0001171843-12-000904 Sample Contracts

THIRD PARTY SECURITY AGREEMENT
Third Party Security Agreement • March 13th, 2012 • MGP Ingredients Inc • Grain mill products • Kansas
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CONTINUING GUARANTY
Continuing Guaranty • March 13th, 2012 • MGP Ingredients Inc • Grain mill products • Kansas
ASSIGNMENT AND ASSUMPTION OF NOTE AND CREDIT AGREEMENT AND FOURTH AMENDMENT TO THE CREDIT AGREEMENT
Assignment and Assumption of Note and Credit Agreement and Fourth • March 13th, 2012 • MGP Ingredients Inc • Grain mill products • Kansas

THIS ASSIGNMENT AND ASSUMPTION OF NOTE AND CREDIT AGREEMENT AND FOURTH AMENDMENT TO THE CREDIT (this “Agreement”) is dated effective as of January 3, 2012 (the “Effective Date”) by and among MGP INGREDIENTS, INC., a Kansas corporation, subsequently to be known as MGPI Processing, Inc. (“Original Borrower”), MGPI HOLDINGS, INC., a Kansas corporation, subsequently to be known as MGP Ingredients, Inc. (the “Company”), and WELLS FARGO BANK, NATIONAL ASSOCIATION (“Lender”).

Contract
LLC Interest Assignment and Purchase Agreement • March 13th, 2012 • MGP Ingredients Inc • Grain mill products • Delaware

This LLC Interest Assignment and Purchase Agreement (this “Agreement”) is made and entered into this 1st day of February, 2012 (the “Effective Date”), by and between MGPI Processing, Inc., a Kansas corporation f/k/a MGP Ingredients, Inc. (“Seller”), and Illinois Corn Processing Holdings Inc., a Delaware corporation, successor by merger to Illinois Corn Processing Holdings, LLC (“Buyer”).

PARTIAL RELEASE OF COLLATERAL AGREEMENT
Partial Release of Collateral Agreement • March 13th, 2012 • MGP Ingredients Inc • Grain mill products

THIS PARTIAL RELEASE OF COLLATERAL AGREEMENT ("Agreement") is entered into as of the 30 day of January, 2012 (the "Effective Date") by and between WELLS FARGO BANK, NATIONAL ASSOCIATION, ("Lender"), MGPI PROCESSING, INC., a Kansas corporation, formerly known as MGP Ingredients, Inc. (the "Grantor"), and MGP INGREDIENTS, Inc., a Kansas corporation, formerly known as MGPI Holdings, Inc.("Holdings").

MGP INGREDIENTS, INC. AGREEMENT AS TO AWARD OF RESTRICTED STOCK UNITS GRANTED UNDER THE STOCK INCENTIVE PLAN OF 2004
MGP Ingredients Inc • March 13th, 2012 • Grain mill products

In accordance with and subject to the terms and restrictions set forth in the MGP Ingredients, Inc. Stock Incentive Plan of 2004, as amended (the “2004 Plan”) and this Agreement, MGP INGREDIENTS, INC., a Kansas corporation (the “Company”), hereby grants to the Participant named below the number of Restricted Stock Units as set forth below:

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