0001193125-04-221724 Sample Contracts

INDEMNIFICATION AGREEMENT
Indemnification Agreement • December 30th, 2004 • FCStone Group, Inc. • Commodity contracts brokers & dealers • Iowa

WHEREAS, it is important to the Company to attract and retain as directors and officers the most capable persons available; and

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FCSTONE MERCHANT SERVICES, LLC SECURITY AGREEMENT
Security Agreement • December 30th, 2004 • FCStone Group, Inc. • Commodity contracts brokers & dealers • Delaware

THIS SECURITY AGREEMENT, dated as of March 4, 2004, is between FCStone Merchant Services, LLC, a Delaware limited liability company (the “Borrower”), and Harvard Private Capital Properties III, Inc., a Delaware corporation (the “Lender”).

GENERAL SECURITY AGREEMENT
General Security Agreement • December 30th, 2004 • FCStone Group, Inc. • Commodity contracts brokers & dealers • New York

In consideration of loans, credit or other financial accommodations extended or continued from time to time to, or on the guaranty, endorsement or other assurance of, the undersigned (“Obligor”) by RZB Finance LLC (together with its successors and assigns, “RZB”), Obligor hereby agrees as follows:

CHANGE IN TERMS AGREEMENT
Change in Terms Agreement • December 30th, 2004 • FCStone Group, Inc. • Commodity contracts brokers & dealers

This Change in Terms Agreement (“Agreement”) is entered into as of August 23, 2004, between Deere Credit, Inc., a Delaware corporation (“Deere”) and FC Stone L.L.C., West Des Moines, Iowa 50266, an Iowa corporation (the “Borrower”).

CHANGE IN TERMS AGREEMENT
Change in Terms Agreement • December 30th, 2004 • FCStone Group, Inc. • Commodity contracts brokers & dealers

This Change in Terms Agreement (“Agreement”) is entered into as of July 9, 2004, between Deere Credit, Inc., a Delaware corporation (“Deere”) and FC Stone L.L.C., West Des Moines, Iowa 50266, an Iowa corporation (the “Borrower”).

CHANGE IN TERMS AGREEMENT UNSECURED REVOLVING TERM LOAN NOTE
Change in Terms Agreement • December 30th, 2004 • FCStone Group, Inc. • Commodity contracts brokers & dealers

This Change in Terms Agreement (“Agreement”) is entered into as of August 23, 2004, between Deere Credit, Inc., a Delaware corporation (“Deere”) and FCStone Group, Inc., West Des Moines, Iowa 50266, an Iowa corporation (the “Borrower”).

FCSTONE MERCHANT SERVICES, LLC CREDIT AGREEMENT Dated as of March 4, 2004 HARVARD PRIVATE CAPITAL PROPERTIES III, INC., as Lender
Credit Agreement • December 30th, 2004 • FCStone Group, Inc. • Commodity contracts brokers & dealers

THIS CREDIT AGREEMENT, dated as of March 4, 2004, is between FCStone Merchant Services, LLC, a Delaware limited liability company (the “Borrower”), and Harvard Private Capital Properties III, Inc., a Delaware corporation (the “Lender”). The parties agree as follows:

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