EXHIBIT 10.10
PROMISSORY NOTE/LOAN AGREEMENT
LENDER: AgCountry Farm Credit Services, FLCA DATE November 15, 2004
0000 00xx Xx XX
Xxxxx Xxxxx Xxxxxx 00000-0000
LOAN AMOUNT: $ 3,500,000.00 MATURTTY DATE: January 1, 2012
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TYPE OF LOAN: Mortgage Loan
STATED INTEREST RATE: 5.86 %
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TYPE OF INTEREST RATE: ADJUSTABLE RATE LIBOR BASED:
On the first day of each month the Interest Rate shall be adjusted by adding a
margin of 4.00 percentage points to the Index. This margin shall remain in
effect until November 1, 2005, at which time Lender may change the margin at its
discretion, and Lender may continue to change the margin at successive intervals
of 1 year(s) each thereafter.
LOAN PAYMENTS:
Decreasing Payments - Principal is payable in 27 installments of $125,000.00
each, beginning on April 1, 2005, and Quarterly thereafter, and a final
installment of the unpaid principal on the Maturity Date; and interest is
payable on the due dates of principal installments.
DRAFT PROGRAM:
Not applicable.
COLLATERAL: Payment of the loan is secured by:
All existing and future security agreements from all or any of the
Borrowers (and from third parties if so intended) to tha Lender. All of the
covenants and agreements contained in said security instruments are made a
part of this note. The mortgage(s) or deed(s) of trust dated November 1,
2004, conveying real esters in the county or counties of GOVE, Kansas.
DEFAULT ADD-ON RATE: 2.00 % will be added to the interest rate that would
otherwise be in effect for this loan, if Borrowers default as explained in the
Additional Provisions.
VOTING STOCKHOLDER: Any one stockholder
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is authorized by the Borrowers to exercise any voting rights on behalf of
members, subject to applicable bylaws, and to receive effective interest rate
disclosures, unless otherwise agreed in writing between the parties.
Borrowers further agree that a security interest is granted to Lender in
all such stock or participation certificates now owned and hereafter acquired,
however designated or classified, and all equity reserve and allocated surplus
in the Lender or Lender's parent association, as applicable, to secure the
Loans.
FOR VALUE RECEIVED, the undersigned Borrowers jointly and severally promise
to pay to the order of the Lender at its office shown above on or before the
Maturity Date the principal sum equal to the Loan Amount together with interest
thereon from dates of disbursement until paid pursuant to the Lender's
individual Loan Pricing Program (the "Program"), as provided in the Additional
Provisions. Borrowers grant to the Lender, as security for the payment of this
loan and, if applicable, the other Obligations, as defined in the Additional
Provisions, a present security interest or lien in the property described above
and, if applicable, the other Collateral, as defined in the Additional
Provisions.
The Borrowers acknowledge receipt of: a) pertaining to the Lender or the
Lender's parent association, as applicable, the most recent annual report and
most recent quarterly report, if more recent than the annual report; a copy of
the notice to Borrowers concerning investment, which includes a description of
the terms and conditions under which equity is issued; capitalization bylaws and
b) an Effective Interest Rate Disclosure Statement or a Truth-in-Lending
Disclosure Statement, as applicable.
THIS AGREEMENT INCLUDES THE PROVISIONS IN THE "PROMISSORY NOTE/LOAN AGREEMENT -
ADDITIONAL PROVISIONS."
AND THE PROVISIONS IN THE "ADDENDUM TO NOTE/LOAN AGREEMENT".
Western. Plains Energy, LLC,
a Kansas Limited Liability Company
by:
-------------------------------
(print name)
-------------------
Title:
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|-----|---------|---------|----------|------------|-----------|---------------------|-------------------|
|Assn.|B.O. No. | CIF No.| Loan No. |Product code| Coll Code | Customer Name | Commitment Amount |
|-----|---------|---------|----------|------------|-----------|---------------------|-------------------|
| 72 | 65 | 1895516 |7584203400| 1011 | 04 |WESTERN PLAINS ENERG | $3,500,000.00 |
|-----|---------|---------|----------|------------|-----------|---------------------|-------------------|
ADDENDUM TO NOTE/LOAN AGREEMENT
November 15, 2004
This Addendum is a part of, and contains additional terms and conditions for, a
Promissory Note/Loan Agreement ("Note") dated November 15, 2004, in the
principal amount sum of $ 3,500,000.00 evidencing a loan extended by AgCountry
Farm Credit Services, FLCA. ("Lender") to the Borrowers. Unless waived in
writing by the Lender, until all liabilities of the Borrowers under this loan
have been paid and satisfied in full, the Borrowers covenant and agree as
follows:
1. COVENANTS: The following covenants and agreements amend and supplement
the Note and the Security Agreement. To the extent of any inconsistency between
the provisions of the Note or the Security Agreement and this Addendum, this
Addendum governs.
2. FINANCIAL - LEVERAGE RATIO: Borrower(s) shall maintain minimum owner
equity percentage of 50% by 9-30-O5 and thereafter. Calculation of such owner
equity percentage is made by dividing the difference between total assets and
total liabilities by total assets and expressing the result as a percentage. For
purposes of the leverage ratio, total assets and liabilities of the Borrower
will be net of the "Xxxx County Bonds".
3. FINANCIAL - WORKING CAPITAL: Borrower will maintain working capital of
at least $5,000,000 on 9-30-05 and at all times thereafter. For purposes of
determining the amount of Borrower's working capital, Borrower may include as
working capital all amounts available for borrowing under the Revolving Term
Commitment less the current portion due.
4. FINANCIAL: By 9-30-05 Borrower agrees to maintain a fixed charge
coverage ratio of 1.15:1.00. Fixed charge coverage ratio is defined as:
(earnings before interest, taxes, depreciation and amortization) divided by the
sum of: a) mandatory debt retirement; b) cash taxes; c) maintenance capital
expenditures; and d) cash patronage dividends and cash equity retirements to be
measured at fiscal year end.
5. MISCELLANEOUS - CAPITAL SPENDING LIMITATION DURING TERM OF NOTE:
Borrower shall not, during the term of this Note, without the prior written
consent of Lender, make any expenditure or incur any indebtedness for tangible
capital assets or incur obligations for operating or capital leases aggregating
more than $500,000 per year. For this purpose a tangible capital asset is land
or a fixed tangible asset which is depreciable under the Federal Internal
Revenue Code.
6. Borrower to insure business with adequate property casualty insurance
and adequate liability insurance. AgCountry to be named loss payee and
additional insured.
7. FINANCIAL REPORTING - CERTIFIED AUDIT: Within 120 days after the
Borrowers fiscal year and annually thereafter, Borrower shall provide Lender
with a written balance sheet of borrower as of the close of such fiscal year and
a written statement of profit and loss of Borrower for such year, prepared in
accordance with generally accepted principles of accounting and certified by a
firm of independent accountants selected by Borrower but satisfactory to Lender.
Such reports shall be set forth in a format comparing the results of the most
recent fiscal year to those in the prior fiscal year certified report and in all
reasonable details.
8. QUARTERLY FINANCIAL REPORTING: Within 30 days of the previous
quarter-end, Borrower(s) shall provide lender with the previous quarter-end
reports consisting of a balance sheet, profit and loss statements and other
reports requested to monitor performance.
Page 1 of 2
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|-----|---------|---------|----------|------------|-----------|---------------------|-------------------|
|Assn.|B.O. No. | CIF No.| Loan No. |Product code| Coll Code | Customer Name | Commitment Amount |
|-----|---------|---------|----------|------------|-----------|---------------------|-------------------|
| 72 | 65 | 1895516 |7584203400| 1011 | 04 |WESTERN PLAINS ENERG | $3,500,000.00 |
|-----|---------|---------|----------|------------|-----------|---------------------|-------------------|
ADDENDUM TO NOTE/LOAN AGREEMENT
November 15, 2004
-----------------
This Addendum is a part of, and contains additional terms and conditions for, a
Promissory Note/Loan Agreement ("Note") dated November 15, 2004, in the
principal amount sum of $ 3,500,000.00 evidencing a loan extended by AgCountry
Farm Credit Services, FLCA. ("Lender") to the Borrowers. Unless waived in
writing by the Lender, until all liabilities of the Borrowers under this loan
have been paid and satisfied in full, the Borrowers covenant and agree as
follows:
9. ACCOUNTING METHODS - Borrower shall not adopt any accounting methods,
which are inconsistent with generally accepted accounting principles (GAAP). To
the extent any change in GAAP affects any computation or determination required
to be made pursuant to this Addendum, such computatton or determination shall be
made as if such change in GAAP had not occurred unless the Borrower and Lender
agree in writing to an adjustment to such computation or determination to
account for such change in GAAP. Furthermore, Borrower will not change any
accounting methods, allow any restatement of its earnings, change in
depreciation or inventory methods, or reclassification of balance sheet
accounts, including but not limited to, the sale and leaseback of any asset,
without full and immediate disclosure to Lender. Lender shall have the right to
accept or reject any and all changes that Lender, in its sole discretion,
determines are material. Lender shall also have the right to review and adjust
any and all loan covenants, interest rates and other contract agreements upon
determining a material change has occurred.
10. OTHER INDEBTEDNESS - If Borrower should fall to pay any indebtedness to
any other person or entity for borrowed money or any long-term obligation when
due, or any other event occurs which, under any agreement or instrument relating
to indebtedness or obligation, has the effect of accelerating or permitting the
acceleration of such indebtedness or obligation; then all Lender obligations
become due.
11. DEFAULT EVENT- Borrower shall be in default if borrower fails to pay
any principal or interest or fees when due and such failure shall continue
un-remedied for a period of 10 days.
12. DEFAULT EVENT - Borrower shall be in default if borrower fails to
observe or perform any covenant or agreement contained in this agreement or
other loan documents and such failure shall remain un-remedied for 30 days after
the earlier of: 1) any officer of Borrower becomes aware of such failure or 2)
Lender notifies borrower of such failure.
13. LIENS AND ENCUMBRANCES - Lender acknowledges all liens and encumbrances
granted by the Borrower to the Lender under the Credit Agreement dated July
29, 2003 and amended March 4, 2004 between Borrower and AgCountry Farm Credit
Services, FLCA.
14. TAXES - Borrower to pay all taxes before they become delinquent.
15. FEES - Borrower agrees to pay Lender a loan origination and
participation fee of $52,500.00. This fee to be paid at closing.
Western Plains Energy, LLC, a Kansas
Limited Liability Company
By:
-------------------------------
(print name)
----------------------
Title:
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Page 2 of 2
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PROMISSORY NOTE/LOAN AGREEMENT
ADDITIONAL PROVISIONS (Page 1 of 4)
INDIVIDUAL LOAN PRICING PROGRAM: The Program provides for charging differential
interest rates according to loan classes determined by criteria adopted by the
Lender from time to time, such as type of loan, purpose, amount, quality,
funding costs, operating costs, servicing costs, and competitive interest rates.
There are separate types of loans and interest rates under the Program, each
having a different rate of interest, and the loans within each class are
assigned to an interest rate category. It is possible that the particular rate
for each class of loan may differ among such geographical areas as may be
designated from time to time. In the event that Borrowers default under the
terms or conditions of any promissory note, membership agreement, mortgage or
other security document, or any amendatory agreement to any of these, the Lender
at its option may adjust this loan to any less favorable interest rate category
then offered or maintained by Lender for loans of this type. The higher interest
rate shall become effective immediately upon placement of this loan into the
less favorable interest rate category by Lender, and the loan may, at the
option of Lender, remain in the less favorable interest rate category for the
remaining term of the loan, regardless of whether Borrowers later cure the
default. Lender shall not place the loan into a less favorable interest rate
category unless Lender has first given Borrowers written notice of the default,
and Borrowers fail to cure the default within 60 days after Lender has given the
notice. Notice shall be deemed to have been given when Lander places such notice
in the mail for first-class mailing to the last address of Borrowers known by
Lender. In addition to adjusting the loan to a less favorable interest rates
category, Lender may also charge the higher default interest rate described
below.
INTEREST RATE: If this is a:
(a) Variable Rate loan, the initial annual rate or interest is equal to the
Stated Interest Rate. The interest rate is subject to change at any time and by
any amount during the term of the loan and will vary from time to time at the
option of the Lender.
(b) Fixed Rate loan, the annual rate of interest is equal to the Stated
Interest Rate. The interest rate is not subject to change during the term of the
loan and will not be increased or decreased except in the event of default.
(c) Adjustable Rate Operating loan, the Initial annual rate of Interest is
equal to the Stated Interest Rate. The interest rate is subject to change at any
time and by any amount during the term of the loan, but only on and after the
first adjustment date, and the rate will not be increased or decreased prior to
that date except in the event of default.
(d) Adjustable Rate loan or an Adjustable Rate IT loan or an Adjustable
Rate Capital RLOC. The initial annual rate of interest is equal to the Stated
Interest Rate. The interest rate is subject to change by any amount during the
term of the loan, but only on the first adjustment date and on dates occurring
at the end of the successive adjustment intervals thereafter, and the rate will
not be increased or decreased during any one such interval except in the event
of default.
(e) Adjustable Rate Prime Rate Based loan, the initial annual rate of
interest is equal to the Stated Interest Rate. The index for adjustments is the
prime rate reported on the tenth day of the month preceding the interest rate
change date by the Wall Street Journal in its daily listing of money rates,
defined therein as "the base rate on corporate loans posted by at least 75
percent of the nation's 30 largest banks." If a prime rate is not reported on
the tenth day of a month, the prime rate reported on the first business day
preceding the tenth day of the month will be used. If this index is no longer
available, Lender will select a new index which is based upon comparable
information.
(f) Capped Non-indexed Variable Rata loan, the initial annual rate of
interest is equal to the Stated Interest Rate. The interest rate is subject to
change at any time and will vary from time to time at the option of the Lender.
The interest rate is not based on an index. Except during periods of default
when the additional percentage points specified herein shall be added to
increase the interest rate, the interest rate may not increase or decrease by
more than 6.00 percentage points above or below the initial annual rate of
interest on any single change date or during the term of the Loan.
(g) Fixed Then Indexed Adjustable Rate loan, the initial annual rate of
interest is equal to the Stated Interest Rate. Once the interest rate changes to
an adjustable interest rate at the end of the fixed interest rate period, the
index for adjustments is the estimated weekly average available for the one-year
bonds funding cost index as reported by the Federal Farm Credit Banks Funding
Corporation at its Web site, found in the Farm Credit System, Funding Cost
Index, Archive section at xxxx://xxx.xxxxxxxxxx-xxxx.xxx, for that week which
contains the date that is 45 days before the date that the adjustable interest
rate is to be initially determined or subsequently adjusted. If the date that is
45 days before either the expiration date of the fixed interest rate period or
an Adjustment Interval is not a business day, the Lender shall use that
estimated weekly average for the one-year bonds funding cost index for that week
which immediately precedes the 45-day
[Column 2 of Page 1]
date. If this index is no longer available, the Lender will select a new index
which is based on comparable information. The Lender will give the Borrowers
notice of this choice,
(h) Indexed Adjustable Rate loan, the initial annual rate of interest is
equal to the Stated Interest Rate. The index for adjustments is the estimated
weekly average available for the one-year bonds funding cost index as reported
by the Federal Farm Credit Banks Funding Corporation at its Web site, found in
the Farm Credit System, Funding Cost Index, Archive section at
xxxx://xxx.xxxxxxxxxx-xxxx.xxx, for that week which contains the date that is 45
days before the date the interest rate is to be adjusted. If the date that is 45
days before the date the interest rate is to be adjusted is not a business day,
the Lender shall use that estimated weekly average for the one-year bonds
funding cost index for that week which immediately precedes the 45 day date. If
this index is no longer available, the Lender will select a new index which is
based on comparable information. The Lender will give the Borrowers notice of
this choice.
(i) Adjustable Rate LIBOR Based loan, the initial annual rate of interest
is equal to the Stated Interest Rate. The index for adjustments is the One Month
London Interbank Offered Rate ("One Month LIBOR") reported on the tenth day of
the month preceding the interest rate change date by the Wall Street Journal in
its daily listing of money rates, defined therein as "the average of interbank
offered rates for dollar deposits in the London market based on quotations at
five major banks." If a One Month LIBOR rate is not reported on the tenth day of
a month, the One Month LIBOR rate reported on the first business day preceding
the tenth day of the month will be used. If this index is no longer available,
Lender will select a new index which is based upon comparable information.
Interest may be based upon a 360- or 365-day year as the Lender may determine.
DEFAULT RATE OF INTEREST: Prior to maturity, if Borrowers default under this
document, the entire unpaid principal balance of the loan, including all
advancements, shall bear interest from the date of default until the default is
cured or maturity of the loan is accelerated by reason of default at a rate
equal to the interest rate for this loan that would otherwise be in effect
during the period of default plus the Default Add-On Rate per annum (the
"default rate"), and the amount of such interest in excess of interest otherwise
accruing in the absence of default shall be immediately due and payable. At
maturity or upon acceleration of maturity by reason of default, the entire
indebtedness including all principal, interest and advancements shall bear
interest until paid at the default rate in effect at the time of maturity or
acceleration of maturity, as the case may be.
DISBURSEMENTS OF PRINCIPAL: Disbursements of principal may be made at various
times at Borrowers' request, subject to the provisions of this paragraph.
Repayments of principal under a Revolving Line of Credit reinstate the loan
commitment, subject to the terms of this document, but the total of the unpaid
balance of future advances together with the existing indebtedness hereunder, in
the aggregate at any one time outstanding, shall not exceed the Loan Amount;
otherwise, repayments of principal do not reinstate the loan commitment, and
total disbursements, in the aggregate, shall not exceed the Loan Amount. The
Lender may withhold further disbursements if it determines that: (a) the value
of the Collateral is insufficient; (b) loan proceeds have been used for purposes
not approved by the Lender; [c) loan payments have not been made in accordance
with the repayment plan contained in the loan application; or (d) an event has
occurred which entitles the Lender to accelerate maturity of the loan.
DRAFT PROGRAM AGREEMENT: If the Draft Program is applicable to this loan, the
Borrowers may draw loan funds using the draft forms furnished by the Lender,
subject to the following terms and conditions:
(a) The Borrowers authorize and direct the Lender and its duly authorized
agents to accept drafts made or drawn by any one of the Borrowers and to
disburse loan funds accordingly, as specified in this document; however,
Borrowers agree not to use drafts as payments on this or other Obligations of
the Borrowers. The Borrowers may be charged a reasonable fee for this program
and the cost of printing drafts.
(b) The Borrowers jointly and severally accept responsibility for all
disbursements made pursuant to this authorization and direction. The Lender
shall not be obligated to inquire as to whether the Borrowers have issued
specific directions for any particular draft or to determine whether the
Borrowers have received the benefit of the proceeds of any particular draft
before honoring such draft. Drafts may be deposited directly into the bank
account of any one of the Borrowers.
(c) The minimum amount for which each draft may be written is the Minimum
Draft amount. In the event that Borrowers write any draft for an amount below
this minimum, the Lender may charge Borrowers a reasonable fee for each draft
that is not in compliance.
(d) Drafts may not be written in excess of the undisbursed loan commitment.
The Lender reserves the right to revoke all future draft privileges without
notice to the Borrowers in the event of an overdraft and the right to reject
drafts that are not written for purposes specified in the
PROMISSORY NOTE/LOAN AGREEMENT
ADDITIONAL PROVISIONS (Page 2 of 4)
loan documents or pursuant to these terms and conditions. In the event that
Lender chooses to honor a draft which exceeds the available loan commitment,
Borrowers are liable for full repayment of the funds thus borrowed, plus
interest, and Lender may charge Borrowers a reasonable overdraft fee.
(e) The Borrowers agree to immediately notify the Lender in the event one
or more drafts are lost, stolen, destroyed or otherwise misused and to indemnify
the Lender and hold the Lender harmless from any loss or claim if any draft is
lost, stolen, forged, altered or otherwise misused if the Lender did not have
notice of the same at least 24 hours prior to honoring such draft.
(f) The Borrowers may stop payment on a draft by request to the Lender. The
Borrowers will be charged a reasonable fee for each stop-payment order and agree
to reimburse the Lender for all damages, costs and expenses as a result of the
Lender's refusal to honor such draft. The Lender shall not be liable in the
event the draft is honored following a stop-payment order if such order is not
received in sufficient time to permit dishonor.
(g) This authorization and direction shall be effective as to this and,
with the Lender's approval, other existing and future loans to the Borrowers and
shall continue in force and effect until the Lender receives written notice of
revocation signed by the Borrowers, provided, the privilege of using drafts may
be withdrawn by the Lender and unused drafts must be surrendered to the Lender
on demand.
FUNDS HELD PROGRAM: Lender may offer a Funds Held Program ("Program") that
allows Borrowers to make advance conditional payments on designated loans.
Lender reserves the right, in its discretion, to amend or terminate the Program.
The following terms and conditions apply to all Program accounts in connection
with loans from Lender.
(a) Subject to Lender's rights to direct the application of payments, an
advance payment made to be applied to future maturities on a loan will be placed
in a Program account ("Account") as of the date received. If a special
prepayment of principal is desired, Borrowers must so specify when an advance
payment is made.
(b) Interest will accrue on funds in the Account at such times and at such
rates as per Lender's Program. Lender may change the interest rate or accrual
period from time to time without notice. The Program may provide for different
interest rates for different categories of loans.
(c) When a loan installment or other related charge becomes due, funds in
the Account for that loan will be automatically applied on the due date toward
payment of the installment or related charge. Any accrued interest in the
Account will be applied first. If the funds in the Account are not adequate to
pay the entire installment or related charge, Borrowers must pay the difference
by the installment due date.
(d) Funds received after a loan installment or related charge has been
billed will be applied to the installment or related charge due. Funds received
in excess of the billed installment amount or related charge will be placed in
the Account.
Even though no installment or related charge is due, Lender may, at its option,
apply funds from the Account without notice to Borrowers as follows:
- Protective Advances. If Borrowers fail to pay when due other items
Borrowers are required to pay pursuant to any loan document, Lender may apply
funds in the Account to pay them.
- Account Ceiling. If the Account balance exceeds the unpaid balance on the
loan, Lender may apply the funds in the Account to pay off the loan and will
return any excess funds.
- Transfer of Security. If Borrowers sell, assign, or transfer any interest
in any collateral for the loan, Lender may apply the funds in the Account to the
remaining loan balance.
- Deceased Borrowers. If all Borrowers are deceased. Lender may apply the
funds in the Account to the remaining loan balance.
- Termination of Program. If Lender decides to terminate the Program, it
may apply all funds in the Account to the remaining loan balance effective on
the termination date.
(e) Lender may, in its discretion, permit Borrowers to withdraw funds from
the Account in accordance with Lender's Program.
(f) Neither the advance payments nor the accrued interest in an Account are
insured by a governmental agency or instrumentality. If Lender is placed in
liquidation, Borrowers shall be sent by the receiver such notices as required by
FCA regulations then in effect. Such regulations currently provide for advance
notice from the receiver that funds in the Account will be applied to the loan
and that funds in the Account will not earn interest after the receiver is
appointed.
LOAN PAYMENTS: If the loan is payable in installments and the period from
the day interest begins to the due date of the first installment is more than
the interval between installments, there may be an interest only payment due one
installment interval prior to the due date of the first installment, or the
interest may be included in the first installment at the
[Column 2 of Page 2]
option of the Lender, but if such period is less than the interval between
installments and principal and interest are payable in equal installments, then
the first installment will be decreased by the amount of interest not yet
accrued for that installment. The final installment may be more or less than
preceding installments, if any, and any periodic adjustments to the interest
rate will result in corresponding changes in the amount of installments, if the
loan is payable in installments, or the amount due at maturity. The Borrowers
may make advance payments in any amount and at any time without penalty.
Prepayments shall, at the option of the Lender, (a) be held by the Lender and
then applied to installments of principal and interest next scheduled to mature
in the order of maturity, (b) be immediately applied to payment of principal
then outstanding, resulting in a reamortization of the remaining balance of the
loan over the remaining term under the existing payment plan and in a
corresponding reduction in the amount of future installments of principal and
interest, or (c) be immediately applied to payment of principal then
outstanding, with, if an amortized loan, a corresponding reduction in the number
of future installments of principal and interest in the inverse order of
maturity, thus discharging the loan at an earlier date; provided, in any event,
the Lender may, at its option, first apply any such prepayments to the payment
of interest accrued to the date of prepayment.
PERSONAL PROPERTY AND FIXTURES: The following subsections (1) and (2) including
the definitions apply, in addition, only if the collateral described on
Promissory Note/Loan Agreement, and each addendum thereto, is personal property
or fixtures:
(1) Obligations and Collateral. The Borrowers grant to the Lender as
security for the payment and performance of this loan and the other Obligations
a security interest in all of the Borrowers' rights, title, and interest in the
Collateral, including all rights to transfer an interest in the Collateral.
"Obligations" means this loan and all other loans and advances by the Lender
except any loan to which a Basic Membership and Lending Relationship Agreement
(Rural Residence/Country Living Loans) applies including: (a) existing and
future indebtedness, liabilities, and other obligations of the Borrowers to the
Lender of any kind, absolute or contingent, due or to become due, arising out of
existing or future credit granted by the Lender to the Borrowers, or any one or
more of them, and all extensions and renewals thereof from time to time; and (b)
all costs incurred by the Lender in enforcing its rights under this document
with Interest, including attorney's fees and legal costs. "Collateral" means (a)
the property described on Promissory Note/Loan Agreement and each addendum
thereto; (b) all additions, accessions, replacements, and substitutions of the
Collateral and property of similar type or kind now owned or hereafter acquired
by the Borrowers; and (c) to the extent not included in (a) or (b) as original
Collateral, all products and proceeds of the Collateral. If the Collateral
includes crops now growing or to be grown in North Dakota, the following
provision is part of this document:
This security agreement covers crops now growing. This security agreement also
covers future crops to be grown in the current year or any year hereafter.
The Borrowers agree to deliver upon the request of the Lender such
additional or corrected documents, drafts or instruments as the Lender may deem
necessary at any time.
(2) Warranties and Agreements: The Borrowers warrant and agree that:
(a) The Borrowers are the absolute owners of the Collateral free from any
encumbrances, liens, security interests, or equity interests, except for the
security interest granted herein and except as disclosed by the Borrowers to the
Lender in writing.
(b) The Borrowers shall: (1) care for the Collateral and not permit its
value to be impaired; (2) keep the Collateral free from all encumbrances, liens,
and security interests, other than those created or expressly permitted herein;
(3) defend the Collateral against all claims and legal proceedings by persons
other than the Lender; (4) pay and discharge when due all taxes, license fees,
levies, and other charges upon the Collateral; and (5) immediately inform the
Lender in writing of any change in Borrowers' address or the location of the
Collateral. Loss of or damage to the Collateral shall not release the Borrowers
from any of the Obligations. Upon demand, the Borrowers will provide additional
collateral acceptable to the Lender.
(c) At the Lender's request, the Borrowers shall keep all Collateral and
the Lender's interest in it insured under policies naming the Lender as loss
payee, with provisions, coverages, amounts, and by insurers satisfactory to the
Lender, and the Borrowers shall furnish Lender satisfactory evidence of such
Insurance.
(d) The Borrowers shall pay all expenses which are permitted to be
recovered from the Borrowers by applicable law and, upon request, take any
action reasonably deemed advisable by the Lender to preserve the
PROMISSORY NOTE/LOAN AGREEMENT
ADDITIONAL PROVISIONS (Page 3 of 4)
Collateral or to establish, determine the priority of, perfect, continue as
perfected, preserve, enforce or terminate the Lender's rights and interest in
the Collateral.
(e) The Lender is authorized to examine the Collateral at reasonable times.
(f) The Borrowers shall not dispose of any of the Collateral without the
authorization of the Lender and, except as otherwise agreed to in writing by the
Lender, shall apply the proceeds of all dispositions of the Collateral to
payment of this loan.
(g) The Borrowers understand that the unauthorized disposition of
Collateral with intent to defraud the Lender constitutes a federal criminal
offense.
(h) The Borrowers hereby authorize the Lender to file all financing
statements describing the Collateral, and all amendments thereto, in any offices
as the Lender, in its sole discretion, may determine. The Borrowers hereby also
authorize the Lender to file all effective financing statements describing the
Collateral pursuant to 7 U.S.C. section 1631, and all amendments thereto, in any
offices as the Lenders, in its sole discretion, may determine.
(i) If the Collateral includes federal or state government program
entitlements or payments, the Borrowers shall execute and deliver to the Lender
all assignments, transfers, and other documents required by the Lender to
transfer, convey, and assign to the Lender at such federal and state government
program entitlements, payments, rights to payment whether or not earned by
performance, accounts, general intangibles, and benefits.
(j) All terms in this Agreement that are defined in the Uniform Commercial
Code, as enacted in the state in which Lender's office originating this Loan is
located and as amended from time to time ("UCC"), shall have the meanings set
forth in the UCC. The meaning of a term hereunder shall automatically change on
the effective date of each amendment to the definition of such term In the UCC.
(k) For each Borrower that is not an Individual, the legal name of each
such Borrower is as set forth in the Note or an addendum thereto. None of the
Borrowers have used any trade name, assumed name, or other name except those set
forth in the Note or an addendum thereto. The Borrowers shall give the Lender
written notice at least 30 days before the date of (1) any change in any
Borrower's name or (2) any use by any Borrower of another name.
(l) If any of the Borrowers is a Registered Organization, as that term is
defined in the UCC. all information provided by the Borrowers to the Lender
concerning the state(s) of organization for the Borrowers is true, accurate, and
complete. None of the Borrowers shall change its state of organization without
the prior written consent of the Lender. Borrowers shall provide the Lender with
written notice at least 30 days before the date any Borrower takes any action to
change its state of organization.
(m) If any of the Borrowers is an Individual or an entity that is not a
Registered Organization, all information provided by the Borrowers to the Lender
concerning the address of an individual Borrower's residence or the address of
the chief executive office of an entity that is not a Registered Organization is
true, accurate, and complete. None of the individual Borrowers shall change that
address of residence without providing written notice to the Lender at least 30
days before the effective date of such address change. None of the Borrowers
that are entities that are not Registered Organizations shall change that
address of the chief executive office without providing written notice to the
Lender at least 30 days before the effective date of such address change.
(n) To the extent that the Borrowers use proceeds of the Loan extended by
the Lender to purchase Collateral, Borrowers' repayment of the Loan shall apply
on a "first-in-first-out" basis so that the portion of the Loan used to purchase
a particular item of the Collateral shall be paid in the chronological order the
Borrowers purchased the Collateral.
FINANCIAL RECORDS: The Borrowers agree to maintain complete and accurate
financial books and records for Borrowers' business, permit access by the Lender
and to provide periodic financial information as requested by Lender in a form
acceptable to Lender.
PAYMENTS BY LENDER: The Lender is authorized but not obligated to pay the
following items and charge them to the loan with interest at the rate(s) then
applicable to this loan: (a) amounts required to pay prior liens on the
Collateral; (b) the cost of insurance carried by the Borrowers in connection
with this loan or any financially related service offered by or through the
Lender; (c) appraisal and title evidence costs, recording and filing fees, and
similar items; (d) amounts required for the Borrowers to acquire and maintain
stock or participation certificates in the Lender or the Lender's parent
association, as applicable; and (e) any accrued interest hereunder that is not
paid when due.
EVENTS OF DEFAULT: Each of the following constitutes a default by Borrowers
under this document: (a) the failure to perform any warranty or
[Column 2 of Page 3]
agreement contained in this document or in any instrument securing payment of
this loan or related to this loan; (b) default under any other promissory note
executed by the Borrowers, or any one or more of them, and payable to the Lender
except any note to which a Basic Membership and Landing Relationship Agreement
(Rural Residence/Country Living Loans) applies; (c) default under any lease
executed by the Borrowers, or any one or more of them, under which the Lender is
the Lessor, and, it shall also be an event of default under this document if an
event of default occurs on any other loan or lease that any of the Borrowers
have with either the Lender's parent association or any subsidiaries of the
Lender's parent association; (d) any statement or report furnished by the
Borrowers to the Lender is false in any material respect; (e) any Collateral is
lost, stolen, substantially damaged, destroyed, or, without the Lender's
consent, sold or encumbered; (f) any of the Borrowers dies, is dissolved,
declares insolvency, is declared insolvent, or is the subject of any proceeding
under any bankruptcy or insolvency law; or (g) the Lender, in good faith, deems
itself insecure or determines that the prospect of payment of this loan or the
prospect of performance of this or any other instrument securing this loan or
relating to it is impaired.
LENDER'S REMEDIES: Lender, in addition to other rights provided in this document
or by law or agreement, may do any one or more of the following if Borrowers
default under this document: (a) declare this loan and any or all other loans to
Borrowers or any one or more of them (except any loan to which a Basic
Membership and Lending Relationship Agreement (Rural Residence/Country Living]
applies) immediately due and payable; (b) as to Collateral which is personal
property or fixtures, exercise all the remedies of a secured party under the
Uniform Commercial Code including without limitation: (1) without notice to the
Borrowers or judicial process peaceably enter upon any premises where the
Collateral is located, lake possession of it and remove it from the premises;
(2) require the Borrowers to assemble the Collateral and make it available to
the Lender at a place designated by Lender which is reasonably convenient to
both parties; and (3) use and occupy the Borrowers' premises to care for
livestock collateral. Crops are perishable and may decline speedily in value and
the Lender at Borrowers' expense may care for and harvest the crops and dispose
of them at private sale; (4) require Borrowers to reimburse the Lender for
expenses incurred by the Lender in protecting or enforcing its rights under this
document, including without limitation reasonable attorney's fees and legal
expenses when permitted by law. (5) After deduction of expenses, the Lender may
apply the proceeds of disposition to the Obligations in the order and amounts it
elects.
ASSIGNMENT OF LOAN: The Lender may not assign or otherwise transfer this loan to
any party other than AgriBank, FCB and its successors (the "Bank"], whether
absolutely or as collateral security and whether in the ordinary course of
business or otherwise, without the express written consent of the Bank. If this
loan is assigned or otherwise transferred to the Bank or another institution
chartered pursuant to the provisions of the Farm Credit Act of 1971, as amended,
("Act") the interest rate hereunder may be established by such institution in
accordance with the provisions of this document. If this loan is assigned or
transferred to a party not chartered under the Act, notwithstanding any contrary
provision in this document, in the absence of maturity or acceleration, the
following apply:
(a) If this is a Variable Rate loan or an Adjustable Rate Operating RLOC,
adjustments in the interest rate will be made only on the dates occurring at
successive intervals of one year each after the first day of the month and year
of such assignment based upon an index and margin. The index will be the weekly
average yield on United States Treasury securities, as made available by the
Federal Reserve Board, adjusted to a constant maturity of one year.
(b) If this is an Adjustable Rate Capital RLOC or Adjustable Rate IT loan,
the interest rate will continue to be adjusted on the dates and intervals
described therein based upon an index and margin. The index will be the same as
for a Variable Rate Loan, except it will be adjusted to a constant maturity of a
length equal to the length of the interval between adjustments specified above
(if U.S. Treasury yield figures are not available for this length, the U.S.
Treasury yield figures which are available for the closest length of time which
is shorter than the interval between adjustments will be used).
(c) For interest rate adjustments under (a) and (b), the margin will be the
amount by which the interest rate in effect for this loan at the time of the
assignment, in the absence of default, exceeds the index that would have been
effective for the date that this interest rate was established for this loan
(the last previous repricing date). The new interest rate will be calculated by
adding the margin to the applicable current index and rounding the total to the
nearest one-eighth of one percent, subject however, to the provision herein for
a higher default rate. The current index will be the most recent index available
as of 45 days before the date the interest rate is to be adjusted. If the
applicable index is not available,
PROMISSORY NOTE/LOAN AGREEMENT
ADDITIONAL PROVISIONS (Page 4 of 4)
the Lender will select a new index which is based upon comparable information.
The interest rate shall never exceed the rate permitted by applicable law.
(d) If this is an Adjustable Rate Prime Rate Based loan, the margin that is
used for interest rate adjustments shall remain fixed for the remaining term of
the loan at the margin amount that is in effect at the time of the assignment
WAIVER: The Borrowers and other parties to this transaction (except the Lender},
and each of them, whether principal, surety, guarantor, endorser, or other
party, agree to be jointly and severally bound and, further, waive demand,
protest, and notice of demand, protest, or nonpayment, and agree that the
liability of each shall be unconditional without regard to the liability of any
other party and shall not be affected by any indulgence, extension or extensions
of time, renewal, waiver, release of any party or of any Collateral, or other
modifications granted or consented to by the Lender. The rights and powers
granted to the Lender hereunder shall not, nor shall any provision hereof, be
waived except in writing signed by the Lender, and the provisions hereof shall
not be modified, limited, or waived by any prior or subsequent course of dealing
between the parties or between the Borrowers and third parties or by any usage
of trade. To the extent the Bank gives or has given value to the Lender in
reliance hereon, either by way of loan or discount, the Borrowers hereby waive
any and all other defenses or right of offset which the Borrowers or any of them
may or might have against the Lender when this document is held by the Bank, its
collateral custodian, or the successors or assigns of either.
APPOINTMENT OF AGENT: Each of the Borrowers hereby appoints each of the other
Borrowers as agent for the purposes of this loan and, if applicable, the
Obligations and agrees that loan funds, dividends, stock retirement proceeds,
and other distributions may be disbursed to or by order of any one or more of
them. This appointment shall continue until written notice of termination is
received by the Lender.
ASSOCIATION MEMBERSHIP: The Borrowers agree to purchase and maintain stock or
participation certificates in the Lender or the Lender's parent association, as
applicable, in amounts as may be required from time to time under the Capital
Plan adopted by the Board of Directors pursuant to applicable Bylaws.
MODIFICATION: No modification of this document or any related document shall be
enforceable unless in writing and signed by the party against whom enforcement
is sought. Oral agreements or commitments to loan money, extend credit, or to
forbear from enforcing repayment of a debt including promises to extend or renew
such debt are not enforceable, regardless of the legal theory upon which it is
based that is in any way related to the credit agreement. To protect you {the
Borrowers) and us (the Lender) from misunderstanding or disappointment, any
agreements we reach covering such matters are contained in this writing, which
is the complete and exclusive statement of the agreement between us, except as
we may later agree in writing to modify it.
REPORTING: Lender, its agents, successors and assigns may report Borrowers'
names and information regarding this loan and all of Borrowers' past and future
loans to credit reporting agencies.
FOR ILLINOIS AND MISSOURI LOANS ONLY: Unless you (the Borrowers) provide us (the
Lender) with evidence of the insurance coverage required by your agreement with
us, we may purchase insurance at your expense to protect our interests in your
Collateral. This insurance may, but need not, protect your interests. The
coverage that we purchase may not pay any claim that you make or any claim that
is made against you in connection with the Collateral. You may later cancel any
Insurance purchased by us, but only after providing us with evidence that you
have obtained insurance as required by our agreement. If we purchase insurance
for the Collateral, you will be responsible for the costs of that insurance,
including interest and any other charges we may impose in connection with the
placement of the insurance, until the effective date of the cancellation or
expiration of the insurance. The costs of the insurance may be added to your
total outstanding balance or obligation. The costs of the insurance may be more
than the cost of insurance you may be able to obtain on your own.
POWER OF ATTORNEY: Borrowers hereby irrevocably appoint the Lender as Borrowers'
attorney-in-fact to act for the Borrowers with full authority in the place and
name of the Borrowers to take any action and to execute any instrument which the
Lender may deem advisable to accomplish the purposes of this Agreement,
including authority (a) to endorse, collect, xxx for, compromise, and receive
any drafts, instruments, documents, or moneys due in connection with the
Collateral; (b) to file any claims or take any action or institute any
proceedings which the Lender may deem desirable for the collection of any of the
Collateral or otherwise to enforce the rights of the Lender with respect to any
of the Collateral; (c) to disburse
[Column 2 of Page 4]
funds including paying insurance premiums, taxes, liens, and other costs of
preserving the Collateral; and (d) to establish, determine priority of, perfect,
continue as perfected, preserve, enforce, or terminate the Lender's rights and
interests under this Agreement. The Lender may charge its expenses of doing so
to any of the Obligations and the Borrowers shall pay them upon demand with
interest from the date each expense is incurred at the rate in effect on the
date each expense is incurred on the applicable Obligation.
AUTHORIZATION FOR ACCESS TO INFORMATION: Borrowers acknowledge and agree that
the verification or reverification of any information, whether contained in the
Borrowers' loan application or in any other manner supplied by the Borrowers to
the Lender in connection therewith, may be made at any time by the Lender, its
agents, successors, or assigns, either directly or through a credit reporting
agency, from any source whether named in the Borrowers' loan application or
otherwise provided to the Lender by the Borrowers.
BORROWERS' PRIVACY DISCLOSURE: Your privacy is important to us. We want you to
know that we hold your financial and other personal information in strict
confidence. Since 1972, Farm Credit Administration regulations have forbidden
the directors and employees of Farm Credit institutions from disclosing personal
borrower information to others without your consent. We do not sell or trade our
customers' personal Information to marketing companies or information brokers.
FCA rules allow us to disclose customer Information to others only in these
situations:
- We may give it to another Farm Credit Institution that you do business
with.
- We can be a credit reference for you with other lenders and provide
information to a credit bureau or other consumer reporting agency.
- We can provide information in certain types of legal or law enforcement
proceedings.
- FCA examiners may review loan files during regular examinations of our
association.
- If one of our employees applies to become a licensed real estate
appraiser, we may give copies of real estate appraisal reports to the State
agency that licenses appraisers when required. We will first remove as much
personal information from the appraisal report as possible.
As a member/owner of this institution, your privacy and the security of
your personal information are vital to our continued ability to serve your
ongoing credit needs.
UNAUTHORIZED DEPOSITIONS AND FALSE STATEMENTS: Borrowers understand that it is a
federal crime punishable by fine, imprisonment, or both to knowingly make any
false statements in the Borrowers' loan application as applicable under the
provisions of Xxxxx 00, Xxxxxx Xxxxxx Code, Section 1014. Borrowers also
understand that any unauthorized disposition of Collateral or the making of any
false statement or report to the Lender in connection with a loan could result
in civil and criminal consequences to the Borrowers as applicable under the
provisions of Xxxxx 00, Xxxxxx Xxxxxx Code, Sections 658 and 1014.
PARTIES BOUND: Each person signing the Note, other than the Lender, is a
Borrower. The Obligations of all Borrowers are joint and several, and all
Borrowers hereby acknowledge receipt of all proceeds of the Loan. This Agreement
benefits the Lender, its successors, and assigns. This Agreement shall bind the
Borrowers, the Borrowers' heirs, personal representatives, successors, and
assigns, and all persons and parties who become bound as a Borrower under this
Agreement
FEES CHARGED: Lender has authority to charge and Borrowers agree to pay any
reasonable fees and costs charged by Lender to amend the terms of this Loan.
Borrowers give Lender authority to advance such fees and costs and charge them
to the loan. If Borrowers do not immediately repay such advance, interest at the
default rates shall begin to accrue on the amount advanced. The absence of
express authority in this Promissory Note/Loan Agreement to charge a specific
fee or cost to Borrowers shall not be construed as a prohibition on the charging
of such fees or costs.
|-----|---------|---------|----------|------------|---------------------|-------------------|
|Assn.|B.O. No. | CIF No.| Loan No. |Product Code| Customer Name | Commitment Amount |
|-----|---------|---------|----------|------------|---------------------|-------------------|
| 72 | 65 | 1895516 |7584203400| 3055 |WESTERN PLAINS ENERG | $3,500,000.00 |
|-----|---------|---------|----------|------------|---------------------|-------------------|
EFFECTIVE INTEREST RATE AND DISCLOSURE
DATE: November 15, 2004
----------------
________________________________________________________________________________
The disclosures on this page are made pursuant to Section 4.13(a) of the Farm
Credit Act of 1971, as amended, 12 U.S.C. 2199, and are not part of the
contractual agreement between the Borrowers and the Lender. This Loan is not
subject to the Truth-in-Lending (TIL), 15 U.S.C. 1601 et seq., and the effective
rate of interest described herein is not to be construed as the equivalent of
the annual percentage rate which would be disclosed on a loan subject to TIL.
Stated Interest Rate Effective Interest Rate
The rate of interest currently The stated rate of interest
applicable to the Loan adjusted to take into account
loan origination charges and
any purchase of stock
5.86 % 6.41 %
------------------ ------------------
Except with respect to stock protected under Section 4.9A of the Farm Credit Act
of 1971, as amended, stock that is purchased in the Lender or the Lender's
parent association, be applicable, is at risk and can only be retired at the
discretion of the association board. Effective Interest Rate is calculated as if
stock will never be retired. If stock is retired, as is customary, the Effective
Interest Rate would be lower than the percentage stated above. It is generally
the association's practice to retire stock when a Borrower's loan balance is
paid in full or upon full payment of all of a Borrower's loans, provided the
association has an adequate capital position. At this time, the association's
capital exceeds the regulatory capital requirements.
INTEREST RATE PLAN:
(Adjustable Rate LIBOR Based) The interest rate is based on an index plus a
margin and may increase during the term of this transaction if there is an
increase in the One Month London Interbank Offered Rate ("One Month LIBOR")
and/or margin. The index is the One Month LIBOR published on the applicable date
in the Wall Street Journal. The margin is set by the Lender and can change at
successive intervals of 1 year(s) each.
In the event of default at any time during the term of the Loan, however, and at
maturity, the Loan will be subject to a higher rate of interest.
ADJUSTMENT FACTORS: The factors which the Lender takes into account in making
adjustments to the interest rate on the Loan (except fixed rate loans and
adjustments based on changes in the prime Index or LIBOR index) include cost of
funds, operating expenses, provision for loan losses, capital requirements,
capital sharing, nonearning assets and competitive elements of the financial
environment. The factors considered by the Lender may change during the term of
the Loan.
REPRESENTATIVE EXAMPLES: These examples show the effect that changes in the
stock requirement and loan origination fees would have on the effective interest
rate of a representative loan with loan level stock. A $103,000 amortized loan,
including a $3,000 or 3% stock requirement, amortized over a 5-year term with
level annual payments, a stated interest rate of 10%, and loan origination
charges of $1,000 would have an effective interest rate of 10.85%. If the loan
amount was to remain at $103,000 with a 3% stock requirement, but the loan
origination charges increase to $1,500, the effective interest rate would be
11.06%.
LOAN OPTIONS: The Lender may offer secured and unsecured short- and
intermediate-term loans including lines of credit, with maturities up to 7 years
or, in some instances, 10 years. Installments can be paid monthly, quarterly,
semi-annually, annually, or according to other irregular repayment plans as may
be agreed upon by the Borrowers and the Lender. Interest rates may be variable
at the option of the Lender, fixed for a specified period and then variable,
adjustable at specified intervals with the rate determined either at Lender's
discretion or in accordance with the prime index or LIBOR index, or fixed for
the term of the Loan. Some loan options are subject to certain conditions and
are not available to all borrowers for all purposes. In addition, loan options,
including interest rates, may vary by location and time period. The availability
of any loan option is subject to change at any time at the discretion of the
Lender. If the Lender is an ACA, Lender also offers long-term real estate
mortgage loans with maturities of 10 to 40 years secured by agricultural real
estate or rural homes. Interest rates may be fixed for the term of the loan,
variable at the option of the Lender, or adjustable at specified intervals with
the rate adjusted either at Lender's discretion or in accordance with Federal
Farm Credit Banks Funding Corporation rates or the prime index or LIBOR index.
These real estate mortgage loan options are subject to the same conditions,
limitations, and varying availability as mentioned above for the short- and
intermediate-term loans.
________________________________________________________________________________
BORROWER RIGHTS:
1. At loan closing, Borrowers shall receive copies of loan documents signed by
Borrowers. Upon request thereafter Borrowers are entitled to copies of
documents signed or delivered by Borrowers, copies of Lender's or the
Lender's parent association's charter and bylaws, as applicable, and copies
of Lender's appraisals of the collateral.
2. If the loan has an adjustable or variable interest rate, Borrowers will be
notified in writing of any change in interest rate. The notice will be
given not later than any deadline date required by regulations promulgated
by the Farm Credit Administration.
3. If Borrowers' Loan is in a differential interest rate program, Borrowers
may request that Lender review the Loan to verify that the proper interest
rate category has been assigned, and also to explain in writing to
Borrowers the basis for the interest rate charged and how the credit status
of the Borrowers may be improved to receive a lower interest rate on the
Loan.
4. If Lender places Borrowers' Loan in nonaccrual status and such action
results in an adverse action being taken against Borrowers (such as
revocation of any undisbursed loan commitment), the Lender shall notify
Borrowers in writing of such change in status and the reasons therefor. If
Borrowers were not delinquent in any payments under the Loan at the time
and Borrowers' request to have the Loan reinstated to accrual status is
denied, Borrower may obtain a review of such denial before the Lender's
credit review committee.
5. Lender may not commence foreclosure or other legal action against any
collateral securing the Loan unless at least 45 days before such
commencement Lender has provided Borrowers with a copy of Lender's
restructuring policy and forms on which Borrowers may submit a request for
restructuring. If Borrowers' request for restructuring is denied, Borrowers
may appeal the denial to Lender's credit review committee, and may also
obtain an independent appraisal of any collateral (at Borrowers' expense)
for consideration by the credit review committee.
6. If Lender acquires agricultural real estate by enforcement of Lender's
lien, when Lender elects to sell or lease the acquired property, Borrowers
shall have a right of first refusal on the property. Lender shall notify
Borrowers in writing and Borrowers may purchase or lease the property, as
appropriate, at the appraised fair market value or fair rental value, or if
the properly is sold by public offering, at the price of the highest
qualified bid.
If you have any questions concerning the information contained on this
disclosure page, please contact your servicing office.
