ASSET PURCHASE AGREEMENT Dated as of April 23, 2021 By and Between Seaboard Energy California, LLC as Purchaser, Pacific Ethanol Madera LLC as Seller and, for purposes of Article IV and Article IX, Alto Ingredients, Inc. as Seller ParentAsset Purchase Agreement • August 10th, 2021 • Alto Ingredients, Inc. • Industrial organic chemicals • Delaware
This Asset Purchase Agreement (this “Agreement”), dated as of April 23, 2021 (the “Agreement Date”), is entered into by and between SEABOARD ENERGY CALIFORNIA, LLC, a Delaware limited liability company (“Purchaser”), PACIFIC ETHANOL MADERA LLC, a Delaware limited liability company (“Seller”) and, for purposes of Article IV and Article IX hereof, ALTO INGREDIENTS, INC. (formerly, PACIFIC ETHANOL, INC.), a Delaware corporation (the “Seller Parent”). Purchaser, Seller and (as provided above) Seller Parent are collectively referred to herein as the “Parties” and individually as a “Party”. For the purposes of this Agreement, capitalized terms used herein shall have the meanings set forth in Article XI.
FIRST AMENDMENT TO ASSET PURCHASE AGREEMENTAsset Purchase Agreement • August 10th, 2021 • Alto Ingredients, Inc. • Industrial organic chemicals
This First Amendment to Asset Purchase Agreement (this “Amendment”) is made and entered into this 30th day of July, 2021 (the “Execution Date”), by and between SEABOARD ENERGY CALIFORNIA, LLC, a Delaware limited liability company (“Purchaser”), PACIFIC ETHANOL MADERA LLC, a Delaware limited liability company (“Seller”), and ALTO INGREDIENTS, INC. (formerly, PACIFIC ETHANOL, INC.), a Delaware corporation (“Seller Parent”). Purchaser, Seller and Seller Parent may hereinafter be referred to individually as a “Party” and collectively as the “Parties.”
