Exhibit 10.47





Exhibit
10.47




SECOND AMENDMENT TO

AMENDED AND RESTATED CREDIT AGREEMENT




THIS SECOND AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT (this “Amendment”),
dated as of March 18, 2010, is made by and among KMG CHEMICALS, INC., a Texas corporation,
KMG-BERNUTH, INC., a Delaware corporation, and KMG ELECTRONIC CHEMICALS, INC., a Texas corporation
(collectively, and as further defined in the Credit Agreement, the “Borrowers”), and
WACHOVIA BANK, N.A., a national banking association, as Agent and Collateral Agent as defined in
the Credit Agreement (hereinafter defined), those lenders executing this Amendment as Lenders, and
such other lenders (collectively, and as further defined in the Credit Agreement, the
“Lenders”) as may become a party to the Credit Agreement.



RECITALS:




A. Borrowers, Agent, Collateral Agent and Lenders have entered into that certain Amended and
Restated Credit Agreement dated as of December 31, 2007 (as heretofore amended, collectively, the
“Credit Agreement”).



B. Borrowers have requested that Agent, Collateral Agent and Lenders increase the amount of
the Revolving Loan (as defined in the Credit Agreement) and modify certain terms of the Credit
Agreement and Lenders have agreed to the same upon the terms and conditions set forth in this
Amendment.



NOW, THEREFORE, in consideration of the premises herein contained and other good and valuable
consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto
agree as follows:



ARTICLE I




DEFINITIONS




Section 1.01 Definitions Above. As used herein, the terms “Amendment,”
“Borrowers,” “Credit Agreement” and “Lenders” shall have the meanings as
set forth above.



Section 1.02 Definitions in Agreement. Capitalized terms used in this Amendment, to
the extent not otherwise defined herein, shall have the same meanings as set forth in the Credit
Agreement; without limiting the foregoing, the following terms are defined in the Credit Agreement:
“Agent,” “Collateral Agent,” “Credit Agreement Obligations,”
“Intercreditor Agreement,” “KMG-Bernuth,” “KMG ECI,” “Loan
Documents,” and “Revolving Loan”.



ARTICLE II




AMENDMENTS TO AGREEMENT




Section 2.01 Defined Terms. Section 1.2 of the Credit Agreement is hereby
amended as follows:


 


 









 






(a) The term “General Chemical” is added to read in full as follows:




“General Chemical” means General Chemical Performance Products LLC, a
Delaware limited liability company.




(b) The term “General Chemical Acquisition” is added to read in full as
follows:




“General Chemical Acquisition” means the acquisition described in the
General Chemical Acquisition Agreement for a purchase price in an amount not to
exceed $25,500,000.00, subject to adjustment for inventory and
proration as provided therein.




(c) The term “General Chemical Acquisition Agreement” is added to read in full
as follows:




“General Chemical Acquisition Agreement” means that certain Asset
Purchase Agreement dated February 25, 2010 by and between General Chemical and KMG
ECI.




(d) The term “Permitted Acquisitions” is amended by: (i) deleting the word
“and” at the end of clause (C), (ii) deleting the period (.) at the end of clause (D) and
inserting a semicolon (;) and the word “and”, and (iii) adding a new clause (E), to read in
full as follows: “(E) the General Chemical Acquisition.”




(e) The term “Revolving Loan Commitment” is amended to read in full as follows:




“Revolving Loan Commitment” means the lesser of (i) Fifty Million and
00/100 Dollars ($50,000,000.00) or (ii) the Borrowing Base.




(f) The term “Revolving Notes” is amended to read in full as follows:




“Revolving Notes” means (a) the following promissory notes, each
executed by the Borrowers: (i) Revolving Note dated March 18, 2010 in the face
amount of $30,000,000.00 payable to the order of Wachovia Bank, N.A., (ii) Revolving
Note dated March 18, 2010 in the face amount of $15,000,000.00 payable to the order
of Bank of America, N.A., (iii) Revolving Note dated December 31, 2007 in the face
amount of $2,500,000.00 payable to the order of The Prudential Life Insurance
Company of America, and (iv) Revolving Note dated December 31, 2007 in the face
amount of $2,500,000.00 payable to the order of Pruco Life Insurance Company; and
(b) any amendment to or modification of any such promissory note and any promissory
note given in extension or renewal of, or in substitution for, such promissory note.



Section 2.02 Lenders’ Credit Percentages. Exhibit D to the Credit Agreement
is hereby amended by substituting Exhibit D attached hereto for Exhibit D attached
to the Credit Agreement.


 


2









 





Section 2.03 Real Property Locations. Schedule 9.14 to the Credit Agreement
is hereby amended by substituting Schedule 9.14 attached hereto for Schedule 9.14
attached to the Credit Agreement.



Section 2.04 Patents, Copyrights, Etc. Schedule 9.18 to the Credit Agreement
is hereby amended by substituting Schedule 9.18 attached hereto for Schedule 9.18
attached to the Credit Agreement.



Section 2.05 Financial Covenants. Section 10.3 of the Credit Agreement is
hereby amended by restating Subsection 10.3 (A)(2) to read in full as follows:




(3) A ratio of (i) Funded Debt to (ii) the sum of Funded Debt plus Equity
Owners’ Equity of not more than 50% from May 1, 2009 through the Revolving Loan
Maturity Date and the Term Loan Maturity Date.



Section 2.06 Change of Address. Subsections 14.1(B) and (C) are hereby
amended as follows:




Each reference to:




Wachovia Bank, N.A.

2800 Post Oak Blvd., Suite 3400

Houston, Texas 77056

Attn: Dianne Felker, Senior Vice President




shall be amended to read in full as follows:




Wachovia Bank, N.A.

c/o Wells Fargo Bank, N.A.

2500 Citywest Blvd., Suite 1100

Houston, Texas 77042

Attn: John L. Kallina, Vice President.



ARTICLE III




CONDITIONS PRECEDENT




The effectiveness of this Agreement is conditioned upon the satisfaction of the following
further conditions which must be satisfied as of the date of this Amendment:



Section 3.01 Representations and Warranties True and Correct. The representations and
warranties contained herein and in all other Loan Documents, as amended hereby and by the other
documents given in connection with this Amendment, shall be true and correct as of the date hereof
except as previously disclosed to Lender.



Section 3.02 No Default. No Default or Event of Default shall exist.


 


3









 





Section 3.03 Closing of the General Chemical Acquisition. The Closing (as defined in
the General Chemical Acquisition Agreement) shall have been completed in all respects, the Purchase
Price (as defined in the General Chemical Acquisition Agreement) shall have been paid, all
conditions to the Closing shall have been satisfied or waived, and the documents delivered by the
parties to the General Chemical Acquisition Agreement shall be final and binding on the parties
thereto.



Section 3.04 Borrower Documents. Borrowers shall have executed and delivered to
Agent, for the benefit of the Lenders, the following documents, in form and substance satisfactory
to Agent in its sole discretion; each of such documents shall be a Loan Document:




(a) this Agreement;




(b) Revolving Notes payable to the Lenders in the following face amounts: (i)
Wachovia Bank, National Association — $30,000,000.00; and (ii) Bank of America, N.A. —
$15,000,000.00;




(c) Deed of Trust, Assignment of Rents, Security Agreement and Financing Statement
relating to real property in Hollister, California;




(d) First Amendment to Deed of Trust and Security Agreement relating to real property
owned by KMG ECI in Pueblo County, Colorado;




(e) First Amendment to Mortgage and Security Agreement relating to real property owned
by, KMG-Bernuth in Doniphan County, Kansas;




(f) ALTA Loan Policy of Title Insurance relating to property in Hollister, California;




(g) ALTA Form 11 Endorsement to the Loan Policy of Title Insurance relating to real
property owned by KMG ECI in Pueblo County, Colorado;




(h) ALTA Form 11 Endorsement to the Loan Policy of Title Insurance relating to real
property owned by, KMG-Bernuth in Doniphan County, Kansas; and




(i) Closing Certificates for each Borrower.



Section 3.05 Opinion of Counsel. Borrower’s outside legal counsel shall have
delivered to Agent a legal opinion in form and substance satisfactory to Agent in its sole
discretion.



Section 3.06 Amendment to Intercreditor Agreement. The parties to the Intercreditor
Agreement shall have executed and delivered to Agent and Collateral Agent an amendment to the
Intercreditor Agreement, in form and substance satisfactory to Agent in its sole discretion; such
document shall be a Loan Document.


 


4









 





Section 3.07 Seller’s Waiver and Consent. General Chemical and Borrower shall have
executed and delivered to Agent a Seller’s Waiver and Consent Agreement in form and substance
satisfactory to Agent in its sole discretion.



Section 3.08 Amendment to Note Purchase Agreement. Borrowers and the Purchasers (as
defined in the Note Purchase Agreement dated December 31, 2007 as more particularly described in
the Intercreditor Agreement) shall have executed and delivered among themselves an amendment to the
Note Purchase Agreement, granting such waivers and consents as may be required to permit the
Transaction.



ARTICLE IV




RATIFICATIONS, REPRESENTATIONS AND WARRANTIES




Section 4.01 Renewal and Extension of Revolving Notes. To the extent of
$35,000,000.00, the Revolving Notes of even date herewith in favor of Wachovia Bank, N.A. and Bank
of America, N.A. are given in renewal and extension, and not in extinguishment or novation, of the
Revolving Notes dated December 31, 2007 in favor of Wachovia Bank, N.A. and Bank of America, N.A.;
the Liens securing said Revolving Notes dated December 31, 2007 are hereby renewed and extended to
secure the Credit Agreement Obligations, and said Liens are hereby ratified and confirmed in every
respect by Borrowers and shall continue in full force and effect.



Section 4.02 Ratifications. The terms and provisions set forth in this Amendment
shall modify and supersede all inconsistent terms and provisions set forth in the Credit Agreement
and except as expressly modified and superseded by this Amendment, the terms and provisions of the
Credit Agreement are ratified and confirmed and shall continue in full force and effect. Borrowers
and Lenders agree that the Credit Agreement as amended hereby shall continue to be legal, valid,
binding and enforceable in accordance with its terms. The terms, provisions, and conditions of any
and all of the Loan Documents are hereby ratified and confirmed in every respect by Borrowers and
shall continue in full force and effect.



Section 4.03 Representations and Warranties. Borrowers hereby represent and warrant
to Lenders that:




(a) the execution, delivery and performance of this Amendment and any and all other
Loan Documents executed and/or delivered in connection herewith have been authorized by all
requisite corporate action on the part of Borrowers and will not violate the articles of
incorporation or bylaws of Borrowers;




(b) after giving effect to the modifications contained in this Amendment, and any other
Loan Document, the representations and warranties contained in the Credit Agreement are true
and correct in all material respects on and as of the date hereof except as previously
disclosed to Lenders;




(c) after giving effect to the modifications contained in this Amendment, no Default or
Event of Default has occurred and is continuing and no event or condition has
occurred that with the giving of notice or lapse of time or both would be a Default or
an Event of Default;


 


5









 






(d) after giving effect to the modifications contained in this Amendment, Borrowers are
in full compliance with all covenants and agreements contained in the Credit Agreement as
amended hereby; and




(e) Borrowers are not presently aware of any claim they have against Lenders, nor are
they aware of any claim any of their respective Subsidiaries have against Lenders, for
damages arising out of any prior action or inaction on the part of Lenders or their
representatives or agents.



ARTICLE V




MISCELLANEOUS




Section 5.01 Survival of Representations and Warranties. All representations and
warranties made in this Amendment or any other Loan Document including any Loan Document furnished
in connection with this Amendment shall survive the execution and delivery of this Amendment and
the other Loan Documents executed in connection with this Amendment.



Section 5.02 Reference to Agreement. Each of the Loan Documents, including the Credit
Agreement and any and all other agreements, documents, or instruments now or hereafter executed and
delivered pursuant to the terms hereof or pursuant to the terms of the Credit Agreement as amended
hereby, are hereby amended so that any reference in such Loan Documents to the Credit Agreement
shall mean a reference to the Credit Agreement as amended hereby.



Section 5.03 Expenses of Lender. As provided in the Credit Agreement, Borrowers agree
to pay on demand all reasonable costs and expenses incurred by Lenders in connection with the
preparation, negotiation, and execution of this Amendment and the other Loan Documents executed
pursuant hereto and any and all amendments, modifications, and supplements thereto, including
without limitation the reasonable costs and fees of Lenders’ legal counsel, and all reasonable
costs and expenses incurred by Lenders in connection with the enforcement or preservation of any
rights under the Credit Agreement as amended hereby, or any other Loan Document, including without
limitation the reasonable costs and fees of Agent’s legal counsel.



Section 5.04 Severability. Any provision of this Amendment held by a court of
competent jurisdiction to be invalid or unenforceable shall not impair or invalidate the remainder
of this Amendment and the effect thereof shall be confined to the provision so held to be invalid
or unenforceable.



Section 5.05 APPLICABLE LAW. THIS AMENDMENT IS ENTERED INTO AND PERFORMABLE IN HARRIS
COUNTY, TEXAS, AND THE SUBSTANTIVE LAWS, WITHOUT GIVING EFFECT TO PRINCIPLES OF CONFLICT OF LAWS,
OF THE UNITED STATES AND THE STATE OF TEXAS SHALL GOVERN THE CONSTRUCTION OF THIS AGREEMENT AND THE
DOCUMENTS EXECUTED AND DELIVERED PURSUANT
HERETO, AND THE RIGHTS AND REMEDIES OF THE PARTIES HERETO AND THERETO.


 


6









 





Section 5.06 Successors and Assigns. This Amendment is binding upon and shall inure
to the benefit of Lenders and Borrowers and their respective successors and assigns, except
Borrowers may not assign or transfer any of their rights or obligations hereunder without the prior
written consent of Lenders.



Section 5.07 Counterparts. This Amendment may be executed in one or more
counterparts, each of which when so executed shall be deemed to be an original, but all of which
when taken together shall constitute one and the same instrument.



Section 5.08 Effect of Waiver. No consent or waiver, express or implied, by Lenders
to or for any breach of or deviation from any covenant, condition or duty by Borrowers shall be
deemed a consent or waiver to or of any other breach of the same or any other covenant, condition
or duty.



Section 5.09 Headings. The headings, captions, and arrangements used in this
Amendment are for convenience only and shall not affect the interpretation of this Amendment.



Section 5.10 SECTION 26.02 NOTICE. THE CREDIT AGREEMENT, AS AMENDED BY THIS
AMENDMENT, AND ALL OTHER INSTRUMENTS, DOCUMENTS AND AGREEMENTS EXECUTED AND DELIVERED IN CONNECTION
WITH THE CREDIT AGREEMENT AND THIS AMENDMENT EMBODY THE FINAL, ENTIRE AGREEMENT AMONG THE PARTIES
HERETO AND SUPERSEDE ANY AND ALL PRIOR COMMITMENTS, AGREEMENTS, REPRESENTATIONS AND UNDERSTANDINGS,
WHETHER WRITTEN OR ORAL, RELATING TO THE CREDIT AGREEMENT AND THIS AMENDMENT, AND MAY NOT BE
CONTRADICTED OR VARIED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS OR SUBSEQUENT ORAL AGREEMENTS OR
DISCUSSIONS OF THE PARTIES HERETO.



THERE ARE NO UNWRITTEN ORAL AGREEMENTS AMONG THE PARTIES HERETO.




EXECUTED as of the date first written above.



[Remainder of page. Signatures appear on following pages.]




 


7









 







SIGNATURE PAGES — BORROWERS




	 	 	 	 	 
	 	KMG CHEMICALS, INC.

 	 
	 	By:  	/s/ J. Neal Butler
 	 
	 	 	J. Neal Butler
President and Chief Executive Officer 	 
	 	 	 	 
	 
	 	KMG-BERNUTH, INC.

 	 
	 	By:  	/s/ J. Neal Butler
 	 
	 	 	J. Neal Butler
President and Chief Executive Officer 	 
	 	 	 	 
	 
	 	KMG ELECTRONIC CHEMICALS, INC.

 	 
	 	By:  	/s/ J. Neal Butler
 	 
	 	 	J. Neal Butler
President and Chief Executive Officer 	 
	 	 	 	 



 


8









 





	 	 	 	 	 



SIGNATURE PAGE — WACHOVIA




	 	 	 	 	 
	 	WACHOVIA BANK, N.A.,
as Agent, Collateral Agent,
Lender and Issuing Lender

 	 
	 	By:  	/s/ John L. Kallina
 	 
	 	 	John L. Kallina
Vice President 	 
	 	 	 	 
	 



Instructions for Wire Transfers to Agent:




Wachovia Bank, N.A.

Charlotte, NC

ABA Number: 053 000 219

Account Number: 01459670001944

Account Name: Agency Svcs Synd Clearing

Payment Details: KMG Chemicals



 


9









 





SIGNATURE PAGE — BANK OF AMERICA




	 	 	 	 	 
	 	BANK OF AMERICA, N.A.,
as a Lender

 	 
	 	By:  	/s/ Shawyna Jarrett
 	 
	 	 	Name:  	Shawyna Jarrett 	 
	 	 	Title:  	Vice President 	 



 


10









 





	 	 	 	 	 



SIGNATURE PAGE — THE PRUDENTIAL INSURANCE COMPANY OF AMERICA




	 	 	 	 	 
	 	THE PRUDENTIAL INSURANCE
COMPANY OF AMERICA,
as a Lender

 	 
	 	By:  	/s/ Brian N. Thomas
 	 
	 	 	Name:  	Brian N. Thomas 	 
	 	 	Title:  	Vice President 	 



 


11









 





	 	 	 	 	 



SIGNATURE PAGE — PRUCO LIFE INSURANCE COMPANY




	 	 	 	 	 
	 	PRUCO LIFE INSURANCE COMPANY,
as a Lender

 	 
	 	By:  	/s/ Brian N. Thomas
 	 
	 	 	Name:  	Brian N. Thomas 	 
	 	 	Title:  	Vice President 	 



 


12









 





	 	 	 	 	 



EXHIBIT D




LENDERS’ CREDIT PERCENTAGES




	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	Revolving Loan	 	 	Term Loan	 	 	 	 
	 	 	Commitment and	 	 	Commitment and	 	 	Total Loans and	 
	 	 	Revolving Loan	 	 	Term Loan	 	 	Total Credit	 
	Lender	 	Credit Percentage	 	 	Credit Percentage	 	 	Percentage	 
	Wachovia Bank, N.A.
	 	$	30,000,000	 	 	$	20,000,000	 	 	$	50,000,000	 
	 
	 	 	60.00	%	 	 	57.14	%	 	 	58.82352	%
	Bank of America, N.A.
	 	$	15,000,000	 	 	$	10,000,000	 	 	$	25,000,000	 
	 
	 	 	30.00	%	 	 	28.57	%	 	 	29.41176	%
	The Prudential Insurance Company of America
	 	$	2,500,000	 	 	$	2,500,000	 	 	$	5,000,000	 
	 
	 	 	5.00	%	 	 	7.145	%	 	 	5.88235	%
	Pruco Life Insurance Company
	 	$	2,500,000	 	 	$	2,500,000	 	 	$	5,000,000	 
	 
	 	 	5.00	%	 	 	7.145	%	 	 	5.88235	%
	Total
	 	$	50,000,000	 	 	$	35,000,000	 	 	$	85,000,000	 
	 
	 	 	100	%	 	 	100	%	 	 	100	%







 


 









 





SCHEDULE 9.14




Listing of Real Property




	 	 	 
	Owned by KMG-Bernuth, Inc.:	 	Leased with KMG-Bernuth, Inc.:
	KMG-Bernuth, Inc.

2910 3rd Street

Tuscaloosa, Alabama 35401

Tuscaloosa County

	 	KMG Chemicals, Inc. and KMG-Bernuth, Inc.
(Leased office space)

9555 W. Sam Houston Parkway S., Suite 600

Houston, Texas 77099

Harris County
	 
	 	 
	KMG-Bernuth, Inc.

15th and Oak Street

Elwood, Kansas 66024

Doniphan County

	 	Gulf Facilities (Third Party Warehouse)

Port of Brownsville

Donald L Fouest Mineral Loop

Brownsville, Texas 78521
Cameron County
	 
	 	 
	 

	 	IMTT (Third Party Tank storage facility)

5450 River Road

Avondale, Louisiana 70094

Jefferson County
	 
	 	 
	 

	 	BMS Logistics (Third Party Warehouse)

615 Albemarle

St. Joseph, MO 64501






 


 









 





SCHEDULE 9.14

Listing of Real Property (continued)




	 	 	 
	Owned by KMG Electronic Chemicals, Inc.:	 	Third Party Warehouse Locations for the HPPC business of
KMG Electronic Chemicals, Inc.:
	KMG Electronic Chemicals, Inc.

250 William White Blvd

Pueblo, CO 81001

	 	MEMC

6800 S. US Hwy 75

Sherman, TX 75092
	 
	 	 
	KMG Electronic Chemicals, Inc.

2340 Bert Drive

Hollister, CA 95023

	 	Air Products

8201 S. Central Expressway

Dallas TX 75241-7819
	 
	 	 
	 

	 	Air Products

400 Island Park Rd

Easton PA 18042-6814
	 
	 	 
	 

	 	Doe & Ingals

25 Commercial Street

Medford, MA
	 
	 	 
	 

	 	Doe & Ingals

5401 Lewis Avenue

Sandston, VA 23150
	 
	 	 
	 

	 	Hisco

8330 Cross Park Drive

Austin, TX 78754
	 
	 	 
	 

	 	Rinchem Company

6838 W. Frye Road

Chandler, AZ 85226
	 
	 	 
	 

	 	Rinchem Company

2150 Executive Circle

Colorado Springs, CO 80900
	 
	 	 
	 

	 	Rinchem Company/Monsanto

465 Lancaster Road

Leominster, MA 01453
	 
	 	 
	 

	 	Rinchem Company

917 Lone Oak Road, Suite 100

Eagan, MN 55379
	 
	 	 
	 

	 	Rinchem Company

6133 Edith Blvd NE

Albuquerque, NM 87107
	 
	 	 
	 

	 	Rinchem Company

4605 NW 235th

Hillsboro, OR 97124
	 
	 	 
	 

	 	Rinchem Company

13570 Rosecrans Avenue

Santa Fe Springs, CA 90670
	 
	 	 
	 

	 	Rinchem Company

111 Hayes Memorial Drive

Marlborough, MA 01752-5803
	 
	 	 
	 

	 	Rinchem Company

5178 W. 150th South

Salt Lake City, UT 84104-6003
	 
	 	 
	 

	 	Rinchem Company

6205 Engle Way Ste H

Gilroy, CA 95020-7012
	 
	 	 
	 

	 	Rinchem Company

202 W. Wyck St.

Winchester VA 22601






 


 









 





	 	 	 
	Owned by KMG Electronic Chemicals, Inc.:	 	Third Party Warehouse Locations for the HPPC business of
KMG Electronic Chemicals, Inc.:
	 

	 	Chemical Logistics

13812 Dex Drive

Dallas TX 75244
	 
	 	 
	 

	 	Hubbard Hall

100 Progress Way

Wilmington MA 01887
	 
	 	 
	 

	 	High Purity Products

5740 NW Front Avenue

Portland, OR 97210
	 
	 	 
	 

	 	Univar

1804 N 20th Street

Nampa ID 83687






 


 









 





SCHEDULE 9.18




Intellectual Property




The patents and trademarks described below are owned by KMG ECI:




	 	1.	 	The following registered patents:







	 	 	 	 	 	 	 	 	 	 	 	 	 
	Docket #	 	Title	 	Patent Number	 	Grant Date	 	Country	 	Status
	GC-211

	 	Stable Metal-Safe
Stripper for
Removing Cured
Negative-Tone
Novolak and Acrylic
Photoresists and
Post-Etch Residue
	 	 	6,551,973	 	 	4/22/2003
	 	USA
	 	Granted
	GC-215

	 	Cured Polymers
Dissolving
Compositions
	 	 	6,818,608	 	 	11/16/2004
	 	USA
	 	Granted
	GC-216

	 	Spin-On Adhesive
for Temporary Wafer
Coating and
Mounting to Support
Thinning and
Backside Processing
	 	 	6,869,894	 	 	3/22/2005
	 	USA
	 	Granted
	GC-216 DIV

	 	Adhesive Support
Method for Wafer
Coating, Thinning,
and Backside
Processing
	 	 	7,098,152	 	 	8/29/2006
	 	USA
	 	Granted
	GC-217

	 	Improved Etchants
Containing
Filterable
Surfactant
	 	 	7,112,289	 	 	9/26/2006
	 	USA
	 	Granted
	GC-217 CIP

	 	Filterable
Surfactant
Composition
	 	 	7,241,920	 	 	7/10/2007
	 	USA
	 	Granted
	GC-228

	 	Stripper for Cured
Negative-Tone
Isoprene-Based
Photoresist and
Bisbenzocyclobutene
Coatings
	 	 	7,183,245	 	 	2/27/2007
	 	USA
	 	Granted
	GC-239

	 	High Temperature
and Chemical
Resistant Process
for Wafer Thinning
and Backside
Processing
	 	 	7,232,770	 	 	6/19/2007
	 	USA
	 	Granted





 


 









 






	 	2.	 	The following registered trademarks:






	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	Registration	 	Registration	 	 	 	 	 	Expiration	 	 
	Mark Name	 	Number	 	Date	 	Country	 	Prior Owner	 	Date	 	Status
	BOE

	 	TMA362,305
	 	11/3/1989
	 	Canada
	 	General Chemical Canada, LTD
	 	11/3/2019
	 	Registered
	Class 10

	 	TMA362,306
	 	11/3/1989
	 	Canada
	 	General Chemical Canada, LTD
	 	11/3/2019
	 	Registered
	PAE

	 	TMA364,643
	 	1/19/1990
	 	Canada
	 	General Chemical Canada, LTD
	 	1/19/2020
	 	Registered
	Particu-Lo

	 	TMA362,307
	 	11/3/1989
	 	Canada
	 	General Chemical Canada, LTD
	 	11/3/2019
	 	Registered
	Particu-Lo LTM2

	 	 	2,189,410	 	 	9/15/1998
	 	USA
	 	GenTek Holding, LLC (as
successor in interest to
General Chemical
Corporation)
	 	9/15/2018
	 	Registered
	BOE

	 	 	993,278	 	 	9/24/1974
	 	USA
	 	General Chemical
Performance Products LLC
	 	9/24/2014
	 	Registered
	Class 10(2)

	 	 	1,810,352	 	 	12/14/1993
	 	USA
	 	General Chemical
Performance Products LLC
	 	12/14/2013
	 	Registered
	GenTak

	 	 	2,755,775	 	 	8/26/2003
	 	USA
	 	General Chemical
Performance Products LLC
	 	8/26/2013
	 	Registered
	MAE

	 	 	1,249,534	 	 	8/30/1983
	 	USA
	 	General Chemical
Performance Products LLC
	 	8/30/2013
	 	Registered
	PAE(2)

	 	 	1,847,521	 	 	8/2/1994
	 	USA
	 	General Chemical
Performance Products LLC
	 	8/2/2014
	 	Registered
	Particu-Lo

	 	 	1,533,823	 	 	4/11/1989
	 	USA
	 	General Chemical
Performance Products LLC
	 	4/11/2009
	 	Registered
	TechPure

	 	 	3,043,147	 	 	1/17/2006
	 	USA
	 	General Chemical
Performance Products LLC
	 	1/17/2016
	 	Registered
	Trillium

	 	 	2,704,568	 	 	4/8/2003
	 	USA
	 	General Chemical
Performance Products LLC
	 	4/8/201
	 	Registered






	 	3.	 	General Chemical manufactures and sells a product under the trade name SPINETCH. The
ownership of this mark and the know how for the production of the product is claimed by
BASF. General Chemical pays a semi-annual royalty of 4% on net sales to BASF for use of
the product. This ongoing relationship is based upon an expired written agreement.






Schedule 9.18 — 2