0001371451-14-000021 Sample Contracts

SECURITY AGREEMENT
Security Agreement • May 22nd, 2014 • Highwater Ethanol LLC • Industrial organic chemicals • Minnesota

This Security Agreement (the "Security Agreement") is entered into this 26th day of September, 2013, by and between Highwater Ethanol LLC, a Minnesota limited liability company located at 24500 U.S. 14, Lamberton, MN ("Highwater"), and Butamax Advanced Biofuels LLC, a Delaware limited liability company located at Bldg 356, DuPont Experimental Station, Wilmington, DE 19880 ("Butamax"), as an inducement to enter into (a) a Construction Easement and Process Validation Agreement (the "Construction Agreement"), an Equipment Lease (the "Equipment Lease"), a Technology Demonstration Risk Reduction Agreement (the “Risk Reduction Agreement”), and a Technology License Agreement (the "License Agreement") (collectively the “Butamax Agreements”) entered into simultaneously with this Security Agreement, and (b) any agreement for a convertible debt instrument (the "Convertible Loan Agreement") that Butamax and Highwater may hereafter enter into (if a Convertible Loan Agreement is entered into, such C

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Easement for Construction and Process Demonstration Agreement
Demonstration Agreement • May 22nd, 2014 • Highwater Ethanol LLC • Industrial organic chemicals • Minnesota

This Easement for Construction and Process Demonstration Agreement (this "Agreement") is made this 26th day of September, 2013 (the “Effective Date”) by and between Butamax Advanced Biofuels LLC, a Delaware limited liability company located at Bldg 356, DuPont Experimental Station, Wilmington, DE ("Butamax"), and Highwater Ethanol LLC, a Minnesota limited liability company located at 24500 U.S. 14, Lamberton, MN ("Highwater"). Party shall refer to Butamax or Highwater and Parties shall refer to both Butamax and Highwater.

Equipment Lease Agreement
Equipment Lease Agreement • May 22nd, 2014 • Highwater Ethanol LLC • Industrial organic chemicals • Minnesota

This Equipment Lease Agreement (this "Lease") is made this 26th day of September, 2013 (“Effective Date”) by and between Butamax Advanced Biofuels LLC, a Delaware limited liability company located at Bldg 356, DuPont Experimental Station, Wilmington, DE ("Butamax"), and Highwater Ethanol LLC, a Minnesota limited liability company located at 24500 U.S. 14, Lamberton, MN ("Highwater"). As used herein, the term "Party" shall refer to Butamax or Highwater and "Parties" shall refer to both Butamax and Highwater.

DISTILLERS CRUDE CORN OIL MARKETING AGREEMENT
Marketing Agreement • May 22nd, 2014 • Highwater Ethanol LLC • Industrial organic chemicals • Minnesota

This Distillers Crude Corn Oil Marketing Agreement is made as of November 4, 2013 (the "Effective Date") by and between CHS Inc., a Minnesota cooperative corporation ("Marketer"), and Highwater Ethanol LLC, a Minnesota Limited Liability Corperation ("Producer").

Technology Demonstration Risk Reduction Agreement
Demonstration Risk Reduction Agreement • May 22nd, 2014 • Highwater Ethanol LLC • Industrial organic chemicals • Minnesota

This Technology Demonstration Risk Reduction Agreement (the “Agreement”) is made this 26th day of September, 2013 by and between Butamax Advanced Biofuels LLC, a Delaware limited liability company located at Bldg 356, DuPont Experimental Station, Wilmington, DE ("Butamax"), and Highwater Ethanol LLC, a Minnesota limited liability company located at 24500 U.S. 14, Lamberton, MN ("Highwater"). As used herein, the term "Party" shall refer to Butamax or Highwater and "Parties" shall refer to both Butamax and Highwater.

TECHNOLOGY LICENSE AGREEMENT
Technology License Agreement • May 22nd, 2014 • Highwater Ethanol LLC • Industrial organic chemicals • Delaware

THIS LICENSE AGREEMENT is effective the 26th day of September, 2013 between Butamax Advanced Biofuels LLC, a Delaware limited liability company located at Bldg 356, DuPont Experimental Station, Wilmington, DE ("BUTAMAX"), and Highwater Ethanol LLC, a Minnesota limited liability company located at 24500 U.S. 14, Lamberton, MN ("HIGHWATER").

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