CREDIT AGREEMENT Dated as of [ ], 2015 among GREEN PLAINS OPERATING COMPANY LLC, as the Borrower, THE SUBSIDIARIES OF THE BORROWER IDENTIFIED HEREIN, as the Guarantors, BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer,...Credit Agreement • June 11th, 2015 • Green Plains Partners LP • Industrial organic chemicals • New York
This CREDIT AGREEMENT is entered into as of [ ], 2015 among GREEN PLAINS OPERATING COMPANY LLC, a Delaware limited partnership (the “Borrower”), the Guarantors (defined herein), the Lenders (defined herein) and BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer.
GREEN PLAINS PARTNERS LP [●] Common Units Representing Limited Partner Interests UNDERWRITING AGREEMENTUnderwriting Agreement • June 11th, 2015 • Green Plains Partners LP • Industrial organic chemicals • New York
Green Plains Partners LP, a Delaware limited partnership (the “Partnership”), proposes to sell [●] common units (the “Firm Units”), representing limited partner interests in the Partnership (the “Common Units”) to the underwriters (the “Underwriters”) named in Schedule I attached to this agreement (this “Agreement”). In addition, the Partnership proposes to grant to the Underwriters an option to purchase up to [●] additional Common Units on the terms set forth in Section 2 (the “Option Units”). The Firm Units and the Option Units, if purchased, are hereinafter collectively called the “Units”. This Agreement is to confirm the agreement concerning the purchase of the Units from the Partnership by the Underwriters.
OMNIBUS AGREEMENTOmnibus Agreement • June 11th, 2015 • Green Plains Partners LP • Industrial organic chemicals • Nebraska
This Omnibus Agreement (“Agreement”) is entered into on, and effective as of, the Closing Date (as defined herein) by and among Green Plains Inc., an Iowa corporation (“Green Plains”), Green Plains Partners LP, a Delaware limited partnership (the “Partnership”), Green Plains Holdings LLC, a Delaware limited liability company (the “General Partner”), and Green Plains Operating Company LLC, a Delaware limited liability company (the “Operating Company”).
OPERATIONAL SERVICES AND SECONDMENT AGREEMENTOperational Services and Secondment Agreement • June 11th, 2015 • Green Plains Partners LP • Industrial organic chemicals • Delaware
This Operational Services and Secondment Agreement (this “Agreement”), dated as of [●], 2015 (the “Effective Date”), is entered into among Green Plains Inc., an Iowa corporation (“GPRE”), and Green Plains Holdings, LLC, a Delaware limited liability company (“GP”). GPRE and GP are sometimes herein referred to individually as a “Party” and collectively as the “Parties.”
CONTRIBUTION, CONVEYANCE AND ASSUMPTION AGREEMENTContribution, Conveyance and Assumption Agreement • June 11th, 2015 • Green Plains Partners LP • Industrial organic chemicals • Delaware
This CONTRIBUTION, CONVEYANCE AND ASSUMPTION AGREEMENT, dated as of [●], 2015 (this “Agreement”), is by and among GREEN PLAINS PARTNERS LP, a Delaware limited partnership (the “Partnership”), GREEN PLAINS HOLDINGS LLC, a Delaware limited liability company and the general partner of the Partnership (the “General Partner”), GREEN PLAINS INC., an Iowa corporation (“Green Plains”), GREEN PLAINS OPERATING COMPANY LLC, a Delaware limited liability company (“Opco”), GREEN PLAINS TRUCKING LLC, a Delaware limited liability company (“Green Plains Trucking”), and GREEN PLAINS OBION LLC, a Tennessee limited liability company (“Obion LLC”) (each, a “Party” and collectively, the “Parties”).
ETHANOL STORAGE AND THROUGHPUT AGREEMENTEthanol Storage and Throughput Agreement • June 11th, 2015 • Green Plains Partners LP • Industrial organic chemicals • Nebraska
RAIL TRANSPORTATION SERVICES AGREEMENTRail Transportation Services Agreement • June 11th, 2015 • Green Plains Partners LP • Industrial organic chemicals • Nebraska
THIS GUARANTY SHALL BE GOVERNED BY AND CONSTRUED IN CONFORMITY WITH THE LAWS OF THE STATE OF NEBRASKA WITHOUT REGARD TO ANY CONFLICT OF LAWS DOCTRINE WHICH WOULD APPLY THE LAWS OF ANOTHER JURISDICTION. GUARANTOR HEREBY SUBMITS TO THE JURISDICTION OF THE COURTS OF THE STATE OF NEBRASKA AND TO FEDERAL COURTS LOCATED WITHIN THE COUNTY OF DOUGLAS IN THE CITY OF OMAHA.
