ADVANCED BIOENERGY, LLC SUBSCRIPTION AGREEMENT Limited Liability Company Membership Units $1.50 per Unit Minimum Investment of 6,666 Units ($10,000)Subscription Agreement • April 9th, 2010 • THL Equity Advisors VI, LLC • Industrial organic chemicals
The undersigned subscriber, desiring to become a member of Advanced BioEnergy, LLC (“Advanced BioEnergy”), a Delaware limited liability company, with its principal place of business at 10201 Wayzata Boulevard, Suite 250, Minneapolis, Minnesota 55305, hereby, subject to the Confidential Private Placement Memorandum of Advanced BioEnergy, to confirmation with the undersigned of the subscription contemplated hereby, to acceptance by Advanced BioEnergy of the subscription contemplated hereby and to the other terms and conditions of the offering, subscribes for the purchase of the membership interests (“units”) of Advanced BioEnergy, and agrees to pay the related purchase price, identified below.
September 17, 2009 Hawkeye Energy Holdings, LLC Ames, IA 50010 Attention: Timothy B. Callahan Re: Amendment to August 21, 2009 Side Letter Ladies and Gentlemen: Reference is hereby made (i) to that certain Side Letter Agreement dated August 21, 2009...Amendment to Side Letter Agreement • April 9th, 2010 • THL Equity Advisors VI, LLC • Industrial organic chemicals • Delaware
This letter agreement, which serves to amend the Side Letter, is being delivered to Hawkeye as an inducement to Hawkeye for it to enter into the Subscription Agreement, and Advanced BioEnergy acknowledges and agrees that Hawkeye would not be willing to enter into the Subscription Agreement in the absence of this letter agreement. Advanced BioEnergy and Hawkeye agree that except as specifically set forth herein, all other terms and provisions of the Side Letter shall remain in full force and effect without change.
