FIRST AMENDMENT TO MEMBERSHIP UNIT OPTION AGREEMENT
Exhibit 10.13
FIRST AMENDMENT TO MEMBERSHIP UNIT OPTION AGREEMENT
THIS AGREEMENT made March 29, 2007, between Western Dubuque Biodiesel, LLC, an Iowa limited
liability company (hereinafter called “WDB” or “the Company”), and the Directors of the Company
(hereinafter “the Directors”).
WHEREAS, WDB and the Directors executed a certain Membership Unit Option Agreement
(hereinafter “the Option Agreement”) dated March 22, 2006; and
WHEREAS, the Option Agreement states that it may be amended by a written instrument executed
by the parties to the Option Agreement; and
WHEREAS, WDB and the Directors now desire to amend the Option Agreement to extend the time in
which Directors are allowed to exercise options granted under the Option Agreement;
WHEREAS, WDB and the Directors desire to memorialize with a written record their decision to
authorize this First Amendment to the Membership Unit Option Agreement to reflect the decision of
the Board at the November 28, 2006 meeting; and
WHEREAS, the First Amendment to Membership Unit Option Agreement granted hereunder is granted
pursuant to the terms of the Meeting Minutes of WDB’s Board dated November 28, 2007.
NOW, THEREFORE, the parties agree as follows:
TIME FOR EXERCISE OF OPTION. The Directors may exercise their options following
debt closing and execution of definitive loan documents by the company with lenders necessary to
capitalize the project as set forth in the Company’s prospectus filed with the Iowa Securities
Bureau in connection with its state registration statement and before funds are drawn on the loan.
“Debt closing” shall mean the Company has completed everything necessary to execute and the Company
has executed, definitive loan documents with the lender necessary to capitalize the project as set
forth in the Company’s prospectus. The Directors shall have until the date of the first loan draw
with Xxxxxxxx Bank First to exercise their option provided herein. After the date of the first
draw on the Xxxxxxxx Bank First loan, the option will expire.
IN WITNESS WHEREOF, the parties have caused this agreement to be executed in duplicate on the
date first above written.
| WESTERN DUBUQUE BIODIESEL, LLC | DIRECTORS | |||||||
By:
|
/s/ Xxxxxxx X. Xxxxxxxxx | /s/ Xxxxx Xxxxxxxxx | ||||||
| Xxxxxxx X. Xxxxxxxxx, | Xxxxx Xxxxxxxxx | |||||||
| Its: Chairman | ||||||||
| /s/ Xxxxxx X. Xxxx | ||||||||
| Xxxxxx X. Xxxx | ||||||||
| The Company | ||||||||
| /s/ Xxxxxx X. Xxxxx | ||||||||
| Xxxxxx Xxxxx | ||||||||
| /s/ Xxxxxxx X. Xxxxx | ||||||||
| Xxxxxxx X. Xxxxx | ||||||||
| /s/ Xxxxx Xxxxxxx | ||||||||
| Xxxxx Xxxxxxx | ||||||||
| /s/ Xxxxx Xxxxxxxxxxx | ||||||||
| Xxxxx Xxxxxxxxxxx | ||||||||
| /s/ Xxxx Xxxxxxxxxx | ||||||||
| Xxxx Xxxxxxxxxx | ||||||||
| /s/ Xxxxx Xxxxxx | ||||||||
| Xxxxx Xxxxxx | ||||||||
| /s/ Xxxx Xxxxxx | ||||||||
| Xxxx Xxxxxx | ||||||||
| /s/ Xxxxx X. X’Xxxxx | ||||||||
| Xxxxx X. X’Xxxxx | ||||||||
| /s/ Xxxxxxx X. Xxxxxxxxx | ||||||||
| Xxxxxxx X. Xxxxxxxxx | ||||||||
| /s/ Xxx Xxxxxxxxx | ||||||||
| Xxx Xxxxxxxxx | ||||||||
| /s/ Xxxx Xxxxxxxx | ||||||||
| Xxxx Xxxxxxxx | ||||||||
