EXHIBIT B ADDENDUM #1 to CENTRAL IOWA ENERGY, LLC TOLL PROCESSING AGREEMENT Tenaska High FFA Canola Oil
Exhibit 10.3
Tenaska High FFA Canola Oil
This Exhibit B Addendum #1 to Central Iowa Energy, LLC Toll Processing Agreement (“Exbibit B
Addendum #1”) is entered into this 14th day of January, 2009, by and between Central Iowa Energy,
LLC, an Iowa limited liability company, of 0000 Xxxx 00xx Xxxxxx Xxxxx, Xxxxxx, Xxxx 00000 (“CIE”),
and REG Marketing & Logistics Group, LLC, an Iowa limited liablity company (“REG Marketing”), of
000 X. Xxxx Xxxxxx, XX Xxx 000, Xxxx, Xxxx 00000 (each a “Party,” and collectively the “Parties”).
WHEREAS, CIE and REG Marketing entered in to a Central Iowa Energy, LLC Tolling Processing
Agreement dated as of January 6, 2009 (“Agreement”), and
1. Additional Feedstock Specifications. The Parties agree to add the material as set
out on the Exhibit B Addendum #1 hereto as an additional Feedstock (“Additional Feedstock”) which
REG Marketing may deliver to the Facility to be processed by CIE under the terms of the Agreement,
said Additional Feedstock to comply with the specifications as set out on the Exhibit B Addendum #1
hereto.
2. Yield Requirement for Additional Feedstock. The Parties agree that for purposes of
processing the Additional Feedstock set out on the Exhibit B Addendum #1 hereto (but not
otherwise), the Agreement at Section 6 is amended by changing the first sentence to read:
“In consideration of the Toll Fee and handling of co-products agreed upon, CIE
agrees to deliver to REG Marketing not less than 1 Gal of Biodiesel for every ***
pounds of Additional Feedstock delivered by REG Marketing to the Facility which
equates to a weight yield of ***% (7.35 lbs. Biodiesel divided by *** lbs. of
Feedstock).”
*** | Portions omitted pursuant to a request for confidential treatment and filed separately with the
SEC. |
3. Economic Adjustment to Agreement. In view of the different characteristics of the
Additional Feedstock referenced in this Exhibit B Addendum #1 as compared to the Feedstocks listed
on Exhibit B to the Agreement, the Parties agree to the following adjustment in the terms of the
Agreement:
Incremental By-Product Payment. CIE shall pay to REG Marketing a By-Product Payment,
computed as follows:
A. | For any Order or Nomination, muliply the number of pounds of Additional
Feedstock delivered by REG Marketing to CIE for processing, times the aberage free
fatty acid compoistion of such Additional Feedstock as a percentage in excess of 4%
(the composition to be based upon supplier’s Certificate of Analysis, or as otherwise
agreed by the Parties). |
||
B. | Divide the result from “A” above by 80%. |
C. | Multiply the result from “B” above by the price received for the free fatty
acids sold from such Order or Nomination, which yields the rquired By-Product Payment. |
D. | CIE agrees to pay such By-Product Payment to REG Marketing by wired funds to
REG Marketing within one (1) business day of delivery of the Biodiesel to REG Marketing
with respect to such Order or Nomination. |
4. Other Terms Unchanged. Except as expressly supplemented with respect to the
Additional Feedstock set out above, all terms and provisions of the Agreement shall remain in full
force and effect.
5. Miscellaneous. Unless otherwise defined herein, the definitions of capitalized
terms used in this Exhibit B Addendum #1 shall be the same as the definitions of such terms as set
forth in the Agreement. This Exhibit B Addendum #1 may be executed in counterparts, each of which
shall be deemed an original, and all of which taken together shall constitute one and the same
instrument. In the event of a conflict between the terms and provisions of this Exhibit B Addendum
#1 and the terms and provisions of the Agreement, the terms and conditions of this Exhibit B
Addendum #1 shall control.
CENTRAL IOWA ENERGY, LLC | REG MARKETING & LOGISTICS GROUP, LLC | |||||||
By:
|
/s/Xxxxx Xxxxxxxx | By: | /s/ Nile X. Xxxxxxxxxx | |||||
Name: Xxxxx Xxxxxxxx | Name: Nile X. Xxxxxxxxxx | |||||||
Title: Chairman | Title: President |
Attachment 1
FEEDSTOCK SPECIFICATIONS for
Additional Feedstock
Additional Feedstock
Free Fatty Acids as | WIJS Iodine | |||||||
(Oleic) | Value | Mosture | Phosphorous | |||||
Analytical Method |
AOCS Ca 5a-40 | AOCS Method | AOCS Ca 2c-25 | AOCS Ca 12-55 | ||||
Units |
% (w/w) | Cql/q | % (w/w) | Ppm | ||||
Feedstock Type |
||||||||
Tenaska High FFA
Canola |
8.5 | <120 | 1.5 | NA |