AMENDED AND RESTATED BUSINESS SALE AND MEMBERSHIP INTEREST PURCHASE AGREEMENT BETWEEN PENFORD CAROLINA, LLC AND AND STEVEN P. BROWER AND KEYSTONE STARCHES, LLC,Business Sale and Membership Interest • January 12th, 2012 • Penford Corp • Grain mill products • Delaware
This Amended and Restated Business Sale and Membership Interest Purchase Agreement (this “Agreement”) is entered into on January 11, 2012, by Penford Carolina, LLC, a Delaware limited liability company (“Buyer”), and R. Bentley Cheatham, Dwight L. Carlson and Steven P. Brower (each a Seller and collectively, “Sellers”), and Keystone Starches, LLC, a South Carolina limited liability company, and 7675 South Rail Road, LLC, a South Carolina limited liability company (each an “Asset Selling Entity” and collectively the “Asset Selling Entities”) are signatories to this Agreement to acknowledge and agree to the representations, conditions and obligations contained herein applicable to the Asset Purchase Agreements. 1 Freas Avenue is a signatory to this Agreement to acknowledge and agree to the representations, conditions and obligations contained herein with respect to (i) the Lease Agreement concerning property in Berwick, Pennsylvania, (ii) the Option Agreement and (iii) its post closing o
