter referred to as “Borrower”) and WACHOVIA BANK, NATIONAL ASSOCIATION, a national banking association, successor by merger to SouthTrust Bank, an Alabama banking corporation, successor by conversion to SouthTrust Bank, National Association (hereinafter referred to as “Bank”) as of the 7th day of June, 2005.

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TENTH AMENDMENT TO REVOLVING LOAN AGREEMENT
Revolving Loan Agreement • June 13th, 2005 • KMG Chemicals Inc • Chemicals & allied products

THIS TENTH AMENDMENT TO REVOLVING LOAN AGREEMENT (this “Amendment”), dated as of the 7th day of June, 2005, is made by and between KMG-BERNUTH, INC., a Delaware corporation (the “Borrower”), and WACHOVIA BANK, NATIONAL ASSOCIATION, a national banking association, successor by merger to SouthTrust Bank, an Alabama banking corporation, successor by conversion to SouthTrust Bank, National Association, formerly known as SouthTrust Bank of Alabama, National Association (the “Bank”).

ASSET PURCHASE AGREEMENT BY AND AMONG BASIC CHEMICALS COMPANY, LLC, KMG- BERNUTH, INC., AND KMG CHEMICALS INC. DATED AS OF JUNE 7, 2005
Asset Purchase Agreement • June 13th, 2005 • KMG Chemicals Inc • Chemicals & allied products • New York

This ASSET PURCHASE AGREEMENT (“Agreement”) is entered into on and effective as of this June 7, 2005, by and among KMG-BERNUTH, INC., a Delaware corporation (“Buyer”), BASIC CHEMICALS COMPANY, LLC, a Delaware limited liability company (“Seller”), and KMG CHEMICALS INC., a Delaware corporation (“Guarantor”). Seller and Buyer are each a “party” hereunder and collectively the “parties” hereunder.

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