Debtor in Possession Financing Term Sheet Sample Contracts

DEBTOR IN POSSESSION FINANCING TERM SHEET FOR VERASUN WOODBURY, LLC, AS DEBTOR IN POSSESSION IN BANKRUPTCY CASE NO. 08-12629 (BLS) UNITED STATES BANKRUPTCY COURT, DISTRICT OF DELAWARE November 3, 2008
Debtor in Possession Financing Term Sheet • November 19th, 2008 • Verasun Energy Corp • Industrial organic chemicals

Master Loan Agreement dated as of November 15, 2005, by and between AgStar Financial Services, PCA and Verasun Woodbury, LLC, a Michigan limited liability company, as amended by that certain Amendment No.1 and Waiver to Master Loan Agreement dated as of July 31, 2006, as amended by that certain Amendment No. 2 to Master Loan Agreement dated October 19, 2007, as further amended by that certain Amendment No. 3 to Master Loan Agreement dated July 31, 2008, as further amended by that certain Amendment No. 4 to Master Loan Agreement dated October 29, 2008 (as amended, collectively the “MLA”); that certain Second Supplement to the Master Loan Agreement (Revolving Loan) dated as of November 15, 2005, as amended and restated by that certain Amended and Restated Second Supplement to the Master Loan Agreement dated November 1, 2006, as amended by that certain Amendment No. 1 to Amended and Restated Second Supplement dated October 19, 2007, as amended by that certain Amendment No. 2 to Amended an

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AMENDED AND RESTATED DEBTOR IN POSSESSION FINANCING TERM SHEET FOR VERASUN WOODBURY, LLC, AS DEBTOR IN POSSESSION IN BANKRUPTCY CASE NO. 08-12629 (BLS) UNITED STATES BANKRUPTCY COURT, DISTRICT OF DELAWARE Effective as of December 3, 2008
Debtor in Possession Financing Term Sheet • December 10th, 2008 • Verasun Energy Corp • Industrial organic chemicals

Master Loan Agreement dated as of November 15, 2005, by and between AgStar Financial Services, PCA and Verasun Woodbury, LLC, a Michigan limited liability company, as amended by that certain Amendment No.1 and Waiver to Master Loan Agreement dated as of July 31, 2006, as amended by that certain Amendment No. 2 to Master Loan Agreement dated October 19, 2007, as further amended by that certain Amendment No. 3 to Master Loan Agreement dated July 31, 2008, as further amended by that certain Amendment No. 4 to Master Loan Agreement dated October 29, 2008 (as amended, collectively the “MLA”); that certain Second Supplement to the Master Loan Agreement (Revolving Loan) dated as of November 15, 2005, as amended and restated by that certain Amended and Restated Second Supplement to the Master Loan Agreement dated November 1, 2006, as amended by that certain Amendment No. 1 to Amended and Restated Second Supplement dated October 19, 2007, as amended by that certain Amendment No. 2 to Amended an

DEBTOR IN POSSESSION FINANCING TERM SHEET FOR VERASUN DYERSVILLE, LLC, AS DEBTOR IN POSSESSION IN BANKRUPTCY CASE NO. 08-12617 (BLS) UNITED STATES BANKRUPTCY COURT, DISTRICT OF DELAWARE November 3, 2008
Debtor in Possession Financing Term Sheet • November 7th, 2008 • Verasun Energy Corp • Industrial organic chemicals

Credit Agreement dated as of February 7, 2007, by and among VeraSun Dyersville, a Delaware limited liability company, AgStar Financial Services, PCA, the commercial, banking or financial institutions whose signatures appear on the signature pages thereof (AgStar and such commercial, banking or financial institutions are sometimes hereinafter collectively the “Banks” and individually a “Bank”), and AgStar Financial Services, PCA for itself and the other Banks; as the same has been amended by that certain Amendment No. 1 to Credit Agreement dated October 19, 2007, and that certain Amendment No. 2 to Credit Agreement dated November 1, 2007, and that certain Amendment No. 3 to Credit Agreement dated July 31, 2007, and that certain Amendment No. 4 to Credit Agreement dated as of October 23, 2008 (as amended the “Prepetition Credit Agreement”).

DEBTOR IN POSSESSION FINANCING TERM SHEET FOR VERASUN ALBERT CITY, LLC, AS DEBTOR IN POSSESSION IN BANKRUPTCY CASE NO. 08-12613 (BLS) UNITED STATES BANKRUPTCY COURT, DISTRICT OF DELAWARE November 3, 2008
Debtor in Possession Financing Term Sheet • November 7th, 2008 • Verasun Energy Corp • Industrial organic chemicals

Master Loan Agreement dated as of November 15, 2005 by and among AgStar Finanical Services, PCA and Verasun Albert City, an Iowa limited liability company, as amended by that certain Amendment No.1 and Waiver to Master Loan Agreement dated as of July 31, 2006, as amended and restated by that certain Amended and Restated Master Loan Agreement dated as of February 26, 2007, as amended by that certain Amendment No. 1 to Amended and Restated Master Loan Agreement dated October 19, 2007, as amended by that certain Amendment No. 2 to Amended and Restated Master Loan Agreement dated November 1, 2007, as further amended by that certain Amendment No. 3 to Amended and Restated Master Loan Agreement dated March 1, 2008, and as further amended by that certain Amendment No. 4 to Amended and Restated Master Loan Agreement dated July 31, 2008 (as amended, the “MLA”); Second Supplement to the Master Loan Agreement (Revolving Loan) dated as of November 15, 2005, as amended by that certain Amendment No.

DEBTOR IN POSSESSION FINANCING TERM SHEET FOR VERASUN JANESVILLE, LLC, AS DEBTOR IN POSSESSION IN BANKRUPTCY CASE NO. 08-12606 (BLS) UNITED STATES BANKRUPTCY COURT, DISTRICT OF DELAWARE December 15, 2008
Debtor in Possession Financing Term Sheet • December 19th, 2008 • Verasun Energy Corp • Industrial organic chemicals

Credit Agreement dated as of February 7, 2007, by and among VeraSun Janesville, a Minnesota limited liability company, the AgStar Financial Services, PCA, the commercial, banking or financial institutions whose signatures appear on the signature pages of the Credit Agreement (AgStar and such commercial, banking or financial institutions are sometimes hereinafter collectively the “Banks” and individually a “Bank”), as the same has been amended by that certain Amendment No. 1 to Credit Agreement dated October 19, 2007, that certain Amended and Restated Credit Agreement dated February 11, 2008, and that certain Amendment No. 1 to Amended and Restated Credit Agreement dated as of July 31, 2008 (as amended the “Prepetition Credit Agreement”).

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