WAIVER OF PRESENTMENT AND NOTICE OF DISHONOR. BORROWER and any other person who signs, guarantees or endorses this CONSTRUCTION NOTE, to the extent allowed by law, hereby waives presentment, demand for payment, notice of dishonor, protest, and any notice relating to the acceleration of the maturity of this CONSTRUCTION NOTE. Executed as of the Note Date first above written. CARDINAL ETHANOL, LLC, an Indiana limited liability company By: Txxx Xxxxxxxx, President STATE OF INDIANA ) ) ss. COUNTY OF ) On this 19th day of December, 2006, before me, the undersigned, a Notary Public in and for said County and State, personally appeared Txxx Xxxxxxxx, known to me to be the President of Cardinal Ethanol, LLC, an Indiana limited liability company, and acknowledged the execution of the foregoing Construction Note for and on behalf of such limited liability company. Notary Public Notary Public (Printed Signature) My County of Residence Is: My Commission Expires: EXHIBIT B Fixed Rate Note Note Date: $41,500,000.00 Maturity Date: FOR VALUE RECEIVED, CARDINAL ETHANOL, LLC, an Indiana limited liability company (“BORROWER”), promises to pay to the order of FIRST NATIONAL BANK OF OMAHA (“BANK”), at its principal office or such other address as BANK or holder may designate from time to time, the principal sum of Forty-One Million Five Hundred Thousand and 00/100 Dollars ($41,500,000.00), or the amount shown on BANK’s records to be outstanding, plus interest (calculated on the basis of actual days elapsed in a 360-day year) accruing each day on the unpaid principal balance at the annual interest rates defined below. Absent manifest error, BANK’s records shall be conclusive evidence of the principal and accrued interest owing hereunder. This FIXED RATE NOTE is executed pursuant to a Construction Loan Agreement between BORROWER and BANK dated as of December 19, 2006, (the Construction Loan Agreement, together with all amendments, modifications and supplements thereto and all restatements and replacements thereof is called the “AGREEMENT”). All capitalized terms not otherwise defined in this note shall have the meanings provided in the AGREEMENT.
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WAIVER OF PRESENTMENT AND NOTICE OF DISHONOR. BORROWER and any other person who signs, guarantees or endorses this CONSTRUCTION NOTE, to the extent allowed by law, hereby waives presentment, demand for payment, notice of dishonor, protest, and any notice relating to the acceleration of the maturity of this CONSTRUCTION NOTE. Executed as of the Note Date first above written. CARDINAL ETHANOLPlatte Valley Fuel Ethanol, LLCLLC by Fxxxx, an Indiana limited liability company Inc., managing member By: Txxx XxxxxxxxRxxxxx “Rxx” Fxxxx, CEO and President STATE OF INDIANA ) ) ss. COUNTY OF ) On this 19th day of December, 20062003, before me, the undersigned, a Notary Public in and for said County and StatePublic, personally appeared Txxx XxxxxxxxRxxxxx “Rxx” Fxxxx, known to me to be the CEO and President of Cardinal Fxxxx, Inc., on behalf of said entity as managing member of Platte Valley Fuel Ethanol, LLC, an Indiana limited liability companywho executed the foregoing instrument, and acknowledged that he executed the execution same as his voluntary act and deed, as well as that of the foregoing Construction Note for and on behalf of such limited liability companycorporation. Notary Public Notary Public (Printed Signature) My County of Residence Is: My Commission Expires: EXHIBIT B Fixed Rate Note Omaha, Nebraska $3,500,000.00 Note Date: $41,500,000.00 December 10, 2003 Maturity Date: FOR VALUE RECEIVEDDecember 9, CARDINAL ETHANOL2004 On or before December 9, LLC2004, an Indiana limited liability company Platte Valley Fuel Ethanol, LLC (“BORROWER”), ) promises to pay to the order of FIRST NATIONAL BANK OF OMAHA First National Bank of Omaha (“BANK”)) at any of its offices in Omaha, at its Nebraska the principal office sum hereof, which shall be Three Million Five Hundred Thousand Dollars ($3,500,000.00) or such other address so much thereof as may have been advanced by BANK or holder may designate and shown on the records of the BANK to be outstanding, under this Note and the loan agreement executed by the BANK and BORROWER dated as of December 10, 2003, as it may, from time to time, be amended. Interest on the principal sum of Forty-One Million Five Hundred Thousand and 00/100 Dollars ($41,500,000.00), or amount outstanding shall accrue based on the amount shown on BANK’s records to one month LIBOR RATE plus 380 basis points. Interest shall be outstanding, plus interest (calculated on the basis of actual days elapsed in a 360-day year) accruing each day , counting the actual number of days elapsed. Interest on this promissory note shall be payable monthly in arrears. The interest rate applicable to this promissory note is subject to reduction after a date six months subsequent to COMPLETION DATE, based on the unpaid principal balance at business results of BORROWER. During any one month INTEREST PERIOD that BORROWER maintains the annual following ratios, measured for the prior INTEREST PERIOD, and after BANK receipt of quarter compliance certificate which quarter shall include the prior INTEREST PERIOD, the interest rates defined below. Absent manifest error, BANK’s records shall will be conclusive evidence of adjusted according for the principal and accrued interest owing hereunder. next INTEREST PERIOD: is: Interest rate will be: Less than 1.15 : 1.00 but greater than 1.00 : 1.00 one month LIBOR RATE plus 330 basis points Less than 1.00 : 1.00 but greater than .75 : 1.00 one month LIBOR RATE plus 300 basis points Less than or equal to .75 : 1:00 one month LIBOR RATE plus 280 basis points This FIXED RATE NOTE note is executed pursuant to a Construction Loan Agreement between BORROWER and BANK dated as of December 1910, 20062003, between BANK and BORROWER (the Construction Loan Agreement, together with all amendments, modifications and supplements thereto and all restatements and replacements thereof is called the “AGREEMENT”). The AGREEMENT contains additional terms of this Note, including, but not limited to enumerated events of default, and the granting of liens to secure BORROWER’s performance. All capitalized terms not otherwise defined in this note herein shall have the same meanings as set forth in the AGREEMENT. As provided in the AGREEMENT, upon any such enumerated default, BANK may accelerate the due date of this Note and declare all obligations set forth herein immediately due and payable, and BANK shall also have such other remedies as are described in the AGREEMENT and are provided by law. All makers and endorsers hereby waive presentment, demand, protest and notice of dishonor, consent to any number of extensions and renewals for any period without notice; and consent to any substitution, exchange or release of collateral, and to the addition or releases of any other party primarily or secondarily liable. Executed as of the 10th day of December, 2003. by Fxxxx, Inc., managing member By: Rxxxxx “Rxx” Fxxxx, CEO and President STATE OF ) ) ss. COUNTY OF ) On this day of 2003, before me, the undersigned, a Notary Public, personally appeared Rxxxxx “Rxx” Fxxxx, the CEO and President of Fxxxx, Inc., on behalf of said entity as managing member of Platte Valley Fuel Ethanol, LLC, who executed the foregoing instrument, and acknowledged that he executed the same as his voluntary act and deed, as well as that of the corporation. Notary Public SWAP NOTE Schedule of Payments 03/20/2004 0.00 + Accrued Interest 16,450,000.00 06/20/2004 0.00 + Accrued Interest 16,450,000.00 09/20/2004 0.00 + Accrued Interest 16,450,000.00 12/20/2004 327,714.40 + Accrued Interest 16,122,285.60 03/20/2005 333,431.91 + Accrued Interest 15,788,853.69 06/20/2005 333,236.68 + Accrued Interest 15,455,617.01 09/20/2005 337,051.87 + Accrued Interest 15,118,565.14 12/20/2005 342,792.16 + Accrued Interest 14,775,772.98 03/20/2006 348,512.85 + Accrued Interest 14,427,260.13 06/20/2006 348,825.41 + Accrued Interest 14,078,434.72 09/20/2006 352,819.08 + Accrued Interest 13,725,615.64 12/20/2006 358,566.54 + Accrued Interest 13,367,049.10 03/20/2007 364,290.56 + Accrued Interest 13,002,758.54 06/20/2007 365,134.37 + Accrued Interest 12,637,624.17 09/20/2007 369,314.76 + Accrued Interest 12,268,309.41 12/20/2007 375,069.72 + Accrued Interest 11,893,239.69 03/20/2008 379,317.18 + Accrued Interest 11,513,922.51 06/20/2008 382,179.89 + Accrued Interest 11,131,742.62 09/20/2008 386,555.43 + Accrued Interest 10,745,187.19 12/20/2008 392,318.23 + Accrued Interest 10,352,868.96 03/20/2009 398,049.38 + Accrued Interest 9,954,819.58 06/20/2009 400,029.89 + Accrued Interest 9,554,789.69 09/20/2009 9,554,789.69 + Accrued Interest 0.00 Platte Valley Fuel Ethanol, LLC 2000086433-006 Note Date: September 20, 2004 $5,000,000.00 Effective Date: April 25, 2005 Maturity Date: September 20, 2009 This AMENDMENT made as of the 25th day of April, 2005, by and between PLATTE VALLEY FUEL ETHANOL, LLC, a Nebraska limited liability company (“BORROWER”) and First National Bank of Omaha (the “BANK”) who executed a promissory note dated September 20, 2004, in the original principal amount of Five Million Dollars ($5,000,000.00), a true and correct copy of which is attached.
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WAIVER OF PRESENTMENT AND NOTICE OF DISHONOR. BORROWER and any other person who signs, guarantees or endorses this CONSTRUCTION LONG TERM REVOLVING NOTE, to the extent allowed by law, hereby waives presentment, demand for payment, notice of dishonor, protest, and any notice relating to the acceleration of the maturity of this CONSTRUCTION LONG TERM REVOLVING NOTE. Executed as of the Note Date first above written. CARDINAL ETHANOL, LLC, an Indiana limited liability company By: Txxx Xxxxxxxx, President STATE OF INDIANA ) ) ss. COUNTY OF ) On this 19th day of December, 2006, before me, the undersigned, a Notary Public in and for said County and State, personally appeared Txxx Xxxxxxxx, known to me to be the President of Cardinal Ethanol, LLC, an Indiana limited liability company, and acknowledged the execution of the foregoing Construction Note for and on behalf of such limited liability company. Notary Public Notary Public (Printed Signature) My County of Residence Is: My Commission ExpiresTitle: EXHIBIT B Fixed Rate E Revolving Promissory Note Omaha, Nebraska $ Note Date: $41,500,000.00 September 20, 2007 Maturity Date: FOR VALUE RECEIVEDSeptember 19, CARDINAL ETHANOL2008 On or before September ____, LLC2008, an Indiana limited liability company ONE EARTH ENERGY, LLC (“"BORROWER”"), promises to pay to the order of FIRST NATIONAL BANK OF OMAHA (“"BANK”") at any of its offices in Omaha, Nebraska the principal sum hereof, which shall be _____________ and no/100 Dollars ($_________________) or so much thereof as may have been advanced by BANK and shown on the records of BANK to be outstanding under this REVOLVING PROMISSORY NOTE and the AGREEMENT (as defined below), at its . Interest on the principal office or such other address as BANK or holder may designate balance from time to timetime outstanding will be payable at a rate equal to the one month LIBOR RATE plus three hundred ten (310) basis points from time to time until maturity as such rate will be adjusted as provided for in the AGREEMENT, and at a rate equal to the principal sum of Forty-One Million Five Hundred Thousand and 00/100 Dollars one month LIBOR RATE plus nine hundred ten ($41,500,000.00)910) basis points from time to time after maturity, whether by acceleration or the amount shown on BANK’s records to otherwise. Interest shall be outstanding, plus interest (calculated on the basis of actual days elapsed in a 360-day year) accruing each day , counting the actual number of days elapsed. Interest on the unpaid principal balance at the annual interest rates defined below. Absent manifest error, BANK’s records REVOLVING LOAN shall be conclusive evidence payable quarterly, in arrears. The interest rate applicable to this REVOLVING NOTE is subject to reduction after a date six months subsequent to the CONSTRUCTION LOAN TERMINATION DATE, as provided for in Section 2.15 of the principal and accrued interest owing hereunderAGREEMENT. This FIXED RATE REVOLVING PROMISSORY NOTE is executed pursuant to a that certain Construction Loan Agreement dated September 20, 2007 between BANKS and BORROWER and BANK dated as of December 19, 2006, (the Construction Loan Agreement, together with all amendments, modifications and supplements thereto and all restatements and replacements thereof is called the (“AGREEMENT”). The AGREEMENT, and any amendments or substitutions thereof or thereto, contains additional terms and conditions, including default and acceleration provisions, which are incorporated into this REVOLVING PROMISSORY NOTE by reference. All capitalized terms not otherwise defined in this note herein shall have the same meanings as set forth in the AGREEMENT. The aggregate unpaid principal amount hereof plus interest shall become immediately due and payable without demand or further action on the part of BANK upon the occurrence of an EVENT OF DEFAULT as set forth under the AGREEMENT or any other LOAN DOCUMENT. If the maturity date of this REVOLVING PROMISSORY NOTE is accelerated as a consequence of an EVENT OF DEFAULT, then BANK shall have all the rights and remedies provided for in the AGREEMENT, the other LOAN DOCUMENTS or otherwise available at law or in equity. The rights, powers, privileges, options and remedies of BANK provided in the AGREEMENT., the other LOAN DOCUMENTS or otherwise available at law or in equity shall be cumulative and concurrent, and may be pursued singly, successively or together at the sole discretion of BANK, and may be exercised as often as occasion therefor shall occur. No delay or discontinuance in the exercise of any right, power, privilege, option or remedy shall be deemed a waiver of such right, power, privilege, option or remedy, nor shall the exercise of any right, power, privilege, option or remedy be deemed an election of remedies or a waiver of any other right, power, privilege, option or remedy. Without limiting the generality of the foregoing, BANK’s waiver of an EVENT OF DEFAULT shall not constitute a waiver of acceleration in connection with any future EVENT OF DEFAULT. BANK may rescind any acceleration of this REVOLVING PROMISSORY NOTE without in any way waiving or affecting any acceleration of this REVOLVING PROMISSORY NOTE in the future as a consequence of an EVENT OF DEFAULT. BANK’s acceptance of partial payment or partial performance shall not in any way affect or rescind any acceleration of this REVOLVING PROMISSORY NOTE made by BANK. Unless prohibited by law, BORROWER will pay on demand all reasonable costs of collection, reasonable legal expenses and reasonable attorneys’ fees and costs incurred or paid by BANK in collecting and/or enforcing this REVOLVING PROMISSORY NOTE. Furthermore, BANK reserves the right to offset without notice all funds held by BANK against debts owing to BANK by BORROWER. All makers and endorsers hereby waive presentment, demand, protest and notice of dishonor, consent to any number of extensions and renewals for any period without notice; and consent to any substitution, exchange or release of collateral, and to the addition or releases of any other party primarily or secondarily liable. Executed as of the Note Date set forth above. limited liability company By: Title: FIRST NATIONAL EXHIBIT F Real Estate Description All that part of the South 1204.28 Feet of the South Half of Section 3, Township 23 North, Range 7 East of the Third Principal Meridian, Ford County, Illinois, lying east of the Northerly Extension of the East Line of a tract of land conveyed to Ameren Energy Generating Company by Special Warranty Deed recorded September 11, 2000, as Document No. 216254 in the Ford County Recorder’s Office, and lying west of the Northerly Extension of the East Line of the West 250 Feet of the Northeast Quarter of Section 10, Township 23 North, Range 7 East of the Third Principal Meridian, situated in the City of Xxxxxx, County of Ford and State of Illinois. Said Parcel 1 contains 34.00 acres, more or less. A part of the Northwest Quarter of Section 10, Township 23 North, Range 7 East of the Third Principal Meridian, Xxxxxx City, Ford County, Illinois, more particularly described as follows: Beginning at the Northeast Corner of Lot 4 in the First Addition to Jordan Industrial Park Subdivision in the City of Xxxxxx City, Illinois, according to the Plat recorded as Document No. 205053 in the Ford County Recorder’s Office. From said Point of Beginning, thence west 1146.34 feet along the North Line of said Lot 4 to the Northwest Corner thereof; thence north 543.85 feet along the East Right-of-Way line of Jordan Drive according to the Dedication thereof recorded as Document No. 212435 in said Recorder’s Office which forms an angle to the left of 90°00’00” with the last described course; thence east 20.00 feet along said Right-of-Way Line which forms an angle to the left of 89°39’36” with the last described course; thence north 30.00 feet along said Right-of-Way Line which forms an angle to the left of 270°20’24” with the last described course to the Southwest Corner of Parcel 4 conveyed to Ameren Energy Generating Company by Warranty Deed recorded as Document No. 235733 in said Recorder’s Office; thence east 150.65 feet along the South Line of said Parcel 4 which forms an angle to the left of 89°39’36” with the last described course to the Southeast Corner thereof; thence north 580.00 feet along the East Line of said Parcel 4 and the East Line of a Tract of Land conveyed by Special Warranty Deed recorded as Document No. 216254 in said Recorder’s Office, which lines form an angle to the left of 269°57’50” with the last described course to the Northeast Corner of said Tract, said Northeast Corner being on the North Line of the Northwest Quarter of said Section 10; thence east 979.71 feet along said North Line which forms an angle to the left of 90°02’10” with the last described course to the Northeast Corner of the Northwest Quarter of said Section 10; thence south 1147.04 feet along the East Line of the Northwest Quarter of said Section 10 which forms an angle to the left of 89°57’15; with the last described course to the Point of Beginning, situated in the County of Ford and State of Illinois, containing 28.07 acres, more or less. Lot 4 in the First Addition to Jordan Industrial Park Subdivision in the City of Xxxxxx, Ford County, Illinois, according to the Plat recorded as Document No. 205053 in the Ford County Recorder’s
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WAIVER OF PRESENTMENT AND NOTICE OF DISHONOR. BORROWER and any other person who signs, guarantees or endorses this CONSTRUCTION NOTEpromissory note, to the extent allowed by law, hereby waives presentment, demand for payment, notice of dishonor, protest, and any notice relating to the acceleration of the maturity of this CONSTRUCTION NOTEpromissory note. Executed as DAKOTA ETHANOL, L.L.C. By /s/ XXXX X. XXX XXXX Xxxx X. Xxx Xxxx, Chairman of the Note Date first above written. CARDINAL ETHANOL, LLC, an Indiana limited liability company By: Txxx Xxxxxxxx, President Board of Governors STATE OF INDIANA SOUTH DAKOTA ) ) ss. COUNTY OF MINNEHAHA ) On this 19th 26th day of DecemberNovember, 20062002, before me, the undersigned, a Notary Public in and for said County and StatePublic, personally appeared Txxx XxxxxxxxXxxx Xxx Xxxx, known to me to be Chairman of the President Board of Cardinal Governors of Dakota Ethanol, LLCL.L.C., an Indiana limited liability companyon behalf of said entity, who executed the foregoing instrument, and acknowledged that he executed the execution of the foregoing Construction Note for same as his voluntary act and on behalf of such limited liability companydeed. /s/ XXXXX X. XXXX Notary Public Notary Public (Printed Signature) My County of Residence Is: My Commission Expires: EXHIBIT B Fixed Rate Note Note Date: November 1, 2002 $41,500,000.00 5,000,000.00 Maturity Date: September 1, 2011 FOR VALUE RECEIVED, CARDINAL DAKOTA ETHANOL, LLCL.L.C., an Indiana a South Dakota limited liability company (“"BORROWER”), ") promises to pay to the order of FIRST NATIONAL BANK OF OMAHA First National Bank of Omaha (“"BANK”"), at its principal office or such other address as BANK or holder may designate from time to time, the principal sum of Forty-One Five Million Five Hundred Thousand and 00/100 no hundredths Dollars ($41,500,000.005,000,000.00), or the amount shown on the BANK’s 's records to be outstanding, plus interest (calculated on the basis of actual days elapsed in a 360-day year) accruing each day on the unpaid principal balance at the annual interest rates defined below. Absent manifest error, the BANK’s 's records shall be conclusive evidence of the principal and accrued interest owing hereunder. This FIXED RATE NOTE promissory note is executed pursuant to a Construction Loan Agreement ("CONSTRUCTION LOAN AGREEMENT") between BORROWER and BANK dated as of December 19September 25, 20062000, (as it may have been amended, from time to time. This promissory note is a modification or substitution for the Construction Loan Agreement, together with all amendments, modifications and supplements thereto and all restatements and replacements thereof is called the “AGREEMENT”)TERM NOTE described therein. All capitalized terms not otherwise defined in this note shall have the meanings provided in the CONSTRUCTION LOAN AGREEMENT.
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Samples: Construction Loan Agreement (Lake Area Corn Processors LLC)
WAIVER OF PRESENTMENT AND NOTICE OF DISHONOR. BORROWER The Borrower and any other person who signs, guarantees or endorses this CONSTRUCTION NOTESwap Note, to the extent allowed by law, hereby waives presentment, demand for payment, notice of dishonor, protest, protest and any notice relating to the acceleration of the maturity of this CONSTRUCTION NOTESwap Note. Executed as of the Note Date first above written. CARDINAL ETHANOLGRANITE FALLS COMMUNITY ETHANOL PLANT, LLC d/b/a GRANITE FALLS ENERGY, LLC, an Indiana a Minnesota limited liability company By: Txxx Xxxxxxxx, President By Its STATE OF INDIANA ) ) ss. COUNTY OF ) On this 19th 16th day of December, 20062004, before me, the undersigned, a Notary Public in and for said County and StatePublic, personally appeared Txxx Xxxxxxxx, known to me to be the President on behalf of Cardinal Ethanolsaid entity as of Granite Falls Community Ethanol Plant, LLC d/b/a Granite Falls Energy, LLC, an Indiana a Minnesota limited liability company, who executed the foregoing instrument, and acknowledged that he executed the execution same as his voluntary act and deed, as well as that of the foregoing Construction Note for and on behalf of such limited liability companycorporation. Notary Public Notary Public (Printed Signature) My County of Residence Is: My Commission Expires: EXHIBIT B Fixed Rate Note Note Date: $41,500,000.00 12,000,000 Maturity Date: FOR VALUE RECEIVEDOn or before , CARDINAL ETHANOLGranite Falls Community Ethanol Plant, LLC d/b/a Granite Falls Energy, LLC, an Indiana a Minnesota limited liability company (the “BORROWERBorrower”), promises to pay to the order of FIRST NATIONAL BANK OF OMAHA First National Bank of Omaha (the “BANKBank”) at any of its offices in Omaha, Nebraska the principal sum hereof, which shall be $12,000,000 or so much thereof as may have been advanced by the Bank and shown on the records of the Bank to be outstanding under this Variable Rate Note and the loan agreement executed by the Bank and the Borrower dated as of December 16, 2004 (the “Loan Agreement”), at its principal office or such other address as BANK or holder it may designate from time to time, time be amended. Interest on the principal sum amount outstanding shall accrue based on the three-month LIBOR Rate plus 350 basis points prior to acceleration or maturity, and 650 basis points in excess of Forty-One Million Five Hundred Thousand and 00/100 Dollars ($41,500,000.00)the LIBOR Rate in effect from time to time after maturity, whether by acceleration or the amount shown on BANK’s records to otherwise. Interest shall be outstanding, plus interest (calculated on the basis of actual days elapsed in a 360-day year) accruing each day , counting the actual number of days elapsed. Interest on this Variable Rate Note shall be payable quarterly in arrears. The interest rate applicable to this Variable Rate Note is subject to reduction after a date six months subsequent to the Completion Date, based on the unpaid principal balance at business results of the annual Borrower. During any three month Interest Period that the Borrower maintains the following ratios, measured for the prior Interest Period, and after Bank receipt of a quarter compliance certificate which quarter shall include the prior Interest Period, the interest rates defined below. Absent manifest error, BANK’s records shall will be conclusive evidence of adjusted accordingly for the principal and accrued interest owing hereunder. next Interest Period: Greater than or equal to 1.25 : 1.00 One month LIBOR Rate plus 350 basis points Less than 1.25 : 1.00 but greater than or equal to 1.00 : 1.00 One month LIBOR Rate plus 325 basis points Less than 1.00 : 1.00 but greater than or equal to .75 : 1.00 One month LIBOR Rate plus 300 basis points Less than .75 : 1.00 One month LIBOR Rate plus 275 basis points This FIXED RATE NOTE Variable Rate Note is executed pursuant to a Construction the Loan Agreement. The Loan Agreement between BORROWER contains additional terms of this Variable Rate Note, including, but not limited to, the repayment provisions enumerated in Section 2.11(b), enumerated events of default and BANK dated as the granting of December 19, 2006, (liens to secure the Construction Loan Agreement, together with all amendments, modifications and supplements thereto and all restatements and replacements thereof is called the “AGREEMENT”)Borrower’s performance. All capitalized terms not otherwise defined in this note herein shall have the same meanings as set forth in the Loan Agreement. As provided in the AGREEMENTLoan Agreement, upon any such enumerated default, the Bank may accelerate the due date of this Variable Rate Note and declare all obligations set forth herein immediately due and payable, and the Bank shall also have such other remedies as are described in the Loan Agreement and are provided by law. All makers and endorsers hereby waive presentment, demand, protest and notice of dishonor, consent to any number of extensions and renewals for any period without notice and consent to any substitution, exchange or release of collateral and to the addition or releases of any other party primarily or secondarily liable. Executed as of the 16th day of December, 2004. GRANITE FALLS COMMUNITY ETHANOL PLANT, LLC d/b/a GRANITE FALLS ENERGY, LLC, a Minnesota limited liability company By Its STATE OF ) ) ss. COUNTY OF ) On this 16th day of December, 2004, before me, the undersigned, a Notary Public, personally appeared , on behalf of said entity as of Granite Falls Community Ethanol Plant, LLC d/b/a Granite Falls Energy, LLC, who executed the foregoing instrument, and acknowledged that he executed the same as his voluntary act and deed, as well as that of the corporation. Notary Public Note Date: $ 5,000,000 Maturity Date: On or before , Granite Falls Community Ethanol Plant, LLC d/b/a Granite Falls Energy, LLC, a Minnesota limited liability company (the “Borrower”), promises to pay to the order of First National Bank of Omaha (the “Bank”) at any of its offices in Omaha, Nebraska the principal sum hereof, which shall be $5,000,000 or so much thereof as may have been advanced by the Bank and shown on the records of the Bank to be outstanding under this Long Term Revolving Note and the loan agreement executed by the Bank and the Borrower dated as of December 16, 2004 (the “Loan Agreement”), as it may from time to time be amended. Interest on the principal amount outstanding shall accrue based on the one month LIBOR Rate plus 350 basis points prior to acceleration or maturity, and 650 basis points in excess of the LIBOR Rate in effect from time to time after maturity, whether by acceleration or otherwise. Interest shall be calculated on the basis of a 360-day year, counting the actual number of days elapsed. Interest on this Long Term Revolving Note shall be payable quarterly in arrears. The interest rate applicable to this Long Term Revolving Note is subject to reduction after a date six months subsequent to the Completion Date, based on the business results of the Borrower. During any three month Interest Period that the Borrower maintains the following ratios, measured for the prior Interest Period, and after Bank receipt of a quarter compliance certificate which quarter shall include the prior Interest Period, the interest rates will be adjusted accordingly for the next Interest Period: Greater than or equal to 1.25 : 1.00 One month LIBOR Rate plus 350 basis points Less than 1.25 : 1.00 but greater than or equal to 1.00 : 1.00 One month LIBOR Rate plus 325 basis points Less than 1.00 : 1.00 but greater than or equal to .75 : 1.00 One month LIBOR Rate plus 300 basis points Less than .75 : 1.00 One month LIBOR Rate plus 275 basis points This Long Term Revolving Note is executed pursuant to the Loan Agreement. The Loan Agreement contains additional terms of this Long Term Revolving Note, including, but not limited to, the repayment provisions enumerated in Section 2.11(b), enumerated events of default and the granting of liens to secure the Borrower’s performance. All capitalized terms not otherwise defined herein shall have the same meanings as set forth in the Loan Agreement. As provided in the Loan Agreement, upon any such enumerated default, the Bank may accelerate the due date of this Long Term Revolving Note and declare all obligations set forth herein immediately due and payable, and the Bank shall also have such other remedies as are described in the Loan Agreement and are provided by law. All makers and endorsers hereby waive presentment, demand, protest and notice of dishonor, consent to any number of extensions and renewals for any period without notice and consent to any substitution, exchange or release of collateral and to the addition or releases of any other party primarily or secondarily liable. Executed as of the 16th day of December, 2004. GRANITE FALLS COMMUNITY ETHANOL PLANT, LLC d/b/a GRANITE FALLS ENERGY, LLC, a Minnesota limited liability company By Its STATE OF ) ) ss. COUNTY OF ) On this 16th day of December, 2004, before me, the undersigned, a Notary Public, personally appeared , on behalf of said entity as of Granite Falls Community Ethanol Plant, LLC d/b/a Granite Falls Energy, LLC, who executed the foregoing instrument, and acknowledged that he executed the same as his voluntary act and deed, as well as that of the corporation. Notary Public LAND DESCRIPTION — 46.70 ACRE PARCEL That part of the East Half of the Northeast Quarter of Section 1, Township 115 North, Range 39 West of the Fifth Principal Meridian, Granite Falls Township, Chippewa County, Minnesota, described as follows: Commencing at the northwest corner of Parcel 3, as shown on the record plat entitled STATE HIGHWAY RIGHT OF WAY PLAT NO. 12-1, on file in the office of the Chippewa County Recorder; thence on an assumed bearing of South 1 degree 56 minutes 15 seconds West, along the west line of Parcel 3, as shown on said record plat entitled STATE HIGHWAY RIGHT OF WAY PLAT No. 12-1, a distance of 182.53 feet to southerly right of way boundary line of the railroad, which is also the southwest corner of said Parcel 3 and the point of beginning of the land to be described; thence on a bearing of South 87 degrees 01 minutes 14 seconds West, along the southerly right of way line of the railroad, a distance of 911.97 feet to the west line of the East Half of the Northeast Quarter of said Section 1; thence on a bearing of South 0 degrees 44 minutes 38 seconds West, along the west line of the East Half of the Northeast Quarter of said Section 1, a distance of 2290.26 feet to the northwest corner of Parcel 213, as shown on the record plat entitled MINNESOTA DEPARTMENT OF TRANSPORTATION RIGHT OF WAY PLAT NO. 12-24, on file in the office of the Chippewa County Recorder; thence on a bearing of South 88 degrees 21 minutes 26 seconds East, along the north boundary line of said Parcel 213, a distance of 729.81 feet; thence on a bearing of North 47 degrees 28 minutes 37 seconds East, along the boundary line of said Parcel 213, a distance of 143.46 feet to the west line of Parcel 1, as shown on said record plat entitled STATE HIGHWAY RIGHT OF WAY PLAT NO. 12-1; thence on a bearing of North 3 degrees 18 minutes 35 seconds East, along the west line of said Parcel 1, a distance of 1123.61 feet to the northwest corner of said Parcel 1; thence continuing on a bearing of North 3 degrees 18 minutes 35 seconds East, along the west line of Parcel 2, as shown on said record plat entitled STATE HIGHWAY RIGHT OF WAY PLAT NO. 12-1, a distance of 75.63 feet; thence on a bearing of North 1 degree 56 minutes 15 seconds East, along the west line of Parcel 2, as shown on said record plat entitled STATE HIGHWAY RIGHT OF WAY PLAT NO. 12-1, a distance of 1064.80 feet to the point of beginning.
Appears in 1 contract
Samples: Loan Agreement (Granite Falls Community Ethanol Plant LLC)
WAIVER OF PRESENTMENT AND NOTICE OF DISHONOR. BORROWER and any other person who signs, guarantees or endorses this CONSTRUCTION NOTE, to the extent allowed by law, hereby waives presentment, demand for payment, notice of dishonor, protest, and any notice relating to the acceleration of the maturity of this CONSTRUCTION NOTE. By: Bxxxx X. Xxxxx, President EXHIBIT C REVOLVING PROMISSORY NOTE Omaha, Nebraska $5,000,000.00 Note Date: December 9, 2005 Maturity Date: December 8, 2006 On or before December 8, 2006, Platte Valley Fuel Ethanol, LLC (“BORROWER”) promises to pay to the order of First National Bank of Omaha (“BANK”) at any of its offices in Omaha, Nebraska the principal sum hereof, which shall be Five Million Dollars ($5,000,000.00) or so much thereof as may have been advanced by BANK and shown on the records of the BANK to be outstanding, under this Note and the loan agreement executed by the BANK and BORROWER dated as of December 10, 2003, as it may, from time to time, be amended. Interest on the principal amount outstanding shall accrue based on the one month LIBOR RATE plus 380 basis points. Interest shall be calculated on the basis of a 360-day year, counting the actual number of days elapsed. Interest on this promissory note shall be payable monthly in arrears. The interest rate applicable to this promissory note is subject to reduction after a date six months subsequent to COMPLETION DATE, based on the business results of BORROWER. During any one month INTEREST PERIOD that BORROWER maintains the following ratios, measured for the prior INTEREST PERIOD, and after BANK receipt of quarter compliance certificate which quarter shall include the prior INTEREST PERIOD, the interest rates will be adjusted according for the next INTEREST PERIOD: If INDEBTEDNESS to NET WORTH Less than 1.15 : 1.00 but greater than 1.00 : 1.00 one month LIBOR RATE plus 330 basis points Less than 1.00 : 1.00 but greater than .75 : 1.00 one month LIBOR RATE plus 300 basis points Less than or equal to .75 : 1:00 one month LIBOR RATE plus 280 basis points This note is executed pursuant to a Construction Loan Agreement dated as of December 10, 2003, between BANK and BORROWER (the “AGREEMENT”). This Note evidences the REVOLVING NOTE identified in the AGREEMENT. The AGREEMENT contains additional terms of this Note, including, but not limited to enumerated events of default, and the granting of liens to secure BORROWER’s performance. All capitalized terms not otherwise defined herein shall have the same meanings as set forth in the AGREEMENT. As provided in the AGREEMENT, upon any such enumerated default, BANK may accelerate the due date of this Note and declare all obligations set forth herein immediately due and payable, and BANK shall also have such other remedies as are described in the AGREEMENT and are provided by law. All makers and endorsers hereby waive presentment, demand, protest and notice of dishonor, consent to any number of extensions and renewals for any period without notice; and consent to any substitution, exchange or release of collateral, and to the addition or releases of any other party primarily or secondarily liable. Executed as of the Note Date first above written25th day of March, 2006. CARDINAL ETHANOLBy /s/ CXXXXXXX X. XXXXXX Cxxxxxxx Xxxxxx, LLC, an Indiana limited liability company By: Txxx Xxxxxxxx, President Chairman of the Board of Managers STATE OF INDIANA NEBRASKA ) ) ss. COUNTY OF MXXXXXX ) On this 19th 25th day of DecemberMarch, 2006, before me, the undersigned, a Notary Public in and for said County and StatePublic, personally appeared Txxx XxxxxxxxCxxxxxxx Xxxxxx, known to me to be Chairman of the President Board of Cardinal Managers of Platte Valley Fuel Ethanol, LLC, an Indiana limited liability companyon behalf of said entity, who executed the foregoing instrument, and acknowledged that he executed the execution same as his voluntary act and deed, as well as that of the foregoing Construction Note for and on behalf of such limited liability companycorporation. /s/ LXXX X. XXXXXX Notary Public Notary Public (Printed Signature) My County of Residence Is: My Commission Expires: EXHIBIT B Fixed Rate Note Note Date: $41,500,000.00 23,150,000.00 Maturity Date: March 20, 2012 FOR VALUE RECEIVED, CARDINAL PLATTE VALLEY FUEL ETHANOL, LLC, an Indiana a Nebraska limited liability company (“BORROWER”), ) promises to pay to the order of FIRST NATIONAL BANK OF OMAHA First National Bank of Omaha (“BANK”), at its principal office or such other address as BANK or holder may designate from time to time, the principal sum of Forty-Twenty Three Million One Million Five Hundred Fifty Thousand and 00/100 Dollars no hundredths ($41,500,000.00)23,150,000.00) Dollars, or the amount shown on the BANK’s records to be outstanding, plus interest (calculated on the basis of actual days elapsed in a 360-day year) accruing each day on the unpaid principal balance at the annual interest rates defined below. Absent manifest error, the BANK’s records shall be conclusive evidence of the principal and accrued interest owing hereunder. This FIXED RATE NOTE promissory note is executed pursuant to a Construction Loan Agreement between BORROWER and BANK dated as of December 19August 22, 2006, (the Construction Loan Agreementwhich, together with will all amendmentsamendments thereto, modifications and supplements thereto and all restatements and replacements thereof is collectively called the “AGREEMENT”). All capitalized terms not otherwise defined in this note shall have the meanings provided in the AGREEMENT.
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WAIVER OF PRESENTMENT AND NOTICE OF DISHONOR. BORROWER and any other person who signs, guarantees or endorses this CONSTRUCTION LONG TERM REVOLVING NOTE, to the extent allowed by law, hereby waives presentment, demand for payment, notice of dishonor, protest, and any notice relating to the acceleration of the maturity of this CONSTRUCTION LONG TERM REVOLVING NOTE. Executed as of the Note Date first above written. CARDINAL HIGHWATER ETHANOL, LLC, an Indiana a Minnesota limited liability company By: Txxx XxxxxxxxTitle: Omaha, President STATE OF INDIANA ) ) ss. COUNTY OF ) On this 19th day of December, 2006, before me, the undersigned, a Notary Public in and for said County and State, personally appeared Txxx Xxxxxxxx, known to me to be the President of Cardinal Ethanol, LLC, an Indiana limited liability company, and acknowledged the execution of the foregoing Construction Note for and on behalf of such limited liability company. Notary Public Notary Public (Printed Signature) My County of Residence Is: My Commission Expires: EXHIBIT B Fixed Rate Note Nebraska $ Note Date: $41,500,000.00 April 24, 2008 Maturity Date: FOR VALUE RECEIVEDApril 24, CARDINAL ETHANOL2009 On or before April 24, LLC0000, an Indiana limited liability company XXXXXXXXX XXXXXXX, LLC (“BORROWER”), promises to pay to the order of FIRST NATIONAL BANK OF OMAHA (“BANK”), ) at its headquarters in Omaha, Nebraska the principal office sum hereof, which shall be and no/100 Dollars ($ ) or such other address so much thereof as may have been advanced by BANK or holder may designate and shown on the records of BANK to be outstanding under this REVOLVING PROMISSORY NOTE and the AGREEMENT (as defined below). Interest on the principal balance from time to timetime outstanding will accrue at the rate provided for in the AGREEMENT, adjusting as provided for in the principal sum of Forty-One Million Five Hundred Thousand and 00/100 Dollars ($41,500,000.00), or the amount shown on BANK’s records to AGREEMENT. Interest shall be outstanding, plus interest (calculated on the basis of actual days elapsed in a 360-day year) accruing each day , counting the actual number of days elapsed. Interest on the unpaid principal balance at the annual interest rates defined below. Absent manifest error, BANK’s records REVOLVING LOAN shall be conclusive evidence payable monthly, in arrears. The interest rate applicable to this REVOLVING NOTE is subject to reduction after a date six months subsequent to the CONSTRUCTION LOAN TERMINATION DATE, as provided for in Section 2.15 of the principal and accrued interest owing hereunderAGREEMENT. This FIXED RATE REVOLVING PROMISSORY NOTE is executed pursuant to a that certain Construction Loan Agreement dated April 24, 2008 between BANKS and BORROWER and BANK dated as of December 19, 2006, (the Construction Loan Agreement, together with all amendments, modifications and supplements thereto and all restatements and replacements thereof is called the (“AGREEMENT”). The AGREEMENT, and any amendments or substitutions thereof or thereto, contains additional terms and conditions, including default and acceleration provisions, which are incorporated into this REVOLVING PROMISSORY NOTE by reference. All capitalized terms not otherwise defined in this note herein shall have the same meanings as set forth in the AGREEMENT. The aggregate unpaid principal amount hereof plus interest shall become immediately due and payable without demand or further action on the part of BANK upon the occurrence of an EVENT OF DEFAULT as set forth under the AGREEMENT or any other LOAN DOCUMENT. If the maturity date of this REVOLVING PROMISSORY NOTE is accelerated as a consequence of an EVENT OF DEFAULT, then BANK shall have all the rights and remedies provided for in the AGREEMENT, the other LOAN DOCUMENTS or otherwise available at law or in equity. The rights, powers, privileges, options and remedies of BANK provided in the AGREEMENT, the other LOAN DOCUMENTS or otherwise available at law or in equity shall be cumulative and concurrent, and may be pursued singly, successively or together at the sole discretion of BANK, and may be exercised as often as occasion therefor shall occur. No delay or discontinuance in the exercise of any right, power, privilege, option or remedy shall be deemed a waiver of such right, power, privilege, option or remedy, nor shall the exercise of any right, power, privilege, option or remedy be deemed an election of remedies or a waiver of any other right, power, privilege, option or remedy. Without limiting the generality of the foregoing, BANK’s waiver of an EVENT OF DEFAULT shall not constitute a waiver of acceleration in connection with any future EVENT OF DEFAULT. BANK may rescind any acceleration of this REVOLVING PROMISSORY NOTE without in any way waiving or affecting any acceleration of this REVOLVING PROMISSORY NOTE in the future as a consequence of an EVENT OF DEFAULT. BANK’s acceptance of partial payment or partial performance shall not in any way affect or rescind any acceleration of this REVOLVING PROMISSORY NOTE made by BANK. Unless prohibited by law, BORROWER will pay on demand all reasonable costs of collection, reasonable legal expenses and reasonable attorneys’ fees and costs incurred or paid by BANK in collecting and/or enforcing this REVOLVING PROMISSORY NOTE. Furthermore, BANK reserves the right to offset without notice all funds held by BANK against debts owing to BANK by BORROWER. All makers and endorsers hereby waive presentment, demand, protest and notice of dishonor, consent to any number of extensions and renewals for any period without notice; and consent to any substitution, exchange or release of collateral, and to the addition or releases of any other party primarily or secondarily liable. Executed as of the Note Date set forth above. HIGHWATER ETHANOL, LLC, a Minnesota limited liability company By: Title: PARCEL I (PROJECT SITE) TRACT A: That part of the Southwest Quarter of Section 21, Township 109 North, Range 37 West, Redwood County, Minnesota, lying north of the northerly right-of-way line of the Dakota Minnesota & Eastern Railroad. Excepting therefrom that part of said Tract A which lies northwesterly of “Line 1” described below, southerly of a line run parallel with and distant 50 feet southerly of “Line 2” described below, and easterly of the easterly right-of-way line of Township Road T-190, as now located and established, said exception containing 0.20 acres more or less.
Appears in 1 contract
Samples: Construction Loan Agreement (Highwater Ethanol LLC)
WAIVER OF PRESENTMENT AND NOTICE OF DISHONOR. BORROWER and any other person who signs, guarantees or endorses this CONSTRUCTION FIXED RATE NOTE, to the extent allowed by law, hereby waives presentment, demand for payment, notice of dishonor, protest, and any notice relating to the acceleration of the maturity of this CONSTRUCTION FIXED RATE NOTE. Executed as of the Note Date first above written. CARDINAL ETHANOL, LLC, an Indiana limited liability company By: By Txxx Xxxxxxxx, President STATE OF INDIANA ) ) ss. COUNTY OF ) On this 19th day of December, 2006, before Before me, the undersigned, a Notary Public in and for said County and State, personally appeared Txxx Xxxxxxxx, known to me to be the President of Cardinal Ethanol, LLC, an Indiana limited liability company, and acknowledged the execution of the foregoing Construction Note for and on behalf of such limited liability company. Notary Public Public-Signature Notary Public (Public-Printed Signature) Name Date: My commission expires: My County of Residence IsResidence: My Commission Expires: County, Indiana EXHIBIT B Fixed C Variable Rate Note Note Date: $41,500,000.00 31,500,000.00 Maturity Date: FOR VALUE RECEIVED, CARDINAL ETHANOL, LLC, an Indiana limited liability company (“BORROWER”), promises to pay to the order of FIRST NATIONAL BANK OF OMAHA (“BANK”), at its principal office or such other address as BANK or holder may designate from time to time, the principal sum of FortyThirty-One Million Five Hundred Thousand and 00/100 Dollars ($41,500,000.0031,500,000.00), or the amount shown on BANK’s records to be outstanding, plus interest (calculated on the basis of actual days elapsed in a 360-day year) accruing each day on the unpaid principal balance at the annual interest rates defined below. Absent manifest error, BANK’s records shall be conclusive evidence of the principal and accrued interest owing hereunder. This FIXED VARIABLE RATE NOTE is executed pursuant to a Construction Loan Agreement between BORROWER and BANK dated as of December 19, 2006, (the Construction Loan Agreement, together with all amendments, modifications and supplements thereto and all restatements and replacements thereof is called the “AGREEMENT”). All capitalized terms not otherwise defined in this note shall have the meanings provided in the AGREEMENT.
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WAIVER OF PRESENTMENT AND NOTICE OF DISHONOR. BORROWER and any other person who signs, guarantees or endorses this CONSTRUCTION VARIABLE RATE NOTE, to the extent allowed by law, hereby waives presentment, demand for payment, notice of dishonor, protest, and any notice relating to the acceleration of the maturity of this CONSTRUCTION VARIABLE RATE NOTE. Executed as of the Note Date first above written. CARDINAL ETHANOL, LLC, an Indiana limited liability company By: By Txxx Xxxxxxxx, President STATE OF INDIANA ) ) ss. COUNTY OF ) On this 19th day of December, 2006, before Before me, the undersigned, a Notary Public in and for said County and State, personally appeared Txxx Xxxxxxxx, known to me to be the President of Cardinal Ethanol, LLC, an Indiana limited liability company, and acknowledged the execution of the foregoing Construction Note for and on behalf of such limited liability company. Notary Public Public-Signature Notary Public (Public-Printed Signature) Name Date: My commission expires: My County of Residence IsResidence: My Commission Expires: County, Indiana EXHIBIT B Fixed Rate D Long Term Revolving Note Note Date: $41,500,000.00 10,000,000.00 Maturity Date: FOR VALUE RECEIVED, CARDINAL ETHANOL, LLC, an Indiana limited liability company (“BORROWER”), promises to pay to the order of FIRST NATIONAL BANK OF OMAHA (“BANK”), at its principal office or such other address as BANK or holder may designate from time to time, the principal sum of Forty-One Ten Million Five Hundred Thousand and 00/100 Dollars ($41,500,000.00), 10,000,000.00) or the amount shown on BANK’s records to be outstanding, plus interest (calculated on the basis of actual days elapsed in a 360-day year) accruing each day on the unpaid principal balance at the annual interest rates defined below. Absent manifest error, BANK’s records shall be conclusive evidence of the principal and accrued interest owing hereunder. This FIXED RATE LONG TERM REVOLVING NOTE is executed pursuant to a Construction Loan Agreement between BORROWER and BANK dated as of December 19, 2006, (the Construction Loan Agreement, together with all amendments, modifications and supplements thereto and all restatements and replacements thereof is called the “AGREEMENT”). All capitalized terms not otherwise defined in this note shall have the meanings provided in the AGREEMENT.
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WAIVER OF PRESENTMENT AND NOTICE OF DISHONOR. BORROWER and any other person who signs, guarantees or endorses this CONSTRUCTION LONG TERM REVOLVING NOTE, to the extent allowed by law, hereby waives presentment, demand for payment, notice of dishonor, protest, and any notice relating to the acceleration of the maturity of this CONSTRUCTION LONG TERM REVOLVING NOTE. Executed as of the Note Date first above written. CARDINAL ETHANOLONE EARTH ENERGY, LLC, an Indiana Illinois limited liability company By: Txxx Xxxxxxxx, President STATE OF INDIANA ) ) ss. COUNTY OF ) On this 19th day of December, 2006, before me, the undersigned, a Notary Public in and for said County and State, personally appeared Txxx Xxxxxxxx, known to me to be the President of Cardinal Ethanol, LLC, an Indiana limited liability company, and acknowledged the execution of the foregoing Construction Note for and on behalf of such limited liability company. Notary Public Notary Public (Printed Signature) My County of Residence Is: My Commission ExpiresTitle: EXHIBIT B Fixed Rate E Revolving Promissory Note Omaha, Nebraska $ Note Date: $41,500,000.00 September 20, 2007 Maturity Date: FOR VALUE RECEIVEDSeptember 19, CARDINAL ETHANOL2008 On or before September ___, LLC2008, an Indiana limited liability company ONE EARTH ENERGY, LLC (“BORROWER”), promises to pay to the order of FIRST NATIONAL BANK OF OMAHA (“BANK”) at any of its offices in Omaha, Nebraska the principal sum hereof, which shall be and no/100 Dollars ($ ) or so much thereof as may have been advanced by BANK and shown on the records of BANK to be outstanding under this REVOLVING PROMISSORY NOTE and the AGREEMENT (as defined below), at its . Interest on the principal office or such other address as BANK or holder may designate balance from time to timetime outstanding will be payable at a rate equal to the one month LIBOR RATE plus three hundred ten (310) basis points from time to time until maturity as such rate will be adjusted as provided for in the AGREEMENT, and at a rate equal to the principal sum of Forty-One Million Five Hundred Thousand and 00/100 Dollars one month LIBOR RATE plus nine hundred ten ($41,500,000.00)910) basis points from time to time after maturity, whether by acceleration or the amount shown on BANK’s records to otherwise. Interest shall be outstanding, plus interest (calculated on the basis of actual days elapsed in a 360-day year) accruing each day , counting the actual number of days elapsed. Interest on the unpaid principal balance at the annual interest rates defined below. Absent manifest error, BANK’s records REVOLVING LOAN shall be conclusive evidence payable quarterly, in arrears. The interest rate applicable to this REVOLVING NOTE is subject to reduction after a date six months subsequent to the CONSTRUCTION LOAN TERMINATION DATE, as provided for in Section 2.15 of the principal and accrued interest owing hereunderAGREEMENT. This FIXED RATE REVOLVING PROMISSORY NOTE is executed pursuant to a that certain Construction Loan Agreement dated September 20, 2007 between BANKS and BORROWER and BANK dated as of December 19, 2006, (the Construction Loan Agreement, together with all amendments, modifications and supplements thereto and all restatements and replacements thereof is called the (“AGREEMENT”). The AGREEMENT, and any amendments or substitutions thereof or thereto, contains additional terms and conditions, including default and acceleration provisions, which are incorporated into this REVOLVING PROMISSORY NOTE by reference. All capitalized terms not otherwise defined in this note herein shall have the same meanings as set forth in the AGREEMENT. The aggregate unpaid principal amount hereof plus interest shall become immediately due and payable without demand or further action on the part of BANK upon the occurrence of an EVENT OF DEFAULT as set forth under the AGREEMENT or any other LOAN DOCUMENT. If the maturity date of this REVOLVING PROMISSORY NOTE is accelerated as a consequence of an EVENT OF DEFAULT, then BANK shall have all the rights and remedies provided for in the AGREEMENT, the other LOAN DOCUMENTS or otherwise available at law or in equity. The rights, powers, privileges, options and remedies of BANK provided in the AGREEMENT., the other LOAN DOCUMENTS or otherwise available at law or in equity shall be cumulative and concurrent, and may be pursued singly, successively or together at the sole discretion of BANK, and may be exercised as often as occasion therefor shall occur. No delay or discontinuance in the exercise of any right, power, privilege, option or remedy shall be deemed a waiver of such right, power, privilege, option or remedy, nor shall the exercise of any right, power, privilege, option or remedy be deemed an election of remedies or a waiver of any other right, power, privilege, option or remedy. Without limiting the generality of the foregoing, BANK’s waiver of an EVENT OF DEFAULT shall not constitute a waiver of acceleration in connection with any future EVENT OF DEFAULT. BANK may rescind any acceleration of this REVOLVING PROMISSORY NOTE without in any way waiving or affecting any acceleration of this REVOLVING PROMISSORY NOTE in the future as a consequence of an EVENT OF DEFAULT. BANK’s acceptance of partial payment or partial performance shall not in any way affect or rescind any acceleration of this REVOLVING PROMISSORY NOTE made by BANK. Unless prohibited by law, BORROWER will pay on demand all reasonable costs of collection, reasonable legal expenses and reasonable attorneys’ fees and costs incurred or paid by BANK in collecting and/or enforcing this REVOLVING PROMISSORY NOTE. Furthermore, BANK reserves the right to offset without notice all funds held by BANK against debts owing to BANK by BORROWER. All makers and endorsers hereby waive presentment, demand, protest and notice of dishonor, consent to any number of extensions and renewals for any period without notice; and consent to any substitution, exchange or release of collateral, and to the addition or releases of any other party primarily or secondarily liable. Executed as of the Note Date set forth above. ONE EARTH ENERGY, LLC, an Illinois limited liability company By: Title: FIRST NATIONAL EXHIBIT F Real Estate Description All that part of the South 1204.28 Feet of the South Half of Section 3, Township 23 North, Range 7 East of the Third Principal Meridian, Ford County, Illinois, lying east of the Northerly Extension of the East Line of a tract of land conveyed to Ameren Energy Generating Company by Special Warranty Deed recorded September 11, 2000, as Document No. 216254 in the Ford County Recorder’s Office, and lying west of the Northerly Extension of the East Line of the West 250 Feet of the Northeast Quarter of Section 10, Township 23 North, Range 7 East of the Third Principal Meridian, situated in the City of Gxxxxx, County of Ford and State of Illinois. Said Parcel 1 contains 34.00 acres, more or less. A part of the Northwest Quarter of Section 10, Township 23 North, Range 7 East of the Third Principal Meridian, Gxxxxx City, Ford County, Illinois, more particularly described as follows: Beginning at the Northeast Corner of Lot 4 in the First Addition to Jordan Industrial Park Subdivision in the City of Gxxxxx City, Illinois, according to the Plat recorded as Document No. 205053 in the Ford County Recorder’s Office. From said Point of Beginning, thence west 1146.34 feet along the North Line of said Lot 4 to the Northwest Corner thereof; thence north 543.85 feet along the East Right-of-Way line of Jordan Drive according to the Dedication thereof recorded as Document No. 212435 in said Recorder’s Office which forms an angle to the left of 90°00’00” with the last described course; thence east 20.00 feet along said Right-of-Way Line which forms an angle to the left of 89°39’36” with the last described course; thence north 30.00 feet along said Right-of-Way Line which forms an angle to the left of 270°20’24” with the last described course to the Southwest Corner of Parcel 4 conveyed to Ameren Energy Generating Company by Warranty Deed recorded as Document No. 235733 in said Recorder’s Office; thence east 150.65 feet along the South Line of said Parcel 4 which forms an angle to the left of 89°39’36” with the last described course to the Southeast Corner thereof; thence north 580.00 feet along the East Line of said Parcel 4 and the East Line of a Tract of Land conveyed by Special Warranty Deed recorded as Document No. 216254 in said Recorder’s Office, which lines form an angle to the left of 269°57’50” with the last described course to the Northeast Corner of said Tract, said Northeast Corner being on the North Line of the Northwest Quarter of said Section 10; thence east 979.71 feet along said North Line which forms an angle to the left of 90°02’10” with the last described course to the Northeast Corner of the Northwest Quarter of said Section 10; thence south 1147.04 feet along the East Line of the Northwest Quarter of said Section 10 which forms an angle to the left of 89°57’15; with the last described course to the Point of Beginning, situated in the County of Ford and State of Illinois, containing 28.07 acres, more or less. Lot 4 in the First Addition to Jordan Industrial Park Subdivision in the City of Gxxxxx, Ford County, Illinois, according to the Plat recorded as Document No. 205053 in the Ford County Recorder’s Office excepting (Exception No. 1) therefrom the East 100 Feet of even width thereof and also
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WAIVER OF PRESENTMENT AND NOTICE OF DISHONOR. BORROWER The Borrower and any other person who signs, guarantees or endorses this CONSTRUCTION NOTEConstruction Note, to the extent allowed by law, hereby waives presentment, demand for payment, notice of dishonor, protest, protest and any notice relating to the acceleration of the maturity of this CONSTRUCTION NOTEConstruction Note. Executed as of the Note Date first above written. CARDINAL ETHANOLGRANITE FALLS COMMUNITY ETHANOL PLANT, LLC d/b/a GRANITE FALLS ENERGY, LLC, an Indiana a Minnesota limited liability company By: Txxx Xxxxxxxx, President By Its STATE OF INDIANA ___________________ ) ) ss. COUNTY OF __________________ ) On this 19th 16th day of December, 20062004, before me, the undersigned, a Notary Public in and for said County and StatePublic, personally appeared Txxx Xxxxxxxx, known to me to be the President on behalf of Cardinal Ethanolsaid entity as of Granite Falls Community Ethanol Plant, LLC d/b/a Granite Falls Energy, LLC, an Indiana a Minnesota limited liability company, who executed the foregoing instrument, and acknowledged that he executed the execution same as his voluntary act and deed, as well as that of the foregoing Construction Note for and on behalf of such limited liability companycorporation. Notary Public Notary Public (Printed Signature) My County of Residence Is: My Commission Expires: EXHIBIT B Fixed Rate Note Note Date: $41,500,000.00 December 16, 2004 Maturity Date: FOR VALUE RECEIVEDDecember 15, CARDINAL ETHANOL2005 $3,500,000 On or before December 15, 2005, Granite Falls Community Ethanol Plant, LLC d/b/a Granite Falls Energy, LLC, an Indiana a Minnesota limited liability company (the “BORROWERBorrower”), promises to pay to the order of FIRST NATIONAL BANK First National Bank of Omaha (the “Bank”) at any of its offices in Omaha, Nebraska the principal sum hereof, which shall be $3,500,000 or so much thereof as may have been advanced by the Bank and shown on the records of the Bank to be outstanding under this Revolving Note and the loan agreement executed by the Bank and the Borrower dated as of December 16, 2004 (the “Loan Agreement”), as it may from time to time be amended. Interest on the principal amount outstanding shall accrue based on the one month LIBOR Rate plus 350 basis points prior to acceleration or maturity, and 650 basis points in excess of the LIBOR Rate in effect from time to time after maturity, whether by acceleration or otherwise. Interest shall be calculated on the basis of a 360-day year, counting the actual number of days elapsed. Interest on this Revolving Note shall be payable monthly in arrears. The interest rate applicable to this Revolving Note is subject to reduction after a date six months subsequent to the Completion Date, based on the business results of the Borrower. During any three month Interest Period that the Borrower maintains the following ratios, measured for the prior Interest Period, and after Bank receipt of a quarter compliance certificate which quarter shall include the prior Interest Period, the interest rates will be adjusted accordingly for the next Interest Period: Greater than or equal to 1.25 : 1.00 One month LIBOR Rate plus 350 basis points Less than 1.25 : 1.00 but greater than or equal to 1.00 : 1.00 One month LIBOR Rate plus 325 basis points Less than 1.00 : 1.00 but greater than or equal to .75 : 1.00 One month LIBOR Rate plus 300 basis points Less than .75 : 1.00 One month LIBOR Rate plus 275 basis points This Revolving Note is executed pursuant to the Loan Agreement. The Loan Agreement contains additional terms of this Revolving Note, including, but not limited to, enumerated events of default and the granting of liens to secure the Borrower’s performance. All capitalized terms not otherwise defined herein shall have the same meanings as set forth in the Loan Agreement. As provided in the Loan Agreement, upon any such enumerated default, the Bank may accelerate the due date of this Revolving Note and declare all obligations set forth herein immediately due and payable, and the Bank shall also have such other remedies as are described in the Loan Agreement and are provided by law. All makers and endorsers hereby waive presentment, demand, protest and notice of dishonor, consent to any number of extensions and renewals for any period without notice and consent to any substitution, exchange or release of collateral and to the addition or releases of any other party primarily or secondarily liable. Executed as of the 16th day of December, 2004. GRANITE FALLS COMMUNITY ETHANOL PLANT, LLC d/b/a GRANITE FALLS ENERGY, LLC, a Minnesota limited liability company By Its STATE OF OMAHA ) ) ss. COUNTY OF ) On this 16th day of December, 2004, before me, the undersigned, a Notary Public, personally appeared , on behalf of said entity as of Granite Falls Community Ethanol Plant, LLC d/b/a Granite Falls Energy, LLC, who executed the foregoing instrument, and acknowledged that he executed the same as his voluntary act and deed, as well as that of the corporation. Notary Public Note Date: Maturity Date: $17,000,000 FOR VALUE RECEIVED, Granite Falls Community Ethanol Plant, LLC d/b/a Granite Falls Energy, LLC, a Minnesota limited liability company (the “BANKBorrower”), promises to pay to the order of First National Bank of Omaha (the “Bank”), at its principal office or such other address as BANK the Bank or holder may designate from time to time, the principal sum of Forty-One Million Five Hundred Thousand and 00/100 Dollars ($41,500,000.00)17,000,000, or the amount shown on BANKthe Bank’s records to be outstanding, plus interest (calculated on the basis of actual days elapsed in a 360-day year) accruing each day on the unpaid principal balance at the annual interest rates defined below. Absent manifest error, BANKthe Bank’s records shall be conclusive evidence of the principal and accrued interest owing hereunder. This FIXED RATE NOTE is executed pursuant to a Construction Loan Agreement between BORROWER and BANK dated as of December 19, 2006, (the Construction Loan Agreement, together with all amendments, modifications and supplements thereto and all restatements and replacements thereof is called the “AGREEMENT”). All capitalized terms not otherwise defined in this note shall have the meanings provided in the AGREEMENT.
Appears in 1 contract
Samples: Loan Agreement (Granite Falls Community Ethanol Plant LLC)
