EXHIBIT 10.13 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this "AGREEMENT") is made by and between PACIFIC ETHANOL, INC., a California corporation (the "COMPANY"), and the undersigned (the "INVESTOR") effective as of the date...Registration Rights Agreement • March 29th, 2005 • Pacific Ethanol, Inc. • Industrial organic chemicals • California
EXHIBIT 10.7 EXECUTIVE EMPLOYMENT AGREEMENT PACIFIC ETHANOL, INC.Executive Employment Agreement • March 29th, 2005 • Pacific Ethanol, Inc. • Industrial organic chemicals • California
EXHIBIT 10.5 INDEMNIFICATION AGREEMENT THIS INDEMNIFICATION AGREEMENT ("AGREEMENT") is made as of the date set forth on the signature page to this Agreement, by and between Pacific Ethanol, Inc., a Delaware corporation ("COMPANY"), and the individual...Indemnification Agreement • March 29th, 2005 • Pacific Ethanol, Inc. • Industrial organic chemicals • California
AGREEMENT AND PLAN OF MERGER OF ACCESSITY CORP. AND PACIFIC ETHANOL, INC.Merger Agreement • March 29th, 2005 • Pacific Ethanol, Inc. • Industrial organic chemicals
EXHIBIT 2.4 AMENDMENT NO. 2 TO SHARE EXCHANGE AGREEMENT THIS AMENDMENT NO. 2 TO SHARE EXCHANGE AGREEMENT (this "AMENDMENT") is made and entered into as of October 1, 2004, by and among Accessity Corp., a New York corporation ("ACCESSITY"); Pacific...Share Exchange Agreement • March 29th, 2005 • Pacific Ethanol, Inc. • Industrial organic chemicals
EXHIBIT 10.14 NEITHER THESE SECURITIES NOR THE SECURITIES ISSUABLE UPON EXERCISE OF THESE SECURITIES HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM...Securities Agreement • March 29th, 2005 • Pacific Ethanol, Inc. • Industrial organic chemicals
EXHIBIT 10.10 PACIFIC ETHANOL, INC. 5711 N. West Avenue Fresno, California 93711 March 23, 2005 Mr. Neil M. Koehler 5711 N. West Avenue Fresno, CA 93711 Dear Mr. Koehler: This Letter Agreement memorializes the terms of an agreement between you and...Indemnification Agreement • March 29th, 2005 • Pacific Ethanol, Inc. • Industrial organic chemicals
This Letter Agreement memorializes the terms of an agreement between you and Pacific Ethanol, Inc., a Delaware corporation (the "COMPANY"), regarding the indemnification obligations of the Company with respect to that certain Guaranty made by you in favor of Comerica Bank under which you guarantee the payment by Kinergy Marketing, LLC, an Oregon limited liability company ("KINERGY") of any existing or future indebtedness to Comerica Bank. This Guaranty was made in connection with Kinergy's execution of the (i) Master Revolving Note in favor of Comerica Bank, dated September 24, 2004 ("NOTE"); (ii) Security Agreement in favor of Comerica Bank dated September 24, 2004 ("SECURITY AGREEMENT"); (iii) letter agreement with Comerica Bank dated September 24, 2004 ("LETTER AGREEMENT"); (iv) Irrevocable Standby Letter of Credit No. 595744-41 issued by Comerica Bank dated as of October 1, 2004, as amended on March 3, 2005 ("LETTER OF CREDIT NO. 1"); and (v) Irrevocable Standby Letter of Credit No
EXHIBIT 10.8 EXECUTIVE EMPLOYMENT AGREEMENT PACIFIC ETHANOL, INC.Executive Employment Agreement • March 29th, 2005 • Pacific Ethanol, Inc. • Industrial organic chemicals • California
RECITALSStock Purchase Agreement • March 29th, 2005 • Pacific Ethanol, Inc. • Industrial organic chemicals • Delaware
EXHIBIT 2.5 AMENDMENT NO. 3 TO SHARE EXCHANGE AGREEMENT THIS AMENDMENT NO. 3 TO SHARE EXCHANGE AGREEMENT (this "AMENDMENT") is made and entered into as of January 7, 2005, by and among Accessity Corp., a New York corporation ("ACCESSITY"); Pacific...Share Exchange Agreement • March 29th, 2005 • Pacific Ethanol, Inc. • Industrial organic chemicals
RECITALSConfidentiality, Non-Competition and Non-Solicitation Agreement • March 29th, 2005 • Pacific Ethanol, Inc. • Industrial organic chemicals • New York
EXHIBIT 10.15 NEITHER THESE SECURITIES NOR THE SECURITIES ISSUABLE UPON EXERCISE OF THESE SECURITIES HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM...Securities Agreement • March 29th, 2005 • Pacific Ethanol, Inc. • Industrial organic chemicals
RECITALSConfidentiality, Non-Competition, Non-Solicitation and Consulting Agreement • March 29th, 2005 • Pacific Ethanol, Inc. • Industrial organic chemicals • California
EXHIBIT 10.12 TERM LOAN AGREEMENT (LYLES DIVERSIFIED, INC. -PACIFIC ETHANOL, INC.) THIS TERM LOAN AGREEMENT (the "LOAN AGREEMENT") is made effective as of June 16,2003, by and between LYLES DIVERSIFIED, INC., a California corporation (the "LENDER")...Term Loan Agreement • March 29th, 2005 • Pacific Ethanol, Inc. • Industrial organic chemicals • California
ASSIGNMENT OF TERM LOAN AGREEMENT AND DEED OF TRUSTAssignment of Term Loan Agreement • March 29th, 2005 • Pacific Ethanol, Inc. • Industrial organic chemicals • California
EXHIBIT 10.16 NEITHER THESE SECURITIES NOR THE SECURITIES ISSUABLE UPON EXERCISE OF THESE SECURITIES HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM...Securities Agreement • March 29th, 2005 • Pacific Ethanol, Inc. • Industrial organic chemicals
PEI SHAREHOLDER AND PEI WARRANTHOLDER SIGNATURE PAGE TO AMENDMENT NO. 5 TO SHARE EXCHANGE AGREEMENTShare Exchange Agreement • March 29th, 2005 • Pacific Ethanol, Inc. • Industrial organic chemicals
