0001104659-06-010896 Sample Contracts

ESCROW AGREEMENT
Escrow Agreement • February 21st, 2006 • Illini Bio-Energy, LLC • Illinois

THIS ESCROW AGREEMENT, dated as of 2006 (this “Agreement”), is entered into by and between Illini Bio-Energy, LLC, an Illinois limited liability company (the “Company”), and Marine Bank, Springfield, an Illinois state banking corporation, located in Springfield, Illinois (the “Escrow Agent”).

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ILLINI BIO-ENERGY, LLC AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT EFFECTIVE UPON ADOPTION
Limited Liability Company Agreement • February 21st, 2006 • Illini Bio-Energy, LLC • Illinois

THIS AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT of Illini Bio-Energy, LLC (the “Company”) is adopted and made effective upon the adoption of amendments to the Limited Liability Company Agreement of the Company by the requisite vote of Members holding outstanding Class A Units of the Company.

ENERGY MANAGEMENT AGREEMENT – ELECTRIC (Site Development and Operations)
Energy Management Agreement • February 21st, 2006 • Illini Bio-Energy, LLC • Minnesota

The purpose of this Agreement is to set forth the understanding and agreement between U.S. Energy Services, Inc. (“U.S. Energy”) and Illini Bio-Energy, LLC (“Client”) related to the provision of energy management services for electric procurement.

CONSULTING AGREEMENT.
Consulting Agreement • February 21st, 2006 • Illini Bio-Energy, LLC • Illinois

This Consulting Agreement (the “Agreement”) is made this 28th day of September , 2004 (the “Effective Date”), by and between BioEnergy Capital Consultants, LLC, a South Dakota limited liability company, with an address of 44095 212th Street, Lake Preston, South Dakota 57249 (“BioEnergy”), and Illini Bio-Energy, an Illinois cooperative, with an address of Suite C, 3600 Wabash Avenue, Springfield, Illinois 62711 (“Client”).

Consulting Agreement
Consulting Agreement • February 21st, 2006 • Illini Bio-Energy, LLC

Flolo-Thompson, Inc. hereby agrees to supply consulting services to Illini Bio Energy. This agreement is effective immediately and will remain in effect until cancelled or amended in writing.

AGREEMENT BETWEEN Illini Bio-Energy. and TRANSYSTEMS CORPORATION FOR PROFESSIONAL SERVICES
Professional Services • February 21st, 2006 • Illini Bio-Energy, LLC • Missouri

THIS AGREEMENT is made this 15th day of September, 2005, by and between Illini Bio-Energy. (hereafter referred to as “CLIENT”) and TranSystems Corporation (hereafter referred to as “TRANSYSTEMS”).

AGREEMENT
Purchase Agreement • February 21st, 2006 • Illini Bio-Energy, LLC
AGREEMENT
Real Estate Purchase Agreement • February 21st, 2006 • Illini Bio-Energy, LLC
EMPLOYMENT AGREEMENT
Employment Agreement • February 21st, 2006 • Illini Bio-Energy, LLC

The Company agrees to employ Employee, and the Employee agrees to accept employment according to the following terms and conditions.

AMENDED LETTER OF INTENT
Letter of Intent • February 21st, 2006 • Illini Bio-Energy, LLC

WHEREAS, Owner is an entity organized to facilitate the development and construction of a 50 MGY dry mill, coal-fired fuel ethanol plant (the “Facility” or “Project’); and

AMENDED EMPLOYMENT AGREEMENT
Employment Agreement • February 21st, 2006 • Illini Bio-Energy, LLC

This Amended Employment Agreement, between Illini Bio-Energy (the “Company”) and Sara B. Wilcox (the “Employee”) amends the prior Agreement between the parties that commenced April 26, 2004.

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