0001193125-05-054117 Sample Contracts

WARRANT AGREEMENT Dated as of December 21, 2004 among TERRA INDUSTRIES INC. PERRY PRINCIPALS INVESTMENTS LLC CITIGROUP FINANCIAL PRODUCTS INC. and VÄRDE INVESTMENT PARTNERS, L.P.
Warrant Agreement • March 17th, 2005 • Terra Industries Inc • Agricultural chemicals • New York

WARRANT AGREEMENT, dated as of December 21, 2004 among TERRA INDUSTRIES, INC. (the “Company”), PERRY PRINCIPALS INVESTMENTS LLC (“Perry”), CITIGROUP FINANCIAL PRODUCTS INC. (“CFPI”), and VÄRDE INVESTMENT PARTNERS, L.P. (“Värde”, and together with Perry and CFPI, the “Initial Holders”).

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REGISTRATION RIGHTS AGREEMENT among TERRA INDUSTRIES INC., and the WARRANTHOLDERS NAMED HEREIN Dated as of December 21, 2004
Registration Rights Agreement • March 17th, 2005 • Terra Industries Inc • Agricultural chemicals • New York

REGISTRATION RIGHTS AGREEMENT, dated as of December 21, 2004 (the “Agreement”), among TERRA INDUSTRIES INC., a Maryland corporation (the “Company”) and the warrantholders named on the signature pages hereto or who become a party to this Agreement subsequent to the date hereof (each referred to as a “Warrantholder” and collectively as “Warrantholders”). Certain capitalized terms are defined in Section 8 hereof.

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