ALLONGE
to Term Revolving Note dated to be Effective on the Conversion Date
THIS ALLONGE is made and entered into as of the 7th day of March 0000,
xxxxxxx XXXXXXXXX XXXX RENEWABLE ENERGY, LLC, an Iowa limited liability company
(the "Borrower"), and AGSTAR FINANCIAL SERVICES, PCA, and its successors and
assigns, as Agent (in such capacity, the "Agent") for the benefit of the Banks
in connection with that certain Credit Agreement dated May 2, 2007 (as amended,
restated, supplemented or otherwise modified from time to time, the "Credit
Agreement").
RECITALS
A. The Borrower previously executed and delivered to First National Bank of
Omaha (the "Bank") a Term Revolving Note in the original principal amount of
$1,716,100.00 dated to be Effective on the Conversion Date (the "Note") to which
this Allonge is attached.
B. The Borrower, the Agent and the Banks have agreed to make certain
modifications to the Note, all in accordance with the terms and conditions of
this Allonge.
AGREEMENT
NOW, THEREFORE, in consideration of the foregoing premises and the mutual
covenants contained in this Allonge and for other good and valuable
consideration, the receipt and sufficiency of which are hereby acknowledged by
the Borrower, the Agent and the Bank, the parties agree as follows:
1. Modification of Note. Notwithstanding any of the provisions of the
Credit Agreement and the Note, the Note is hereby amended as follows:
a. Paragraph #2 of the Note is hereby amended and restated to read as
follows:
The outstanding principal balance of this Term Revolving Note shall
bear interest at a variable rate determined by Agent to be 345 basis
points above the LIBOR Rate in effect from time to time, as set forth
in and as adjusted in accordance with the terms and conditions of the
Credit Agreement. Notwithstanding the foregoing, the rate of interest
under this Term Revolving Note shall be subject to adjustment by Agent
pursuant to the provisions of the Credit Agreement (including, without
limitation, Section 2.11 thereof) and this Term Revolving Note.
b. Paragraph #3 of the Note is hereby amended and restated to read as
follows:
The "LIBOR Rate" (London Interbank Offered Rate) means the One Month
London Interbank Offered Rate ("One Month LIBOR"), rounded upward to
the nearest ten thousandth of one percent, reported on the tenth day
of the month preceding each Interest Period 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. 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, Agent will select a new index which is based upon
comparable information.
c. Paragraph #4 of the Note is hereby amended and restated to read as
follows:
The LIBOR Rate shall initially be determined as of the date hereof and
shall thereafter be adjusted in accordance with the terms and
conditions of the Credit Agreement. Interest on the outstanding
principal balance of this Note shall be computed on the basis of a
year of three hundred sixty-five (365) days, but charged for actual
days principal is outstanding.
2. Remaining Terms. It is further understood and agreed by and between the
Borrower, the Agent and the Bank that all other terms and provisions of the Note
shall remain in full force and effect, enforceable by the Agent and the Banks
against the Borrower as fully as though no amendments had been made hereby, and
this Allonge shall not be deemed to hinder, compromise or lessen the
enforceability of the Note, or any mortgage, security interest, or guaranty
securing repayment of the Note, in any way.
SIGNATURE PAGE TO
ALLONGE
TO
TERM REVOLVING NOTE
DATED TO BE EFFECTIVE ON THE CONVERSION DATE
BY AND BETWEEN
SOUTHWEST IOWA RENEWABLE ENERGY, LLC
AND
AGSTAR FINANCIAL SERVICES, PCA, as Agent
DATED: March 7, 2008
IN WITNESS WHEREOF, the parties hereto have caused this Allonge to be
duly executed and delivered as of the date and year first above written.
BORROWER:
SOUTHWEST IOWA RENEWABLE ENERGY, LLC,
an Iowa limited liability
company
By /s/ Xxxx Xxxxx
---------------------------------
Xxxx Xxxxx
Its: General Manager
By /s/ Xxxxx Xxxx
---------------------------------
Xxxxx Xxxx
Its: Board Chairman
AGENT:
AGSTAR FINANCIAL SERVICES, PCA,
as Agent
/s/ Xxx Xxxxxx
------------------------------------
By: Xxx Xxxxxx
Its: Vice President
