Member Control Agreement Sample Contracts

Golden Growers Cooperative – Amendment to Progold Limited Liability Company Member Control Agreement (May 12th, 2017)

THIS AMENDMENT is entered into as of April 4, 2017 to be effective as of January 1, 2018, by and between GOLDEN GROWERS COOPERATIVE, a Minnesota cooperative association ("GGC"), and AMERICAN CRYSTAL SUGAR COMPANY, a Minnesota cooperative association ("ACSC").

Heron Lake BioEnergy, LLC – Second Amendment to the Member Control Agreement of Heron Lake Bioenergy, Llc (As Previously Amended August 30, 2011 and March 19, 2014) (March 29th, 2017)

This SECOND AMENDMENT TO THE MEMBER CONTROL AGREEMENT OF HERON LAKE BIOENERGY, LLC (the Member Control Agreement of Heron Lake BioEnergy, LLC, as amended through August 30, 2011, and as further amended by that certain First Amendment to the Member Control Agreement, collectively referred to as the "Member Control Agreement"), is adopted and approved effective as of the 22nd day of March, 2017, by the affirmative vote of a Majority in Interest of the Members of Heron Lake BioEnergy, LLC (the "Company") pursuant to Section 322B.37 of the Minnesota Statutes and pursuant to Section 9.1 of the Member Control Agreement of the Company at a meeting of the Members held on March 22, 2017.

Granite Falls Energy, LLC – The Sixth Amended and Restated Operating and Member Control Agreement of Granite Falls Energy, Llc (March 29th, 2017)

THIS SIXTH AMENDED AND RESTATED OPERATING AGREEMENT (the "Agreement") is made and entered into as of the Effective Date (as hereinafter defined), by and among Granite Falls Energy, LLC, a Minnesota limited liability company (the "Company"), each of the Persons (as hereinafter defined) who are identified as Members on the Membership Register of the Company and any other Persons as may from time-to-time be subsequently admitted as a Member of the Company in accordance with the terms of this Agreement. Capitalized terms used but not otherwise defined herein shall have the meaning set forth in Section 1.

Amended and Restated Operating and Member Control Agreement of Valley View Transmission, Llc (A Minnesota Limited Liability Company) Dated as of February 16, 2011 (June 23rd, 2014)

This AMENDED AND RESTATED OPERATING AND MEMBER CONTROL AGREEMENT ("Agreement") of Valley View Transmission, LLC, a Minnesota limited liability company (the "Company"), is made and entered into as of the 16th day of February, 2011, by and among Valley View Wind Investors, LLC ("Investor Member"), Valley View Wind Holdings, LLC ("Local Member"), and the Company. All capitalized terms used herein shall have the respective meanings given to such terms in Section 1 hereof or as otherwise defined in this Agreement.

Form of Amended and Restated Operating and Member Control Agreement of Valley View Transmission, Llc (A Minnesota Limited Liability Company) Dated as of February 16, 2011 (June 6th, 2014)

This AMENDED AND RESTATED OPERATING AND MEMBER CONTROL AGREEMENT ("Agreement") of Valley View Transmission, LLC, a Minnesota limited liability company (the "Company"), is made and entered into as of the 16th day of February, 2011, by and among Valley View Wind Investors, LLC ("Investor Member"), Valley View Wind Holdings, LLC ("Local Member"), and the Company. All capitalized terms used herein shall have the respective meanings given to such terms in hereof or as otherwise defined in this Agreement.

Heron Lake BioEnergy, LLC – First Amendment to the Member Control Agreement of Heron Lake Bioenergy, Llc (As Previously Amended August 30, 2011) (March 24th, 2014)

This FIRST AMENDMENT TO THE MEMBER CONTROL AGREEMENT OF HERON LAKE BIOENERGY, LLC (the Member Control Agreement of Heron Lake BioEnergy, LLC, as amended August 30, 2011, the "Member Control Agreement"), is adopted and approved effective as of the 19th day of March, 2014, by the affirmative vote of a Majority in Interest of the Members of Heron Lake BioEnergy, LLC (the Company) pursuant to Section 322B.37 of the Minnesota Statutes and pursuant to Section 9.1 of the Member Control Agreement of the Company at a meeting of the Members held on March 19, 2014.

Dakota Plains Holdings, Inc. – Dpts Marketing Llc Second Amended and Restated Member Control Agreement (January 8th, 2014)

THIS SECOND AMENDED AND RESTATED MEMBER CONTROL AGREEMENT, (the Agreement) is made effective as of December 31, 2013 (the Effective Date), by and between Dakota Plains Marketing, LLC, a Minnesota limited liability company (DPM), Petroleum Transport Solutions, LLC, a Minnesota limited liability company (PTS), and DPTS Marketing LLC, a Minnesota limited liability company (the Company).

Dakota Plains Holdings, Inc. – Dakota Petroleum Transport Solutions, Llc Second Amended and Restated Member Control Agreement (January 8th, 2014)

THIS SECOND AMENDED AND RESTATED MEMBER CONTROL AGREEMENT, (the Agreement) is made effective as of December 31, 2013 (the Effective Date), by and between Dakota Plains Transloading, LLC, a Minnesota limited liability company (DPT), Petroleum Transport Solutions, LLC, a Minnesota limited liability company (PTS) and Dakota Petroleum Transport Solutions, LLC, a Minnesota limited liability company (the Company).

Aspirity Holdings Llc – Second Amendment to Amended and Restated Member Control Agreement of Twin Cities Power Holdings, L.L.C. (September 11th, 2013)

This Second Amendment to Amended and Restated Member Control Agreement ("Second Amendment") dated August 28th, 2013 is to be effective as of the 28th day of June, 2013 by and among Timothy S. Krieger ("Krieger") and Summer Enterprises, L.L.C., a Minnesota Limited Liability Company ("Summer") who are all of the members of Twin Cities Power Holdings, L.L.C., a Minnesota Limited Liability Company (the "Company"). Krieger, Summer and the Company are jointly referred to as Parties ("Parties").

Aspirity Holdings Llc – First Amendment to Amended and Restated Member Control Agreement of Twin Cities Power Holdings, L.L.C. (August 19th, 2013)

This First Amendment to Amended and Restated Member Control Agreement ("First Amendment to MCA") dated July 30, 2013 and is to be effective as of the 28th day of June, 2013 by and among Timothy S. Krieger ("Krieger") and Summer Enterprises, L.L.C., a Minnesota Limited Liability Company ("Summer") who are all of the members of Twin Cities Power Holdings, L.L.C., a MinnesotaS Limited Liability Company (the "Company"). Krieger, Summer and the Company are jointly referred to as Parties ("Parties").

Dakota Plains Holdings, Inc. – Amendment No. 2 to Dakota Petroleum Transport Solutions, Llc Amended and Restated Member Control Agreement (August 8th, 2013)

THIS AMENDMENT NO.2 (this "Amendment") is made effective as of June 17, 2013 by and between Dakota Plains Transloading, LLC, a Minnesota limited liability company ("DPT"), Petroleum Transport Solutions, LLC, a Minnesota limited liability company ("PTS"), and Dakota Petroleum Transport Solutions, LLC, a Minnesota limited liability company (the "Company").

Dakota Plains Holdings, Inc. – Amendment No. 2 to Dpts Marketing Llc Amended and Restated Member Control Agreement (August 8th, 2013)

THIS AMENDMENT NO. 2 (this "Amendment") is made effective as of June 17, 2013 by and between Dakota Plains Marketing, LLC, a Minnesota limited liability company ("DPM"), Petroleum Transport Solutions, LLC, a Minnesota limited liability company ("PTS"), and DPTS Marketing LLC, a Minnesota limited liability company (the "Company").

Dakota Plains Holdings, Inc. – Amendment No. 1 to Dakota Petroleum Transport Solutions, Llc Amended and Restated Member Control Agreement (March 14th, 2013)

THIS AMENDMENT NO. 1 (this "Amendment") is made effective as of August 30, 2012 by and between Dakota Plains Transloading, LLC, a Minnesota limited liability company ("DPT"), Petroleum Transport Solutions, LLC, a Minnesota limited liability company ("PTS"), and Dakota Petroleum Transport Solutions, LLC, a Minnesota limited liability company (the "Company").

Dakota Plains Holdings, Inc. – Amendment No. 1 to Dpts Marketing Llc Amended and Restated Member Control Agreement (March 14th, 2013)

THIS AMENDMENT NO. 1 (this "Amendment") is made effective as of August 30, 2012 by and between Dakota Plains Marketing, LLC, a Minnesota limited liability company ("DPM"), Petroleum Transport Solutions, LLC, a Minnesota limited liability company ("PTS"), and DPTS Marketing LLC, a Minnesota limited liability company (the "Company").

Dakota Plains Holdings, Inc. – Dpts Marketing Llc Amended and Restated Member Control Agreement (June 5th, 2012)

THIS AMENDED AND RESTATED MEMBER CONTROL AGREEMENT, (the Agreement) is made effective as of June 1, 2012 (the Effective Date), by and between Dakota Plains Marketing, LLC, a Minnesota limited liability company (DPM), Petroleum Transport Solutions, LLC, a Minnesota limited liability company (PTS), and DPTS Marketing LLC, a Minnesota limited liability company (the Company).

Dakota Plains Holdings, Inc. – Dakota Petroleum Transport Solutions, Llc Amended and Restated Member Control Agreement (June 5th, 2012)

THIS AMENDED AND RESTATED MEMBER CONTROL AGREEMENT, (the Agreement) is made effective as of June 1, 2012 (the Effective Date), by and between Dakota Plains Transloading, LLC, a Minnesota limited liability company (DPT), Petroleum Transport Solutions, LLC, a Minnesota limited liability company (PTS) and Dakota Petroleum Transport Solutions, LLC, a Minnesota limited liability company (the Company).

Dakota Plains Holdings, Inc. – Amendment to Dakota Petroleum Transport Solutions, Llc Member Control Agreement (March 23rd, 2012)

AMENDMENT TO DAKOTA PETROLEUM TRANSPORT SOLUTIONS, LLC MEMBER CONTROL AGREEMENT (this Amendment) dated as of April 29, 2011 by and among Dakota Plains Transport, Inc., a Nevada corporation (DPT), Petroleum Transport Solutions, LLC, a Minnesota Limited Liability Company (PTS), and Dakota Petroleum Transport Solutions, LLC, a Minnesota Limited Liability Company (the Company).

Dakota Plains Holdings, Inc. – Amendment to Dpts Marketing Llc Member Control Agreement (March 23rd, 2012)

AMENDMENT TO MEMBER CONTROL AGREEMENT (this Amendment) dated as of August 17, 2011 by and among Dakota Plains Marketing, LLC, a Minnesota limited liability company (DPM) and Petroleum Transport Solutions, LLC, a Minnesota limited liability company (PTS), and DPTS Marketing LLC, a Minnesota limited liability company (the Company).

Dakota Plains Holdings, Inc. – Dpts Marketing Llc Member Control Agreement (March 23rd, 2012)

THIS MEMBER CONTROL AGREEMENT, (the Agreement) is made effective as of April 29, 2011 (the Effective Date), by and between Dakota Plains Marketing, LLC, a Minnesota limited liability company, Petroleum Transport Solutions, LLC, a Minnesota Limited Liability Company (PTS), and DPTS Marketing LLC, a Minnesota Limited Liability Company (the Company).

Dakota Plains Holdings, Inc. – Dakota Petroleum Transport Solutions, Llc Member Control Agreement (March 23rd, 2012)

THIS MEMBER CONTROL AGREEMENT, (the Agreement) is made effective as of November 9, 2009 (the Effective Date), by and between Dakota Plains Transport, Inc., a Nevada corporation (DPT), Petroleum Transport Solutions, LLC, a Minnesota Limited Liability Company (PTS) and Dakota Petroleum Transport Solutions, LLC, a Minnesota Limited Liability Company (the Company).

Dakota Plains Holdings, Inc. – Supplemental Agreement to Dakota Petroleum Transport Solutions, Llc Member Control Agreement and Dakota Petroleum Transport Solutions, Llc Lease Agreement (March 23rd, 2012)

THIS SUPPLEMENTAL AGREEMENT (the Supplement) is entered into September 30, 2010 and made effective as of July 22, 2010 by and between Dakota Plains Transport, Inc., a Nevada corporation (DPT), Petroleum Transport Solutions, LLC, a Minnesota limited liability company (PTS) and Dakota Petroleum Transport Solutions, LLC, a Minnesota limited liability company (the Company).

Aspirity Holdings Llc – Member Control Agreement of Twin Cities Power Holdings, Llc (February 10th, 2012)

THIS MEMBER CONTROL AGREEMENT (this Agreement) dated as of the 14th day of November, 2011, by and among Twin Cities Power Holdings, LLC, a Minnesota limited liability company (the Company), and the persons listed on Exhibit A hereto who are collectively, all of the current Members of the Company. Capitalized terms not otherwise defined herein shall have the meanings set forth in Exhibit B hereof which definitions are fully incorporated herein by reference.

Heron Lake BioEnergy, LLC – Member Control Agreement of Heron Lake Bioenergy, Llc (September 2nd, 2011)

THIS MEMBER CONTROL AGREEMENT is hereby adopted and entered into effective as of the Effective Date (as defined below), by the Members (as defined below), pursuant to the provisions of the Act (as defined below), on the terms and conditions set forth herein.

Golden Growers Cooperative – Progold Limited Liability Company Amended and Restated Member Control Agreement (Contains Restrictions on Transfer of Membership Interests) (April 30th, 2010)

THIS AMENDED AND RESTATED MEMBER CONTROL AGREEMENT is made effective as of the 1st day of September, 2009, by and between Golden Growers Cooperative, a Minnesota cooperative association, and American Crystal Sugar Company, a Minnesota cooperative association.

American Crystal Sugar – Progold Limited Liability Company Amended and Restated Member Control Agreement (Contains Restrictions on Transfer of Membership Interests) (November 4th, 2009)

THIS AMENDED AND RESTATED MEMBER CONTROL AGREEMENT is made effective as of the 1st day of September, 2009, by and between Golden Growers Cooperative, a Minnesota cooperative association, and American Crystal Sugar Company, a Minnesota cooperative association.

Red Trail Energy, Llc – Amended and Restated Member Control Agreement for Red Trail Energy, Llc (June 1st, 2009)

This is an Amended and Restated Member Control Agreement for Red Trail Energy, LLC, dated effective as of May 28, 2009 by and among Red Trail Energy, LLC, a North Dakota limited liability company, and the Persons named on the attached Schedule A.

Realbiz Media Group, Inc – Marketplace Home Mortgage - Webdigs, Llc Member Control Agreement (February 13th, 2009)

WHEREAS, the undersigned constitute all of the current members of Marketplace Home Mortgage - Webdigs, LLC, a Minnesota limited liability company; and

Otter Tail Ag Enterprises, LLC – Operating and Member Control Agreement of Otter Tail Ag Enterprises, Llc (January 28th, 2008)

THIS OPERATING AND MEMBER CONTROL AGREEMENT is hereby adopted and entered into effective as of the Effective Date (as defined below), by the Members (as defined below), pursuant to the provisions of the Act (as defined below), on the terms and conditions set forth herein.

Red Trail Energy, Llc – Member Control Agreement Red Trail Energy, Llc (April 17th, 2007)

WHEREAS, the undersigned constitute all of the current members of Red Trail Energy, LLC, a North Dakota limited liability company; and

Mtr Gaming Group – Member Control Agreement of North Metro Harness Initiative, Llc (August 9th, 2004)

This Member Control Agreement of NORTH METRO HARNESS INITIATIVE, LLC, a Minnesota limited liability company (the Company) is entered into and shall be effective as of June 8, 2004 (the Effective Date), by and between Southwest Casino and Hotel Corp., a Minnesota corporation (Southwest), MTR-Harness, Inc., a Minnesota corporation (MTR-Harness) and MTR Gaming Group, Inc., a Delaware corporation (MTR), the parent of MTR-Harness.

Southwest Casino – Member Control Agreement of North Metro Harness Initiative, Llc (August 6th, 2004)

This Member Control Agreement of NORTH METRO HARNESS INITIATIVE, LLC, a Minnesota limited liability company (the Company) is entered into and shall be effective as of June 8, 2004 (the Effective Date), by and between Southwest Casino and Hotel Corp., a Minnesota corporation (Southwest), MTR-Harness, Inc., a Minnesota corporation (MTR-Harness) and MTR Gaming Group, Inc., a Delaware corporation (MTR), the parent of MTR-Harness.

Southwest Casino – Member Control Agreement of Sw Missouri, Llc (August 6th, 2004)

This Member Control Agreement (Agreement) of SW Missouri, LLC, a Minnesota limited liability company (the Company), is entered into effective as of the 14th day of June, 2004, by and between the Company and Southwest Casino and Hotel Corp., a Minnesota corporation, as the sole member of the Company (the Member).