0000950134-04-009903 Sample Contracts

CHS, INC. NOTE PURCHASE AND PRIVATE SHELF AGREEMENT $15,000,000 4.08% Series F Senior Notes due April 13, 2010 $15,000,000 4.39% Series G Senior Notes due April 13, 2011 and Private Shelf Facility Dated as of April 13, 2004
Note Purchase and Private Shelf Agreement • July 12th, 2004 • CHS Inc • Wholesale-farm product raw materials • Illinois

Each of the Purchasers named in the Purchaser Schedule attached hereto as purchasers of Series F Notes or Series G Notes (the “Initial Purchasers”)

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FIRST AMENDMENT TO CREDIT AGREEMENT
Credit Agreement • July 12th, 2004 • CHS Inc • Wholesale-farm product raw materials • Colorado

Now, therefore, in consideration of the mutual covenants and agreements herein contained and other good and valuable consideration, the receipt and adequacy of which are hereby acknowledged, the parties hereto hereby agree as follows:

SIXTH AMENDMENT TO CREDIT AGREEMENT (Term Loan)
Credit Agreement • July 12th, 2004 • CHS Inc • Wholesale-farm product raw materials • Colorado

This Sixth Amendment to Credit Agreement (Term Loan) (“Amendment Agreement”) is made May 20, 2004, to be effective as of the Effective Date, by and among CHS Inc. (formerly known as Cenex Harvest States Cooperatives), a Minnesota cooperative corporation (“Borrower”), CoBank, ACB (“CoBank”) as the Administrative Agent for the benefit of the present and future Syndication Parties (in that capacity “Administrative Agent”), and the Syndication Parties signatory hereto, including CoBank in such capacity (each a “Syndication Party” and collectively, the “Syndication Parties”).

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