FOURTH AMENDMENT TO CREDIT AGREEMENTCredit Agreement • June 4th, 2020 • Green Plains Partners LP • Industrial organic chemicals • New York
This CREDIT AGREEMENT is entered into as of July 1, 2015 among GREEN PLAINS OPERATING COMPANY LLC, a Delaware limited liability company (the “Borrower”), the Guarantors (defined herein), the Lenders (defined herein) and BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer.
FIRST AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF GREEN PLAINS PARTNERS LP A Delaware Limited Partnership Dated as of July 1, 2015Green Plains Partners LP • July 1st, 2015 • Industrial organic chemicals • Delaware
THIS FIRST AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF GREEN PLAINS PARTNERS LP, dated as of July 1, 2015, is entered into by and between GREEN PLAINS HOLDINGS LLC, a Delaware limited liability company, as the General Partner, GREEN PLAINS INC., an Iowa corporation, as the Organizational Limited Partner, together with any other Persons who become Partners in the Partnership or parties hereto as provided herein. In consideration of the covenants, conditions and agreements contained herein, the parties hereto hereby agree as follows:
GREEN PLAINS PARTNERS LP 10,000,000 Common Units Representing Limited Partner Interests UNDERWRITING AGREEMENTUnderwriting Agreement • July 1st, 2015 • Green Plains Partners LP • Industrial organic chemicals • New York
Green Plains Partners LP, a Delaware limited partnership (the “Partnership”), proposes to sell 10,000,000 common units (the “Firm Units”), representing limited partner interests in the Partnership (the “Common Units”), to the underwriters (the “Underwriters”) named in Schedule I attached to this agreement (this “Agreement”). In addition, the Partnership proposes to grant to the Underwriters an option to purchase up to 1,500,000 additional Common Units on the terms set forth in Section 2 (the “Option Units”). The Firm Units and the Option Units, if purchased, are hereinafter collectively called the “Units”. This Agreement is to confirm the agreement concerning the purchase of the Units from the Partnership by the Underwriters.
AMENDED AND RESTATED CREDIT AGREEMENT Dated as of July 20, 2021 among GREEN PLAINS OPERATING COMPANY LLC, as the Borrower, THE GUARANTORS IDENTIFIED HEREIN, as the Guarantors, TMI TRUST COMPANY, as Administrative Agent, and THE LENDERS PARTY HERETOCredit Agreement • July 26th, 2021 • Green Plains Partners LP • Industrial organic chemicals • New York
AMENDMENT NO. 3 TO AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • October 31st, 2023 • Green Plains Partners LP • Industrial organic chemicals • New York
This AMENDED AND RESTATED CREDIT AGREEMENT is entered into as of July 20, 2021 by and among GREEN PLAINS OPERATING COMPANY LLC, a Delaware limited liability company (the “Borrower”), the Guarantors (defined herein), the Lenders (defined herein) and ARGENT INSTITUTIONAL TRUST COMPANY, as successor to TMI TRUST COMPANY, as Administrative Agent.
AGREEMENT AND PLAN OF MERGER by and among GREEN PLAINS INC., GPLP HOLDINGS INC., GPLP MERGER SUB LLC, GREEN PLAINS HOLDINGS LLC and GREEN PLAINS PARTNERS LP September 16, 2023Agreement and Plan of Merger • September 18th, 2023 • Green Plains Partners LP • Industrial organic chemicals • Delaware
This AGREEMENT AND PLAN OF MERGER, dated as of September 16, 2023 (this “Agreement”), is entered into by and among Green Plains Inc., an Iowa corporation (“Parent”), GPLP Holdings Inc., a Delaware corporation and a wholly owned Subsidiary of Parent (“Holdings”), GPLP Merger Sub LLC, a Delaware limited liability company and a wholly owned Subsidiary of Holdings (“Merger Sub”), Green Plains Partners LP, a Delaware limited partnership (the “Partnership”), and Green Plains Holdings LLC, a Delaware limited liability company and the general partner of the Partnership (the “General Partner”). Certain capitalized terms used in this Agreement are defined in Article I.
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • January 27th, 2021 • Green Plains Partners LP • Industrial organic chemicals • Delaware
This This Asset Purchase Agreement (this “Agreement”) is made and entered into as of January 25, 2021, by and among Green Plains Partners LP, a Delaware limited partnership (the “Partnership”), Green Plains Holdings LLC, a Delaware limited liability company (the “General Partner”), Green Plains Operating Company LLC, a Delaware limited liability company (the “Operating Company”), Green Plains Ethanol Storage LLC, a Delaware limited liability company (“Ethanol Storage LLC”), and Green Plains Logistics LLC, a Delaware limited liability company (“Logistics” and collectively with the Partnership, the General Partner, the Operating Company, and Ethanol Storage LLC, “Sellers”), Green Plains Inc., an Iowa corporation (“Green Plains”), Green Plains Ord LLC (“Green Plains Ord”) and Green Plains Trade Group LLC, a Delaware limited liability company and Subsidiary of Green Plains (“Green Plains Trade Group”). Each of Sellers, Green Plains, Green Plains Ord and Green Plains Trade Group LLC are som
OMNIBUS AGREEMENTOmnibus Agreement • July 6th, 2015 • Green Plains Partners LP • Industrial organic chemicals • Nebraska
This Omnibus Agreement (“Agreement”) is entered into on, and effective as of, the Closing Date (as defined herein) by and among Green Plains Inc., an Iowa corporation (“Green Plains”), Green Plains Partners LP, a Delaware limited partnership (the “Partnership”), Green Plains Holdings LLC, a Delaware limited liability company (the “General Partner”), and Green Plains Operating Company LLC, a Delaware limited liability company (the “Operating Company”).
OPERATIONAL SERVICES AND SECONDMENT AGREEMENTOperational Services and Secondment Agreement • June 11th, 2015 • Green Plains Partners LP • Industrial organic chemicals • Delaware
This Operational Services and Secondment Agreement (this “Agreement”), dated as of [●], 2015 (the “Effective Date”), is entered into among Green Plains Inc., an Iowa corporation (“GPRE”), and Green Plains Holdings, LLC, a Delaware limited liability company (“GP”). GPRE and GP are sometimes herein referred to individually as a “Party” and collectively as the “Parties.”
CLARIFYING AMENDMENT TO ETHANOL STORAGE AND THROUGHPUT AGREEMENTEthanol Storage and Throughput Agreement • August 3rd, 2016 • Green Plains Partners LP • Industrial organic chemicals
THIS CLARIFYING AMENDMENT to the ETHANOL STORAGE AND THROUGHPUT AGREEMENT (this “Agreement”), is entered into this 4th day of January, 2016 and effective as of the 1st day of July, 2015 (the “Effective Date”), by and between Green Plains Ethanol Storage LLC (the “Operator”) and Green Plains Trade Group LLC (the “Customer”). Customer and Operator are sometimes referred to in this Agreement as the “Parties” and individually as a “Party.”
AMENDMENT NO. 6 TO RAIL TRANSPORTATION SERVICES AGREEMENTRail Transportation Services Agreement • November 3rd, 2022 • Green Plains Partners LP • Industrial organic chemicals
THIS AMENDMENT NO. 6 TO RAIL TRANSPORTATION SERVICES AGREEMENT (this “Amendment”), is entered into and effective as of the 16 day of August, 2022 (the “Effective Date”), by and between Green Plains Logistics LLC (the “Operator”) and Green Plains Trade Group LLC (the “Customer”). Customer and Operator are sometimes referred to in this Amendment as the “Parties” and individually as a “Party”.
CORRECTION TO RAIL TRANSPORTATION SERVICES AGREEMENTRail Transportation Services Agreement • August 3rd, 2016 • Green Plains Partners LP • Industrial organic chemicals
THIS CORRECTION to the RAIL TRANSPORTATION SERVICES AGREEMENT (this “Agreement”), is entered into this 12th day of May, 2016 and is effective as of the 1st day of July, 2015 (the “Effective Date”), by and between Green Plains Logistics LLC (the “Operator”) and Green Plains Trade Group LLC (the “Customer”). Customer and Operator are sometimes referred to in this Agreement as the “Parties” and individually as a “Party.”
AMENDMENT NO. 2 TO RAIL TRANSPORTATION SERVICES AGREEMENTTransportation Services Agreement • November 15th, 2018 • Green Plains Partners LP • Industrial organic chemicals
THIS AMENDMENT NO. 2 TO RAIL TRANSPORTATION SERVICES AGREEMENT (this “Amendment”), is entered into and effective as of the 15th day of November, 2018 (the “Effective Date”), by and between Green Plains Logistics LLC (the “Operator”) and Green Plains Trade Group LLC (the “Customer”). Customer and Operator are sometimes referred to in this Agreement as the “Parties” and individually as a “Party”.
AMENDMENT NO. 3 TO OPERATIONAL SERVICES AND SECONDMENT AGREEMENTOperational Services and Secondment Agreement • February 20th, 2019 • Green Plains Partners LP • Industrial organic chemicals
THIS AMENDMENT NO. 3 TO OPERATIONAL SERVICES AND SECONDMENT AGREEMENT (this “Amendment”), is entered into and effective as of November 15, 2018 (the “Effective Date”), by and between Green Plains Inc., an Iowa corporation (“GPRE”) and Green Plains Holdings LLC, a Delaware limited liability company (“GP”). GPRE and GP are sometimes herein referred to individually as a “Party” and collectively as the “Parties.”
THIRD AMENDMENT TO THE OMNIBUS AGREEMENTOmnibus Agreement • February 20th, 2019 • Green Plains Partners LP • Industrial organic chemicals
This Third Amendment (this “Third Amendment”) to the Omnibus Agreement (as amended, the “Omnibus Agreement”) by and among Green Plains Inc., an Iowa corporation (“Green Plains”), Green Plains Partners LP, a Delaware limited partnership (the “Partnership”), Green Plains Holdings LLC, a Delaware limited liability company (the “General Partner”), and Green Plains Operating Company LLC, a Delaware limited liability company (the “Operating Company” and collectively with the Partnership and the General Partner, the “Partnership Parties”), is entered into on November 15, 2018, and dated effective as of November 15, 2018.
AMENDMENT NO. 1 TO ETHANOL STORAGE AND THROUGHPUT AGREEMENTEthanol Storage and Throughput Agreement • February 18th, 2016 • Green Plains Partners LP • Industrial organic chemicals
THIS AMENDMENT NO. 1 TO ETHANOL STORAGE AND THROUGHPUT AGREEMENT (this “Agreement”), is entered into as of January 4, 2016, and effective as of January 1, 2016 (the “Effective Date”), by and between Green Plains Ethanol Storage LLC (the “Operator”) and Green Plains Trade Group LLC (the “Customer”). Customer and Operator are sometimes referred to in this Agreement as the “Parties” and individually as a “Party.”
July 15, 2019 Green Plains Operating Company LLCGreen Plains Partners LP • August 6th, 2019 • Industrial organic chemicals
INCREMENTAL JOINDER AGREEMENT Effective Date: October 27, 2017Incremental Joinder Agreement • November 2nd, 2017 • Green Plains Partners LP • Industrial organic chemicals • New York
Reference is made to the Credit Agreement dated as of July 1, 2015 (as amended, modified, extended or restated from time to time, the “Credit Agreement”) among Green Plains Operating Company LLC, a Delaware limited liability company (the “Borrower”), the Guarantors from time to time party thereto, the Lenders from time to time party thereto, and Bank of America, N.A., as Administrative Agent. All of the defined terms in the Credit Agreement are incorporated herein by reference.
AMENDMENT NO. 5 TO RAIL TRANSPORTATION SERVICES AGREEMENTTransportation Services Agreement • March 23rd, 2021 • Green Plains Partners LP • Industrial organic chemicals
THIS AMENDMENT NO. 5 TO RAIL TRANSPORTATION SERVICES AGREEMENT (this “Amendment”), is entered into and effective as of the 22nd day of March, 2021 (the “Effective Date”), by and between Green Plains Logistics LLC (the “Operator”) and Green Plains Trade Group LLC (the “Customer”). Customer and Operator are sometimes referred to in this Amendment as the “Parties” and individually as a “Party”.
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • February 18th, 2016 • Green Plains Partners LP • Industrial organic chemicals • Delaware
This Asset Purchase Agreement (this “Agreement”) is made and entered into as of January 4, 2015, and dated effective January 1, 2016, by and among Green Plains Inc., an Iowa corporation (“Green Plains”), Green Plains Hereford LLC, a Delaware limited liability company (“Green Plains Hereford”), Green Plains Hopewell LLC, a Delaware limited liability company (“Green Plains Hopewell” and collectively with Green Plains and Green Plains Hereford, “Sellers”), Green Plains Holdings LLC, a Delaware limited liability company (the “General Partner”), Green Plains Partners LP, a Delaware limited partnership (the “Partnership”), Green Plains Operating Company LLC, a Delaware limited liability company (the “Operating Company”), Green Plains Ethanol Storage LLC, a Delaware limited liability company (“Ethanol Storage LLC”), and Green Plains Logistics LLC, a Delaware limited liability company (“Logistics”). Each of Sellers, the General Partner, the Partnership, the Operating Company, Ethanol Storage L
CONTRIBUTION, CONVEYANCE AND ASSUMPTION AGREEMENTContribution, Conveyance and Assumption Agreement • July 6th, 2015 • Green Plains Partners LP • Industrial organic chemicals • Delaware
This CONTRIBUTION, CONVEYANCE AND ASSUMPTION AGREEMENT, dated as of July 1, 2015 (this “Agreement”), is by and among GREEN PLAINS PARTNERS LP, a Delaware limited partnership (the “Partnership”), GREEN PLAINS HOLDINGS LLC, a Delaware limited liability company and the general partner of the Partnership (the “General Partner”), GREEN PLAINS INC., an Iowa corporation (“Green Plains”), GREEN PLAINS OPERATING COMPANY LLC, a Delaware limited liability company (“Opco”), GREEN PLAINS TRUCKING LLC, a Delaware limited liability company (“Green Plains Trucking”), and GREEN PLAINS OBION LLC, a Tennessee limited liability company (“Obion LLC”) (each, a “Party” and collectively, the “Parties”).
SUPPORT AGREEMENTSupport Agreement • September 18th, 2023 • Green Plains Partners LP • Industrial organic chemicals
THIS SUPPORT AGREEMENT, dated as of September 16, 2023 (this “Agreement”), is entered into by and among Green Plains Partners LP, a Delaware limited partnership (the “Partnership”), Green Plains Inc., an Iowa corporation (“Parent”), and the parties listed on the signature pages hereto (together with Parent, each a “Support Party” and collectively, the “Support Parties”).
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • October 10th, 2018 • Green Plains Partners LP • Industrial organic chemicals • Delaware
This Asset Purchase Agreement (this “Agreement”) is made and entered into as of October 8, 2018, by and among Green Plains Partners LP, a Delaware limited partnership (the “Partnership”), Green Plains Holdings LLC, a Delaware limited liability company (the “General Partner”), Green Plains Operating Company LLC, a Delaware limited liability company (the “Operating Company”), Green Plains Ethanol Storage LLC, a Delaware limited liability company (“Ethanol Storage LLC”), and Green Plains Logistics LLC, a Delaware limited liability company (“Logistics” and collectively with the Partnership, the General Partner, the Operating Company, and Ethanol Storage LLC, “Sellers”), Green Plains Inc., an Iowa corporation (“Green Plains”), Green Plains Bluffton LLC, Green Plains Holdings II LLC and Green Plains Trade Group LLC. Each of Sellers, Green Plains, Green Plains Bluffton LLC Green Plains Holdings II LLC and Green Plains Trade Group LLC are sometimes referred to in this Agreement individually as
AMENDMENT NO. 4 TO OPERATIONAL SERVICES AND SECONDMENT AGREEMENTOperational Services and Secondment Agreement • December 28th, 2020 • Green Plains Partners LP • Industrial organic chemicals
THIS AMENDMENT NO. 4 TO OPERATIONAL SERVICES AND SECONDMENT AGREEMENT (this “Amendment”), is entered into and effective as of December 28, 2020 (the “Effective Date”), by and between Green Plains Inc., an Iowa corporation (“GPRE”) and Green Plains Holdings LLC, a Delaware limited liability company (“GP”). GPRE and GP are sometimes herein referred to individually as a “Party” and collectively as the “Parties.”
AMENDMENT NO. 3 TO ETHANOL STORAGE AND THROUGHPUT AGREEMENTThroughput Agreement • November 15th, 2018 • Green Plains Partners LP • Industrial organic chemicals
THIS AMENDMENT NO. 3 TO ETHANOL STORAGE AND THROUGHPUT AGREEMENT (this “Agreement”), is entered into and effective as of November 15, 2018 (the “Effective Date”), by and between Green Plains Ethanol Storage LLC (the “Operator”) and Green Plains Trade Group LLC (the “Customer”). Customer and Operator are sometimes referred to in this Agreement as the “Parties” and individually as a “Party.”
AMENDMENT NO. 1 TO OPERATIONAL SERVICES AND SECONDMENT AGREEMENTOperational Services and Secondment Agreement • February 18th, 2016 • Green Plains Partners LP • Industrial organic chemicals
THIS AMENDMENT NO. 1 TO OPERATIONAL SERVICES AND SECONDMENT AGREEMENT (this “Agreement”), is entered into as of January 4, 2016, and dated effective as of January 1, 2016 (the “Effective Date”), by and between Green Plains Inc., an Iowa corporation (“GPRE”) and Green Plains Holdings LLC, a Delaware limited liability company (“GP”). GPRE and GP are sometimes herein referred to individually as a “Party” and collectively as the “Parties.”
AMENDMENT NO. 5 TO ETHANOL STORAGE AND THROUGHPUT AGREEMENTThroughput Agreement • March 23rd, 2021 • Green Plains Partners LP • Industrial organic chemicals
THIS AMENDMENT NO. 5 TO ETHANOL STORAGE AND THROUGHPUT AGREEMENT (this “Amendment”), is entered into and effective as of March 22, 2021 (the “Effective Date”), by and between Green Plains Ethanol Storage LLC (the “Operator”) and Green Plains Trade Group LLC (the “Customer”). Customer and Operator are sometimes referred to in this Amendment as the “Parties” and individually as a “Party.”
AMENDMENT NO. 2 TO RAIL TRANSPORTATION SERVICES AGREEMENTRail Transportation Services Agreement • December 1st, 2016 • Green Plains Partners LP • Industrial organic chemicals
THIS AMENDMENT NO. 2 TO RAIL TRANSPORTATION SERVICES AGREEMENT (this “Agreement”), is entered into and effective as of the 30th day of November, 2016, by and between Green Plains Logistics LLC (the “Operator”) and Green Plains Trade Group LLC (the “Customer”). Customer and Operator are sometimes referred to in this Agreement as the “Parties” and individually as a “Party.”
CORRECTIVE AMENDMENT TO RAIL TRANSPORTATION SERVICES AGREEMENTTransportation Services Agreement • February 20th, 2019 • Green Plains Partners LP • Industrial organic chemicals
THIS CORRECTIVE AMENDMENT TO RAIL TRANSPORTATION SERVICES AGREEMENT (this “Corrective Amendment”), is entered into and effective as of the 15th day of November, 2018 (the “Effective Date”), by and between Green Plains Logistics LLC (the “Operator”) and Green Plains Trade Group LLC (the “Customer”). Customer and Operator are sometimes referred to in this Agreement as the “Parties” and individually as a “Party”.
AMENDMENT NO. 4 TO RAIL TRANSPORTATION SERVICES AGREEMENTTransportation Services Agreement • December 28th, 2020 • Green Plains Partners LP • Industrial organic chemicals
THIS AMENDMENT NO. 4 TO RAIL TRANSPORTATION SERVICES AGREEMENT (this “Amendment”), is entered into and effective as of the 28th day of December, 2020 (the “Effective Date”), by and between Green Plains Logistics LLC (the “Operator”) and Green Plains Trade Group LLC (the “Customer”). Customer and Operator are sometimes referred to in this Amendment as the “Parties” and individually as a “Party”.
ETHANOL STORAGE AND THROUGHPUT AGREEMENTEthanol Storage and Throughput Agreement • June 11th, 2015 • Green Plains Partners LP • Industrial organic chemicals • Nebraska
FIRST AMENDMENT TO THE OMNIBUS AGREEMENTOmnibus Agreement • February 18th, 2016 • Green Plains Partners LP • Industrial organic chemicals
This First Amendment (this “First Amendment”) to the Omnibus Agreement (as amended, the “Omnibus Agreement”) by and among Green Plains Inc., an Iowa corporation (“Green Plains”), Green Plains Partners LP, a Delaware limited partnership (the “Partnership”), Green Plains Holdings LLC, a Delaware limited liability company (the “General Partner”), and Green Plains Operating Company LLC, a Delaware limited liability company (the “Operating Company” and collectively with the Partnership and the General Partner, the “Partnership Parties”), is entered into on January 4, 2016, and dated effective as of January 1, 2016.
AMENDMENT NO. 4 TO ETHANOL STORAGE AND THROUGHPUT AGREEMENTThroughput Agreement • December 28th, 2020 • Green Plains Partners LP • Industrial organic chemicals
THIS AMENDMENT NO. 4 TO ETHANOL STORAGE AND THROUGHPUT AGREEMENT (this “Amendment”), is entered into and effective as of December 28, 2020 (the “Effective Date”), by and between Green Plains Ethanol Storage LLC (the “Operator”) and Green Plains Trade Group LLC (the “Customer”). Customer and Operator are sometimes referred to in this Amendment as the “Parties” and individually as a “Party.”
THIRD AMENDMENT TO CREDIT AGREEMENTCredit Agreement • October 15th, 2018 • Green Plains Partners LP • Industrial organic chemicals • New York
THIS THIRD AMENDMENT TO CREDIT AGREEMENT (this “Agreement”) is entered into as of October 12, 2018 among GREEN PLAINS OPERATING COMPANY LLC, a Delaware limited liability company (the “Borrower”), the Guarantors party hereto, the Lenders party hereto, and Bank of America, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer. All capitalized terms used herein and not otherwise defined herein shall have the meanings ascribed thereto in the Credit Agreement (as defined below).
AMENDMENT NO. 5 TO OPERATIONAL SERVICES AND SECONDMENT AGREEMENTOperational Services and Secondment Agreement • March 23rd, 2021 • Green Plains Partners LP • Industrial organic chemicals
THIS AMENDMENT NO. 5 TO OPERATIONAL SERVICES AND SECONDMENT AGREEMENT (this “Amendment”), is entered into and effective as of March 22, 2021 (the “Effective Date”), by and between Green Plains Inc., an Iowa corporation (“GPRE”) and Green Plains Holdings LLC, a Delaware limited liability company (“GP”). GPRE and GP are sometimes herein referred to individually as a “Party” and collectively as the “Parties.”
