EXHIBIT 10.4
SECURITY INTEREST SUBORDINATION AGREEMENT
(Personal Property)
("Lender") ("Subordinating Bank")
XXXXXXX BANK NATIONAL ASSOCIATION XXXXXXX BANK NATIONAL ASSOCIATION
0000 0XX XXXXXX XXXXX 0000 0XX XXXXXX XXXXX
XX. XXXXX, XX 00000 XX. XXXXX, XX 00000
For good and valuable consideration, the receipt and sufficiency of which
are hereby acknowledged, and to induce you XXXXXXX BANK NATIONAL ASSOCIATION
("Lender") from time to tome at your discretion to make loans to or enter into
credit agreements with HUSKER AG, LLC ("Debtor"), the undersigned hereby agrees
that (regardless of any priority otherwise available to the undersigned by law
or by agreement) any security interest which the undersigned may now hold or may
at any time hereafter acquire in any or all of the following property of Debtor
(the "Property"), namely:
ALL INVENTORY AND ACCOUNTS; WHETHER ANY OF THE FOREGOING IS OWNED NOW OR
ACQUIRED LATER; ALL ACCESSIONS, ADDITIONS, REPLACEMENTS, AND SUBSTITUTIONS
RELATING TO ANY OF THE FOREGOING; ALL RECORDS OF ANY KIND RELATING TO ANY OF THE
FOREGOING; ALL PROCEEDS RELATING TO ANY OF THE FOREGOING (INCLUDING INSURANCE,
GENERAL INTANGIBLES AND OTHER ACCOUNTS PROCEEDS)
together, in each case, with all proceeds thereof, is, shall be and shall remain
fully subordinate for all purposes to the security interest of Bank under the
agreement that is attached hereto as Exhibit A.
The undersigned further agrees that:
1. The undersigned will not exercise any collection rights with respect to the
Property, will not take possession of, sell or dispose of, or otherwise
deal with, the Property, and will not exercise or enforce any right or
remedy which may be available to the undersigned with respect to the
Property upon default, without prior written consent by Bank.
2. Bank may exercise collection rights, may take possession of, sell or
dispose of, and otherwise deal with, the Property, and may exercise and
enforce any right or remedy available to Bank with respect to the Property,
whether available prior to or after the occurrence of any default, all
without notice to or consent by anyone. Bank may apply the proceeds of
collateral to any indebtedness secured by Bank's above-described security
interest, in any order of application.
3. Neither the undersigned nor Bank (I) makes any representation or warranty
concerning the Property or the validity, perfection or (except as to the
subordination accomplished hereby) priority of any security interest
therein, or (I) shall have any duty to preserve, protect care for, insure,
take possession of, collect, dispose of or otherwise realize upon any of
the Property.
4. The undersigned warrants that any purchaser or transferee of, or successor
to, any security interest of the undersigned in any or all of the Property
will be given detailed written notice of the subordination accomplished
hereby, prior to the time of purchase, transfer or succession.
5. The undersigned waives any priority available to the undersigned by law
with respect to any security interest in the Property, but the priority or
parity of the rights and claims of the undersigned and Bank as general
creditors of Debtor (rather than as secured parties) shall not be effected
or impaired by this Agreement. This Agreement is made under the laws of the
State in which it is accepted by the Bank. It cannot be waived or changed
or ended, except by writing signed by the party to be bound thereby. This
Agreement is made between Bank and undersigned. It shall be binding upon
the undersigned and the heirs, representatives, successors and assigns of
the undersigned and shall inure to the benefit of, and shall be enforceable
by, Bank and its successors and assigns. The undersigned waives notice of
Bank's acceptance hereof.
Subordinating Bank: XXXXXXX BANK NATIONAL ASSOCIATION
By Dated ______________, 20____
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Xxxxxx Xxxxxx, Senior Loan Officer
Lender: XXXXXXX BANK NATIONAL ASSOCIATION
By Dated ______________, 20____
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Xxxxxx Xxxxxx, Senior Loan Officer
Debtor: HUSKER AG, LLC
By /s/ O. Xxxxx Xxxxxx Dated 3-17, 2003
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O. Xxxxx Xxxxxx, Chairman
By /s/ Xxxx Xxxxxxx Dated 3-14, 2003
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Xxxx Xxxxxxx, Vice Chairman
By /s/ Xxxx Xxxxxxx Dated 3-14, 2003
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Xxxx Xxxxxxx, Treasurer
By /s/ Xxxx Xxxxx Dated March 14, 2003
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Xxxx Xxxxx, Secretary
