CoBank Equities. (a) The Borrower and CoBank, in its capacity as a Lender, hereby acknowledge that the Borrower has, on or prior to the Closing Date and in connection with the Loans and Commitments made by CoBank, acquired equity in CoBank in such amount as is required on the Closing Date in accordance with CoBank’s bylaws and capital plan or similar documents, and such amount did not exceed the maximum amount permitted by the applicable bylaws, capital plan and related documents at such time. The Borrower acknowledges receipt of documents from CoBank that describe the nature of the Borrower’s stock and other equities in CoBank acquired in connection with its patronage loan from CoBank (the “CoBank Equities”) as well as applicable capitalization requirements as the same exist on the Closing Date, and agrees to be bound by the terms thereof. Notwithstanding anything to the contrary contained herein or in any other Loan Document, the parties hereto expressly agree that failure by the Borrower to comply with the applicable bylaws, capital plan and related documents of CoBank shall not constitute a Default or an Event of Default hereunder or under any other Loan Document and shall not give rise to any right or remedy of any Agent, Lender or other Secured Party or other Person under any Loan Document and the sole consequence of such event shall be that the Borrower shall not be permitted to participate in the patronage loan program of CoBank with respect to the Loans unless and until the Borrower has complied with such requirements and that, as a result of such non-compliance, CoBank may seek to assign its Loans and Commitments in accordance with the terms hereof.
CoBank Equities. (a) So long as CoBank is a Lender hereunder, the Borrower will acquire equity in CoBank in such amounts and at such times as CoBank may require in accordance with CoBank’s ByLaws and Capital Plan (as each may be amended from time to time), except that the maximum amount of equity that the Borrower may be required to purchase in CoBank in connection with the Loans made by CoBank may not exceed the maximum amount permitted by the ByLaws and the Capital Plan at the time this Agreement is entered into. The Borrower acknowledges receipt of a copy of (i) CoBank’s most recent annual report, and if more recent, CoBank’s latest quarterly report, (ii) CoBank’s Notice to Prospective Stockholders and (iii) CoBank’s ByLaws and Capital Plan, which describe the nature of all of the Borrower’s stock and other equities in CoBank acquired in connection with its patronage loan from CoBank (the “CoBank Equities”) as well as capitalization requirements, and agrees to be bound by the terms thereof.
CoBank Equities. So long as CoBank is a Lender hereunder, the Borrower will acquire equity in CoBank in such amounts and at such times as CoBank may require in accordance with CoBank’s bylaws and capital plan or similar documents (as each may be amended from time to time), except that the maximum amount of equity that the Borrower may be required to purchase in CoBank in connection with the portion of the Loans made by CoBank may not exceed the maximum amount permitted by the applicable bylaws, capital plan and related documents effective as of the Funding Date. The Borrower acknowledges receipt of documents from CoBank that describe the nature of the Borrower’s stock and other equities in CoBank acquired in connection with its patronage loan from CoBank (the “CoBank Equities”) as well as applicable capitalization requirements, and agrees to be bound by the terms thereof.
CoBank Equities. (a) Each party hereto acknowledges that CoBank’s Bylaws and Capital Plan (as each may be amended from time to time) shall govern (i) the rights and obligations of the parties with respect to the CoBank Equities and any patronage refunds or other distributions made on account thereof or on account of the Borrower’s patronage with CoBank, (ii) the Borrower’s eligibility for patronage distributions from CoBank (in the form of CoBank Equities and cash) and (iii) patronage distributions, if any, in the event of a sale of a participation interest. CoBank reserves the right to assign or sell participations in all or any part of its (or its affiliate’s) Commitments or outstanding Loans hereunder on a non-patronage basis.
CoBank Equities. So long as CoBank (or its affiliate) is a Lender hereunder, (i) maintain its status as an entity eligible to borrow from CoBank (or its affiliate) and (ii) acquire equity in CoBank in such amounts and at such times as CoBank may require in accordance with CoBank’s Bylaws and Capital Plan (as each may be amended from time to time), except that the maximum amount of equity that Borrower may be required to purchase in CoBank in connection with the Loans made by CoBank (or its affiliate) may not exceed the maximum amount permitted by the Bylaws and Capital Plan at the time this Agreement is entered into. The Borrower acknowledges receipt of a copy of (x) CoBank’s most recent annual report, and if more recent, CoBank’s latest quarterly report, (y) CoBank’s Notice to Prospective Stockholders and (z) CoBank’s Bylaws and Capital Plan, which describe the nature of all CoBank Equities as well as capitalization requirements, and agrees to be bound by the terms thereof.
CoBank Equities. (a) Each party hereto acknowledges that CoBank’s Bylaws and Capital Plan (as each may be amended from time to time) shall govern (x) the rights and obligations of the parties with
CoBank Equities. In addition to the other remedies set forth in this section, during the existence of any Event of Default, CoBank may at its sole discretion, but shall not be required to, (i) foreclose on its statutory first Lien on any of the Borrower’s stock, patronage refunds issued in the form of stock or otherwise constituting allocated units, patronage surplus (including any such surplus accrued by Xxxxxx for the account of Borrower) and other equities in Lender acquired in connection with, or because of the existence of, Xxxxxxxx’s patronage loan from Lender, and the proceeds of any of the foregoing (the “CoBank Equities”) and/or set off the value thereof or of any cash patronage against the Borrower’s obligations under this Agreement and the other Loan Documents; and (ii) without notice except as required by applicable Law, retire and cancel all or part of the CoBank Equities owned by or allocated to the Borrower in accordance with the Farm Credit Act of 1971 (as amended from time to time) and any regulations promulgated pursuant thereto in total or partial liquidation of the obligations under this Agreement and the other Loan Documents, for such value as may be required pursuant applicable Law and Lender’s Bylaws and Capital Plan (as each may be amended from time to time). Any setoff effectuated pursuant to the preceding clauses (i) or (ii) may be undertaken whether or not the obligations under this Agreement and the other Loan Documents are currently due and payable. CoBank shall have no obligation to retire the CoBank Equities upon any Event of Default or any other default, or at any other time, either for application to the obligations under this Agreement and the other Loan Documents or otherwise. The Borrower acknowledges that any corresponding tax liability associated with Xxxxxx’s application of the value of the CoBank Equities to any portion of such obligations is the sole responsibility of the Borrower. SOUTH DAKOTA SOYBEAN PROCESSORS, LLC Volga, South Dakota Agreement No. 18462590SLA-G
CoBank Equities. Each party hereto acknowledges that CoBank has a statutory first lien on all of the Borrower’s stock and other equities in CoBank (the “CoBank Equities”) pursuant to 12 USC 2131. Accordingly, and notwithstanding any other provision of this Agreement or any other Financing Agreement to the contrary: (i) CoBank’s statutory lien on the CoBank Equities shall be for CoBank’s sole and exclusive benefit and shall not be subject to this Agreement or any other Financing Agreement nor shall the CoBank Equities (or the proceeds thereof) be subject to pro rata sharing hereunder; (ii) CoBank shall have no obligation to retire the CoBank equities upon the Borrowers’ default or at any other time, either for application to the Liabilities or otherwise; and (iii) the CoBank Equities shall not be offset against the Liabilities to CoBank or otherwise taken into consideration for purposes of determining the Lenders’ pro rata shares hereunder.
