0000823277-18-000065 Sample Contracts

OMNIBUS AMENDMENT NO. 3
Receivables Purchase Agreement • December 3rd, 2018 • CHS Inc • Wholesale-farm product raw materials • New York

This AMENDED AND RESTATED RECEIVABLES PURCHASE AGREEMENT, dated as of July 18, 2017, as amended by the First Amendment to Amended and Restated Receivables Purchase Agreement dated as of June 28, 2018, the Second Amendment to Amended and Restated Receivables Purchase Agreement dated as of August 20, 2018, and the Omnibus Amendment No. 3, dated as of September 4, 2018 (this “Agreement”), is among CHS INC., a Minnesota corporation (“CHS”), individually and as initial Servicer, COFINA FUNDING, LLC, a Delaware limited liability company (“Seller”), the various CONDUIT PURCHASERS, COMMITTED PURCHASERS and PURCHASER AGENTS from time to time party hereto, and MUFG BANK, LTD. (F/K/A THE BANK OF TOKYO-MITSUBISHI UFJ, LTD.) (“MUFG”), as administrative agent on behalf of the Affected Parties (in such capacity, together with its successors and assigns in such capacity, the “Administrative Agent”).

Master Repurchase Agreement
Master Repurchase Agreement • December 3rd, 2018 • CHS Inc • Wholesale-farm product raw materials • New York
FOURTH AMENDMENT TO CREDIT AGREEMENT
Credit Agreement • December 3rd, 2018 • CHS Inc • Wholesale-farm product raw materials • Colorado
GUARANTY
Guaranty • December 3rd, 2018 • CHS Inc • Wholesale-farm product raw materials • New York

This GUARANTY (this “Agreement”), dated as of September 4, 2018, is between CHS Inc. (“CHS”), a Minnesota corporation (the “Guarantor”), and MUFG BANK, LTD. (“MUFG”), a Japanese banking corporation, as buyer agent (“Buyer Agent”) for the Buyers under the Master Framework Agreement, dated as of the date hereof, among CHS, CHS Capital, LLC, a Minnesota limited liability company (together with CHS, the “Sellers” and each a “Seller”), CHS, as agent for the Sellers (in such capacity, the “Seller Agent”), and MUFG and the other financial institutions from time to time party thereto, as buyers (each, a “Buyer” and, collectively, the “Buyers”) (as amended, restated, supplemented or otherwise modified from time to time, the “Framework Agreement”). Capitalized terms used and not otherwise defined in this Agreement are used as defined in, or by reference in, the Framework Agreement. The interpretive provisions set out in Section 1.2 of the Framework Agreement shall be incorporated herein and appl

MASTER FRAMEWORK AGREEMENT
Master Framework Agreement • December 3rd, 2018 • CHS Inc • Wholesale-farm product raw materials • New York

This MASTER FRAMEWORK AGREEMENT (this “Framework Agreement”), is made and entered into as of September 4, 2018 (the “Effective Date”), by and among:

CHS INC. AMENDMENT NO. 1 TO NOTE PURCHASE AGREEMENT
Note Purchase Agreement • December 3rd, 2018 • CHS Inc • Wholesale-farm product raw materials • Delaware
THIRD AMENDMENT TO CREDIT AGREEMENT
Credit Agreement • December 3rd, 2018 • CHS Inc • Wholesale-farm product raw materials • Colorado

Now, therefore, in consideration of the mutual covenants and agreements herein contained and other good and valuable consideration, the receipt and adequacy of which are hereby acknowledged, the parties hereto hereby agree as follows: