0001193125-07-128990 Sample Contracts

Société Générale
Financing Agreement • June 4th, 2007 • Panda Ethanol, Inc. • Industrial organic chemicals

We refer to the Financing Agreement, dated July 28, 2006 (the “Financing Agreement”), by and among Panda Hereford Ethanol, L.P. (“Borrower”), the Agents, the Lenders from time to time party thereto, the LC Fronting Bank and the Lead Arranger and to the Depositary and Disbursement Agreement, dated July 28, 2006 (the “Disbursement Agreement”), by and among Borrower, Société Générale, as Administrative Agent (the “Administrative Agent”) and Société Générale, as Disbursement Agent (the “Disbursement Agent”). Capitalized terms used and not otherwise defined in this letter have the meanings given them in the Financing Agreement.

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