ADVANCED BIOENERGY, LLC SUBSCRIPTION AGREEMENT Limited Liability Company Membership Units $1.50 per Unit Minimum Investment of 6,666 Units ($10,000)Subscription Agreement • September 21st, 2009 • Hawkeye Energy Holdings, LLC • Industrial organic chemicals
The undersigned subscriber, desiring to become a member of Advanced BioEnergy, LLC (“Advanced BioEnergy”), a Delaware limited liability company, with its principal place of business at 10201 Wayzata Boulevard, Suite 250, Minneapolis, Minnesota 55305, hereby, subject to the Confidential Private Placement Memorandum of Advanced BioEnergy, to confirmation with the undersigned of the subscription contemplated hereby, to acceptance by Advanced BioEnergy of the subscription contemplated hereby and to the other terms and conditions of the offering, subscribes for the purchase of the membership interests (“units”) of Advanced BioEnergy, and agrees to pay the related purchase price, identified below.
VOTING AGREEMENTVoting Agreement • September 9th, 2009 • Hawkeye Energy Holdings, LLC • Industrial organic chemicals • Delaware
THIS VOTING AGREEMENT (this “Agreement”) is made and entered into as of this 28th day of August, 2009, by and among Advanced BioEnergy, LLC, a Delaware limited liability company (the “Company”), Hawkeye Energy Holdings, LLC, a Delaware limited liability company (“Hawkeye”), Ethanol Investment Partners, LLC, a Delaware limited liability company (“Partners” and each of Hawkeye and Partners, an “Investor”), South Dakota Wheat Growers Association, a South Dakota cooperative (“SDWG”), and each of the undersigned directors (the “Directors”) of the Company. The Company, Hawkeye, Partners, SDWG and Directors are collectively referred to herein as the “Parties.” Hawkeye, Partners, SDWG and Directors are collectively referred to herein as the “Members.”
REGISTRATION RIGHTS AGREEMENT BETWEEN ADVANCED BIOENERGY, LLC AND HAWKEYE ENERGY HOLDINGS, LLC August 28, 2009Registration Rights Agreement • September 9th, 2009 • Hawkeye Energy Holdings, LLC • Industrial organic chemicals • Delaware
This Registration Rights Agreement (this “Agreement”) is made as of the 28th day of August, 2009, between Advanced BioEnergy, LLC, a Delaware limited liability company (the “Company”), and Hawkeye Energy Holdings, LLC, a Delaware limited liability company (“Hawkeye”).
Re: Amendment to August 21, 2009 Side LetterHawkeye Energy Holdings, LLC • September 21st, 2009 • Industrial organic chemicals • Delaware
This letter agreement, which serves to amend the Side Letter, is being delivered to Hawkeye as an inducement to Hawkeye for it to enter into the Subscription Agreement, and Advanced BioEnergy acknowledges and agrees that Hawkeye would not be willing to enter into the Subscription Agreement in the absence of this letter agreement. Advanced BioEnergy and Hawkeye agree that except as specifically set forth herein, all other terms and provisions of the Side Letter shall remain in full force and effect without change.
