0001354488-12-002852 Sample Contracts

LIMITED WAIVER AND AMENDMENT NO. 7 TO NOTE PURCHASE AGREEMENT
Note Purchase Agreement • May 22nd, 2012 • Aemetis, Inc • Industrial organic chemicals

This Limited Waiver and Amendment No. 7 to Note Purchase Agreement (this “Amendment”), dated as of May 15, 2012 and made effective as of April 18, 2012, is made by and among AEMETIS ADVANCED FUELS KEYES, INC. (f/k/a AE Advanced Fuels Keyes, Inc.), a Delaware corporation (the “Company”), THIRD EYE CAPITAL CORPORATION, an Ontario corporation, as agent (“Agent”), THIRD EYE CAPITAL CREDIT OPPORTUNITIES FUND - INSIGHT FUND (“TEC Insight Fund Purchaser”), SPROTT PRIVATE CREDIT FUND L.P. (“Sprott PCF Purchaser”) and SPROTT PC TRUST (“Sprott PC Trust Purchaser,” and together with TEC Insight Fund Purchaser and Sprott PCF Purchaser, “Purchasers”).

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