AMENDED AND RESTATED OPERATING AGREEMENT OF VICTORY RENEWABLE FUELS, LLC Effective May 1, 2006Operating Agreement • May 18th, 2006 • Victory Renewable Fuels LLC • Iowa
THIS AMENDED AND RESTATED OPERATING AGREEMENT (the “Agreement”) is entered into and shall be effective as of May 1, 2005, by and among Victory Renewable Fuels, LLC, an Iowa limited liability company (the “Company”), each of the Persons (as hereinafter defined) who are identified as Members on the attached Exhibit “A” and who have executed a counterpart of this Agreement, and any other Persons as may from time-to-time be subsequently admitted as a Member of the Company in accordance with the terms of this Agreement. Capitalized terms not otherwise defined herein shall have the meaning set forth in Section 1.10.
AMENDED AND RESTATED ESCROW AGREEMENTEscrow Agreement • November 28th, 2006 • Victory Renewable Fuels LLC • Industrial organic chemicals • Iowa
This Amended and Restated Escrow Agreement (the “Agreement”) dated as of November 20, 2006 is by and between, Victory Renewable Fuels, LLC, an Iowa limited liability company (the “Company”) and Frontier Bank, Rock Rapids, Iowa a federated stock association operating under the federal Home Owners’ Loan Act of 1933, as amended, (the “Escrow Agent”), (the “Escrow Agent” and the “Company” may also be hereinafter referred to as the “Parties”).
VICTORY RENEWABLE FUELS, LLC SUBSCRIPTION AGREEMENT Limited Liability Company Membership Units $1,000.00 per Unit Minimum Investment of 20 Units ($20,000) 1 Unit Increments Thereafter ($1,000)Subscription Agreement • November 28th, 2006 • Victory Renewable Fuels LLC • Industrial organic chemicals
The undersigned subscriber, desiring to become a member of Victory Renewable Fuels, LLC (“Victory”), an Iowa limited liability company, with its principal place of business at 303 Hoogie Street, Lester, Iowa 51242, hereby subscribes for the purchase of the membership interests of Victory, and agrees to pay the related purchase price, identified below.
CONSENT TO ASSIGNMENTConsent to Assignment • September 18th, 2006 • Victory Renewable Fuels LLC • Industrial organic chemicals
This Consent to Assignment (the”Consent”) is given as of this 7 day of August, 2006, by Victory Renewable Fuels, LLC (“Victory Renewable Fuels”).
EXTENSION OF OPTION TO PURCHASEExtension of Option to Purchase • June 27th, 2007 • Victory Renewable Fuels LLC • Industrial organic chemicals
This Agreement is between Thad D. Knoblock and Wendy S. Knoblock, husband and wife, Trent L. Knoblock and Heather M. Knoblock, husband and wife, Troy J. Knoblock and Donna M. Knoblock, husband and wife, Travis R. Knoblock and Kathy S. Knoblock, husband and wife, hereafter referred to as First Parties and Victory Renewable Fuels, LLC, hereafter referred to as Second Party
Agreement for Phase 2 ServicesAgreement for Phase 2 Services • May 18th, 2006 • Victory Renewable Fuels LLC
WHEREAS, Victory Renewable Fuels, LLC (Victory Renewable Fuels) has made a commitment to develop a Biodiesel Plant and is diligently developing a business plan that will move this project forward, and
July 26th, 2007 Jim,Consulting Agreement • August 1st, 2007 • Victory Renewable Fuels LLC • Industrial organic chemicals
This is to serve as termination notice between Ag Vision Enterprises, LLC and Victory Renewable Fuels, LLC concerning our amended and restated consulting agreement, Phase II.
AG VISIONS ENTERPRISES, LLC. CONSULTING AGREEMENT Phase IConsulting Agreement • May 18th, 2006 • Victory Renewable Fuels LLC • Iowa
THIS CONSULTING AGREEMENT (the “Agreement”) is made effective as of the 9th day of May 2005, (the “Effective Date”) by and between Ag Visions Enterprises, LLC, of Breda, Iowa, an Iowa Limited Liability Company (Ag Visions Enterprises) and Victory Renewable Fuels (“Client”).
AMENDED AND RESTATED AG VISIONS ENTERPRISES, LLC. CONSULTING AGREEMENT Phase IIConsulting Agreement • September 18th, 2006 • Victory Renewable Fuels LLC • Industrial organic chemicals • Iowa
THIS CONSULTING AGREEMENT (the “Agreement”) is made effective as of the 1st day of September, 2006 (the “Effective Date”) by and between Ag Visions Enterprises, LLC, of Breda, Iowa, an Iowa Limited Liability Company (Ag Visions Enterprises) and Victory Renewable Fuels, LLC, of Larchwood, Iowa (“Client”).
OPTION TO PURCHASEOption to Purchase • May 18th, 2006 • Victory Renewable Fuels LLC
This Agreement is between Thadd D. Knoblock and Wendy S. Knoblock, husband and wife, Trent L. Knoblock and Heather M. Knoblock, husband and wife, Troy J. Knoblock and Donna M. Knoblock, husband and wife, and Travis R. Knoblock and Kathy S. Knoblock, husband and wife, hereinafter referred to as First Parties and Victory Renewable Fuels LLC, hereafter referred to as Second Party:
Agreement for Pre-Construction Services between Victory Renewable Fuels, LLC and Renewable Construction and Technology Group, LLCPre-Construction Services Agreement • April 16th, 2007 • Victory Renewable Fuels LLC • Industrial organic chemicals
WHEREAS, Victory Renewable Fuels, LLC (OWNER) has made a commitment to develop a Biodiesel Plant and is diligently pursuing full funding that will move this project forward, and
Amendment to the Agreement For Pre-Construction Services Between Victory Renewable Fuels, LLC and Renewable Construction and Technology Group, LLCPre-Construction Services Agreement • June 27th, 2007 • Victory Renewable Fuels LLC • Industrial organic chemicals
The agreement for Pre-Construction Services executed on March 31, 2007 is amended in Section 2 of the agreement to extend the deadline for the down payment until August 31, 2007.
EXTENSION OF OPTION TO PURCHASEExtension of Option to Purchase • April 16th, 2007 • Victory Renewable Fuels LLC • Industrial organic chemicals
This Agreement is between Thadd D. Knoblock and Wendy S. Knoblock, husband and wife, Trent L. Knoblock and Heather M. Knoblock, husband and wife, Troy J. Knoblock and Donna M. Knoblock, husband and wife, and Travis R. Knoblock and Kathy S. Knoblock, husband and wife, hereinafter referred to as First Parties and Victory Renewable Fuels LLC, hereafter referred to as Second Party:
Agreement for Pre-Construction Services between Victory Renewable Fuels and Renewable Energy Group, LLCPre-Construction Services Agreement • September 18th, 2006 • Victory Renewable Fuels LLC • Industrial organic chemicals
WHEREAS, Victory Renewable Fuels (OWNER) has made a commitment to develop a Biodiesel Plant and is diligently pursuing full funding that will move this project forward, and
Memorandum of Understanding (MOU)Memorandum of Understanding • May 24th, 2007 • Victory Renewable Fuels LLC • Industrial organic chemicals
This memorandum of understanding is between Victory Renewable Fuels, LLC (Owner) of Lester Iowa, USA and the investment groups of Clean Energy Investment I and Clean & Green Energy Investment of Madrid, Spain (Investors). The Investors are represented IDOM, S.A. a Spanish corporation serving as technical advisors, and they have Morgan Stanley as financial advisor.
Agreement for Phase 1 ServicesAgreement for Phase 1 Services • May 18th, 2006 • Victory Renewable Fuels LLC
WHEREAS, Victory Renewable Fuels (“Victory Renewable Fuels”) has made a commitment to develop a Biodiesel Plant and is diligently developing a business plan that will move this project forward, and will be able to select the vendor to complete the business plan that will move this project forward, and
