0001104659-08-021705 Sample Contracts

PRIVATE PLACEMENT AGREEMENT
Private Placement Agreement • April 1st, 2008 • Highwater Ethanol LLC • Industrial organic chemicals • Minnesota

We (sometimes herein referred to as the “Placement Agent”) hereby offer to purchase, upon the terms and conditions hereinafter specified, $15,180,000 aggregate principal amount of Solid Waste Facilities Revenue Bonds (Highwater Ethanol, LLC Project), Series 2008A (the “Bonds”), to be issued by the City of Lamberton, Minnesota (the “Issuer”). The private placement of the Bonds is described in the Private Placement Memorandum prepared for the Bonds, inclusive of the Appendices thereto (the “Private Placement Memorandum”). If and when accepted by all of you, this document shall constitute our Private Placement Agreement.

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