SECURITY AGREEMENTSecurity Agreement • June 13th, 2008 • Highwater Ethanol LLC • Industrial organic chemicals • Nebraska
This Security Agreement (“Agreement”), dated as of April 24, 2008, is between HIGHWATER ETHANOL, LLC, a Minnesota limited liability company (the “Debtor”), and FIRST NATIONAL BANK OF OMAHA, a national banking association (in its capacity as Collateral Agent for the Banks, the “Secured Party”), as Collateral Agent for the Banks.
CONSTRUCTION LOAN AGREEMENTConstruction Loan Agreement • June 13th, 2008 • Highwater Ethanol LLC • Industrial organic chemicals • Nebraska
This Construction Loan Agreement (the “AGREEMENT”) is dated as of the 24th day of April, 2008, and is by and among HIGHWATER ETHANOL, LLC, a Minnesota limited liability company (“BORROWER”), FIRST NATIONAL BANK OF OMAHA (“FNBO”), a national banking association headquartered at Omaha, Nebraska as a BANK and as administrative agent for the BANKS (in such capacity, the “ADMINISTRATIVE AGENT”), and as collateral agent for the BANKS (in such capacity, the “COLLATERAL AGENT”), and the other financial institutions which are or may become a party to this AGREEMENT in accordance with the terms of this AGREEMENT and listed in Exhibit H to this AGREEMENT.
CONSTRUCTION NOTEConstruction Note • June 13th, 2008 • Highwater Ethanol LLC • Industrial organic chemicals
This CONSTRUCTION NOTE is executed pursuant to a Construction Loan Agreement (“LOAN AGREEMENT”) between BORROWER and BANKS dated of even date herewith. All capitalized terms not otherwise defined in this CONSTRUCTION NOTE shall have the meanings provided in the LOAN AGREEMENT.
CONSTRUCTION NOTEConstruction Note • June 13th, 2008 • Highwater Ethanol LLC • Industrial organic chemicals
This CONSTRUCTION NOTE is executed pursuant to a Construction Loan Agreement (“LOAN AGREEMENT”) between BORROWER and BANKS dated of even date herewith. All capitalized terms not otherwise defined in this CONSTRUCTION NOTE shall have the meanings provided in the LOAN AGREEMENT.
CONSTRUCTION NOTEConstruction Note • June 13th, 2008 • Highwater Ethanol LLC • Industrial organic chemicals
This CONSTRUCTION NOTE is executed pursuant to a Construction Loan Agreement (“LOAN AGREEMENT”) between BORROWER and BANKS dated of even date herewith. All capitalized terms not otherwise defined in this CONSTRUCTION NOTE shall have the meanings provided in the LOAN AGREEMENT.
GUARANTY AGREEMENTGuaranty Agreement • June 13th, 2008 • Highwater Ethanol LLC • Industrial organic chemicals
THIS GUARANTY AGREEMENT (the “Guaranty”) made and entered into as of April 1, 2008, by and between HIGHWATER ETHANOL, LLC, a Minnesota limited liability company having its principal offices at 205 N. Main Street, Lamberton, Minnesota (the “Company”), and U.S. BANK NATIONAL ASSOCIATION, a national banking association duly organized, existing and authorized to accept and execute agreements of the character herein set out under and by virtue of the laws of the United States of America, and having its main office and place of business in St. Paul, Minnesota (the “Trustee”), together with any successor trustee, at the time serving as such under the Trust Indenture dated as of the date hereof, and as the same may be amended or supplemented from time to time, between the City of Lamberton and the Trustee (the “Indenture”);
BILL OF SALEBill of Sale • June 13th, 2008 • Highwater Ethanol LLC • Industrial organic chemicals
This Bill of Sale dated as of April 25, 2008 from HIGHWATER ETHANOL, LLC, a Minnesota limited liability company (the “Company”) to the CITY OF LAMBERTON, MINNESOTA, a political subdivision of the State of Minnesota (the “City”).
INTERCREDITOR AGREEMENTIntercreditor Agreement • June 13th, 2008 • Highwater Ethanol LLC • Industrial organic chemicals • Minnesota
This INTERCREDITOR AGREEMENT (this “Agreement”) is entered into as of April 24, 2008, by and between FIRST NATIONAL BANK OF OMAHA, a national banking association established under the law of the United States of America, in its capacity as Administrative Agent and Collateral Agent for the Banks (in such capacities, “FNBO”), and U.S. BANK NATIONAL ASSOCIATION, a national banking association established under the law of the United States of America , as trustee (the “Trustee”) for the holders of the $15,180,000 City of Lamberton, Minnesota Parity Senior Solid Waste Disposal Facility Revenue Bonds, Series 2008 (Highwater Ethanol, LLC Ethanol Plant Project) (the “Bonds”).
LEASE AGREEMENT BETWEEN CITY OF LAMBERTON, MINNESOTA AND HIGHWATER ETHANOL, LLC SOLID WASTE FACILITIES REVENUE BONDS, SERIES 2008A (HIGHWATER ETHANOL, LLC PROJECT) DATED AS OF: April 1, 2008Lease Agreement • June 13th, 2008 • Highwater Ethanol LLC • Industrial organic chemicals • Minnesota
THIS LEASE AGREEMENT (this “Lease”) is made and entered into as of the first day of April 2008, by and between the CITY OF LAMBERTON, Minnesota, a political subdivision of the State of Minnesota (the “City”), and HIGHWATER ETHANOL, LLC, a Minnesota limited liability company (the “Company”).
MORTGAGE, SECURITY AGREEMENT, ASSIGNMENT OF LEASES AND RENTS AND FIXTURE FINANCING STATEMENTMortgage, Security Agreement • June 13th, 2008 • Highwater Ethanol LLC • Industrial organic chemicals • Minnesota
THIS MORTGAGE, SECURITY AGREEMENT, ASSIGNMENT OF LEASES AND RENTS AND FIXTURE FINANCING STATEMENT (“Mortgage”) is made as of April 1, 2008, by HIGHWATER ETHANOL, LLC, a Minnesota limited liability company (“Mortgagor”), whose address is 205 North Main Street, P.O. Box 356, Lamberton, Minnesota 56152, in favor of U.S. BANK NATIONAL ASSOCIATION, a National Banking Association, in its capacity as the Trustee under the Indenture (as herein defined) (“Mortgagee”), whose address is 60 Livingston Avenue, EP-MN-WS3C, St. Paul, Minnesota 55107.
CONSTRUCTION LOAN MORTGAGE, SECURITY AGREEMENT, ASSIGNMENT OF LEASES AND RENTS AND FIXTURE FINANCING STATEMENTFixture Financing Statement • June 13th, 2008 • Highwater Ethanol LLC • Industrial organic chemicals • Minnesota
THIS CONSTRUCTION LOAN MORTGAGE, SECURITY AGREEMENT, ASSIGNMENT OF LEASES AND RENTS AND FIXTURE FINANCING STATEMENT (“Mortgage”) is made as of April 24, 2008, by HIGHWATER ETHANOL, LLC, a Minnesota limited liability company (“Mortgagor”), whose address is 205 North Main Street, P.O. Box 96, Lamberton, Minnesota 56152, in favor of FIRST NATIONAL BANK OF OMAHA, a National Banking Association, in its capacity as the Administrative Agent and Collateral Agent for the Banks under the Loan Agreement (as herein defined) (“Mortgagee”), whose address is 1620 Dodge Street, Stop 1050, Omaha, Nebraska 68197-1050.
CONSULTING AGREEMENTConsulting Agreement • June 13th, 2008 • Highwater Ethanol LLC • Industrial organic chemicals • Minnesota
THIS CONSULTING AGREEMENT (“Agreement”) is made effective as of the 27th day of May , 2008, by and between Granite Falls Energy, LLC, a Minnesota limited liability company (“Consultant”), and Highwater Ethanol, LLC, a Minnesota limited liability company (“Highwater”).
DISBURSING AGREEMENTDisbursing Agreement • June 13th, 2008 • Highwater Ethanol LLC • Industrial organic chemicals • Nebraska
THIS DISBURSING AGREEMENT (“Agreement”) is made and entered into as of April 24, 2008 by and among Highwater Ethanol, LLC, a Minnesota limited liability company (“Borrower”); First National Bank of Omaha, a national banking association (“Lender”) as Administrative Agent for the Banks, Homestead Escrow and Exchange Company, a South Dakota corporation (“Escrow Company”) and Dakota Homestead Title Insurance Company (“Title Company”).
