Unassociated Document


     

     

    EXHIBIT
      4.2

    EAST
      COAST ETHANOL, LLC

    


    FORM
      OF SUBSCRIPTION AGREEMENT

    


    Limited
      Liability Company Membership Units 

     

    $15,000
      per Unit

     

    Minimum
      Investment of 1 Unit ($15,000)

    1/3
      Unit Increments Thereafter ($5,000)

    


    The
      undersigned subscriber ("Subscriber"), desiring to become a member of East
      Coast
      Ethanol, LLC (“East Coast”), a Delaware limited liability company, with its
      principal place of business at 1907 Thurmond Mall Post Office Box 2226,
      Columbia, South Carolina 29202 hereby subscribes for the purchase of membership
      units of East Coast, and agrees to pay the related purchase price, identified
      below.

    


    A.    SUBSCRIBER
      INFORMATION.
      Please
      print your individual or entity name and address. IF
      WE ACCEPT YOUR SUBSCRIPTION, THE UNITS WILL BE TITLED IN THE NAME OF THE
      SUBSCRIBER AS IT APPEARS BELOW.
      Joint
      subscribers should provide both names. Your name and address will be recorded
      exactly as printed below. Please provide your home, business and/or mobile
      telephone number. If desired, please also provide your e-mail address.


    


    
      	
              1.

            	
              Subscriber's
                Printed Name

            	
                


            
	
              2.

            	
              Title,
                if applicable

            	
                 
                

            
	
              3.

            	
              Subscriber's
                Address

            	    
	 	
              Street

            	
                
                

            
	 	
              City,
                State, Zip Code

            	
                   
                

            
	
              4.

            	
              E-mail
                Address (optional)

            	
                
                

            
	
              5.

            	
              Home
                Telephone Number

            	
                
                

            
	
              6.

            	
              Business
                Telephone Number

            	
                
                

            
	
              7.

            	
              Mobile
                Telephone Number

            	
                
                

            


    

    


    B.    NUMBER
      OF UNITS PURCHASED.
      You
      must purchase at least 1 unit. The minimum number of units to be sold in the
      offering is 16,910 units and the maximum number of units to be sold is
      39,455.

     

    
      	
              units

            


    

     

    C.    PURCHASE
      PRICE. Indicate
      the dollar amount of your investment (minimum investment is
      $15,000).

    


    
      	
              1.
                Total
                Purchase Price

              ($15,000
                per unit multiplied 

              by
                number of units)

            	
              =

            	
              2.
                1st
                Installment

              (10%
                of Total Purchase Price)

            	
              +

            	
              3.
                2nd
                Installment

              (90%
                of Total Purchase Price)

            
	    
	 	   
	 	   

	 	 	 	 	 
	    
	
              =

            	   
	
              +

            	    



    

    


    D.    GENERAL
      INSTRUCTIONS FOR SUBSCRIBERS: 

    


    You
      should read the Prospectus dated [DATE OF EFFECTIVENESS] (the "Prospectus")
      in
      its entirety including the exhibits for a complete explanation of an investment
      in East Coast. 


    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    


    INSTRUCTIONS
      IF YOU ARE SUBSCRIBING PRIOR
      TO THE COMPANY’S RELEASE OF FUNDS FROM ESCROW: If
      you
      are unsure as to whether the Company has released funds from escrow, please
      contact the Company at (877) 323-3835 or visit the Company’s website at
      www.eastcoastethanol.us. If
      you
      are subscribing prior to the Company’s release of funds from escrow, you must
      follow the instructions contained in paragraphs 1 through 5 below:

    


    1.    Complete
      all information required in this Subscription Agreement, and date and sign
      the
      Subscription Agreement on page 7 and the Member Signature Page to our Operating
      Agreement attached to this Subscription Agreement as Exhibit A.

    


    2.    Immediately
      provide a personal (or business) check for the first installment of 10% of
      your
      investment amount. The check should be made payable to “________________,
      escrow agent for East Coast Ethanol, LLC.”
You
      will determine this amount in box C.2 on page of
      this
      Subscription Agreement.

    


    3.    Execute
      the Promissory Note and Security Agreement on page 8 of
      this
      Subscription Agreement evidencing your commitment to pay the remaining 90%
      due
      for the units. The Promissory Note and Security Agreement is attached to this
      Subscription Agreement and grant East Coast Ethanol, LLC a security interest
      in
      your units.

    


    4.    Deliver
      the original executed documents referenced in paragraphs 1 and 3 of these
      instructions, together with a personal or business check as described in
      Paragraph 2 of these instructions to:

     

    East
      Coast Ethanol, LLC

    1907
      Thurmond Mall Post Office Box 2226

    Columbia,
      South Carolina 29202

     

    5.    Within
      20
      days of written notice from East Coast that your subscription has been accepted,
      you must remit an additional personal (or business) check for the second
      installment of 90% of your investment amount made payable to “______________,
      escrow agent for East Coast Ethanol, LLC”
in
      satisfaction of the Promissory Note and Security Agreement. You will determine
      this amount in box C.3 on page of
      this
      Subscription Agreement. You must deliver this check to the same address set
      forth above in paragraph 4 within 20 days of the date of East Coast's written
      notice. If you fail to pay the second installment pursuant to the Promissory
      Note and Security Agreement, East Coast shall be entitled to retain your first
      installment and to seek other damages, as provided in the Promissory Note and
      Security Agreement. This means that if you are unable to pay the 90% balance
      of
      your investment amount within 20 days of our notice, you may have to forfeit
      the
      10% cash deposit.

    


    Your
      funds will be placed in East Coast’s escrow account at _______________. The
      funds will be released to East Coast or returned to you in accordance with
      the
      escrow arrangements described in the Prospectus. East Coast may, in its sole
      discretion, reject or accept any part or all of your subscription. If East
      Coast
      rejects your subscription, your Subscription Agreement and investment will
      be
      promptly returned to you, plus any nominal interest. East Coast may not consider
      the acceptance or rejection of your subscription until a future date near the
      end of this offering. 

    


    INSTRUCTIONS
      IF YOU ARE SUBSCRIBING AFTER
      THE COMPANY’S RELEASE OF FUNDS FROM ESCROW: If
      you
      are unsure as to whether the Co. has released funds from escrow, please contact
      the Co. at (877) 323-3835 or visit the Co.’s website at www.eastcoastethanol.us.
If
      you
      are subscribing after the Company’s release of funds from escrow, you must
      follow the instructions contained in paragraphs 1 through 3 below:

    


    1.    Complete
      all information required in this Subscription Agreement, and date and sign
      the
      Subscription Agreement on page 7 and the Member Signature Page to our Second
      Amended and Restated Operating Agreement attached to this Subscription Agreement
      as Exhibit A.

    


    2.    Immediately
      provide your personal (or business) check for the entire amount of your
      investment (as determined in box C.1 on page 1) made payable to “East
      Coast Ethanol,
      LLC.”

    


    3.    Deliver
      the original executed documents referenced in paragraph 1 of these instructions,
      together with your personal or business check as described in paragraph 2
      to:


    
      
        
        

      

      
        -
          2 -

        
          

        

      

      
        
        

      

    


     

    East
      Coast Ethanol, LLC

    1907
      Thurmond Mall Post Office Box 2226

    Columbia,
      South Carolina 29202

     

    If
      you
      are subscribing after we have released funds from escrow and we accept your
      investment, your funds will be immediately at-risk as described in the
      Prospectus. East Coast may, in its sole discretion, reject or accept any part
      or
      all of your subscription. If East Coast rejects your subscription, your
      Subscription Agreement and investment will be returned to you promptly, plus
      any
      nominal interest. East Coast may not consider the acceptance or rejection of
      your subscription until a future date near the end of this offering.


    


    You
      may
      direct your questions to either of our officers/directors listed below or to
      East Coast at
      (803)
      748-8151.

    


    
      	
              NAME

            	 	
              POSITION

            	 	
              PHONE
                NUMBER

            
	
              Randall
                Dean Hudson

            	 	
              President/CEO
                & Director

            	 	
              229-425-2044

            
	
              D.
                Keith Parrish

            	 	
              Vice
                President/Operations & Director

            	 	
              918-820-5058

            
	
              John
                F. Long

            	 	
              Treasurer/Chief
                Financial Officer & Director

            	 	
              803-924-4446

            
	
              Leon
                Dupree Hatch Jr. 

            	 	
              Director

            	 	
              386-362-9785

            
	
              Julius
                P. Thompson III

            	 	
              Corporate
                Secretary/Director

            	 	
              803-682-4902

            
	
              Brian
                Howell

            	 	
              Director

            	 	
              912-682-9709

            
	
              Roy
                Laurence Smith III

            	 	
              Director

            	 	
              912-682-4940

            
	
              Kenneth
                Dasher

            	 	
              Director

            	 	
              386-364-8806

            
	
              Carlie
                McLamb, Jr.

            	 	
              Director
                

            	 	
              910-286-4398

            


    

    


    E.    Additional
      Subscriber Information. Subscriber,
      named above, certifies the following under penalties of perjury:

    


    
      	 	
              1.

            	
              Form
                of Ownership.
                Check the appropriate box (one only) to indicate form of ownership.
                If the
                subscriber is a Custodian, Corporation, Partnership or Trust, please
                provide the additional information requested.


            


    

    


    
      	 	
              o

            	
              Individual

            


    

    
      	 	
              
                
                  o

                

              

            	
              Joint
                Tenants with Right of Survivorship (Both signatures must appear on
                page
                7.)

            


    

    
      	 	
              
                
                  o

                

              

            	
              Corporation,
                Limited Liability Company or Partnership (Corporate Resolutions,
                Operating
                Agreement or Partnership Agreement must be
                enclosed.)

            


    

    
      	 	
              
                
                  o

                

              

            	
              Trust
                

            


    

    Trustee’s
      Name: _________________________________________  

    Trust
      Date: _____________________________________________  

    
      
        	
              	o	
                Other:
                  Provide detailed information in the space immediately
                  below.

              


      

    

    _________________________________________________________

    _________________________________________________________

     

    
      	 	
              2.

            	
              Subscriber's
                Taxpayer Information.
                Check the appropriate box if you are a non-resident alien, a U.S.
                Citizen
                residing outside the United States, and/or subject to backup withholding.
                All individual subscribers should provide their Social Security Numbers.
                Trusts should provide the trust's taxpayer identification number.
                Custodians should provide the minor's Social Security Number. Other
                entities should provide the entity's taxpayer identification
                number.

            


    

    


    
      	 	
              
                o

              

            	
              Check
                box if you are a non-resident alien

            


    

    
      	 	
              
                o

              

            	
              Check
                box if you are a U.S. citizen residing outside of the United
                States

            


    


    
      
        
        

      

      
        -
          3 -

        
          

        

      

      
        
        

      

    


    
      	 	
              
                o

              

            	
              Check
                this box if you are subject to backup
                withholding

            


    

    


    Subscriber's
      Social Security No.  ___________________________

    Joint
      Subscriber's Social Security No. _______________________

    Taxpayer
      Identification No. _______________________________

    


    
      	 	
              3.

            	
              Member
                Report Address.
                If
                you would like duplicate copies of member reports sent to an address
                that
                is different than the address identified in section A, please complete
                this section.

            


    

    


    Address:
      ____________________________________________

                    
      ____________________________________________

    


    
      	 	
              4.

            	
              State
                of Residence.

            


    

    State
      of
      Principal Residence: ___________________________________

    State
      where driver's license is issued: _____________________________

    State
      where resident income taxes are filed: _________________________

    


    State(s)
      in which you have maintained your principal residence during the past three
      years:

    
      	 	 	 


    

    
      	
              a. 
                

            	
              b. 
                

            	
              c. 
                

            


    

    


    
      	 	
              5.

            	
              Suitability
                Standards.
                Investors (except Tennessee residents) cannot invest in East Coast
                unless
                they meet one of the following suitability tests (a or b) set forth
                below.
                Residents of Tennessee cannot invest in East Coast unless they meet
                one of
                the following suitability tests (c or d) set forth below. Please
                review
                the suitability tests and check the box next to the following suitability
                test that you meet. For husbands and wives purchasing jointly, the
                tests
                below will be applied on a joint
                basis.

            


    

    


    
      	 	 	
              For
                investors except residents of
                Tennessee:

            


    

    
      	 	
              a. o

            	
              I
                (We) have annual income from whatever source of at least $45,000
                and
                a
                net worth of at least $45,000, exclusive of home, furnishings and
                automobiles; or

            


    

    


    
      	 	
              b.
                o

            	
              I
                (We) have a net worth of $150,000, exclusive of home, home furnishings,
                and automobiles.

            


    

    


    For
      Tennessee residents only:

    
      	 	
              c.
                o

            	
              I
                (We) have net worth of at least $250,000, exclusive of home, furnishings
                and automobiles and
                had during the last tax year and expect to have during the current
                tax
                year a gross income of $70,000; or

            


    

    


    
      	 	
              d.
                o

            	
              I
                (We) have a net worth of $500,000, exclusive of home, home furnishings,
                and automobiles.

            


    

    


    
      	 	
              6.

            	
              Subscriber's
                Representations and Warranties.
                You must certify your representations and warranties by placing your
                initials where indicated and by signing and dating this Subscription
                Agreement. Joint
                subscribers are also required to initial and sign as
                indicated.
                

            


    

    


    (Initial
      here) (Joint initials) By signing below the subscriber represents and warrants
      to East Coast that he, she or it:

    


    
      	
              _____

            	
              _____

            	
               

            	
              a.

            	
              has
                received a copy of East Coast's Prospectus dated [DATE OF EFFECTIVENESS]
                and the exhibits thereto or has received notice that this
                sale

            


    


    
      
        
        

      

      
        -
          4 -

        
          

        

      

      
        
        

      

    


    has
      been
      made pursuant to a registration statement in which a final prospectus would
      have
      been required to have been delivered in the absence of Rule 172;

    
      	
              _____

            	
              
                _____

              

            	
               

            	
              b.

            	
              has
                been informed that the units of East Coast are offered and sold in
                reliance upon a federal securities registration; state registrations
                in
                Florida, Maryland, New York, South Carolina, North Carolina, Virginia,
                Georgia and Tennessee; and exemptions from securities registrations
                in
                various other states, and understands that the units to be issued
                pursuant
                to this subscription agreement can only be sold to a person meeting
                requirements of suitability;

            


    

    
      	
              _____

            	
              
                _____

              

            	
               

            	
              c.

            	
              has
                been informed that the securities purchased pursuant to this Subscription
                Agreement have not been registered under the securities laws of any
                state
                other than Florida, Maryland, New York, South Carolina, North Carolina,
                Virginia, Georgia and Tennessee and that East Coast is relying in
                part
                upon the representations of the undersigned Subscriber contained
                herein;

            


    

    
      	
              _____

            	
              
                _____

              

            	
               

            	
              d.

            	
              has
                been informed that the securities subscribed for have not been approved
                or
                disapproved by the SEC, or the Florida, Maryland, New York, South
                Carolina, North Carolina, Virginia, Georgia and Tennessee Securities
                Departments or any other regulatory authority, nor has any regulatory
                authority passed upon the accuracy or adequacy of the
                Prospectus;

            


    

    
      	
              _____

            	
              
                _____

              

            	
               

            	
              e.

            	
              intends
                to acquire the units for his/her/its own account without a view to
                public
                distribution or resale and that he/she/it has no contract, undertaking,
                agreement or arrangement to sell or otherwise transfer or dispose
                of any
                units or any portion thereof to any other
                person;

            


    

    
      	
              _____

            	
              
                _____

              

            	
               

            	
              f.

            	
              understands
                that there is no present market for East Coast's membership units,
                that
                the membership units will not trade on an exchange or automatic quotation
                system, that no such market is expected to develop in the future
                and that
                there are significant restrictions on the transferability of the
                membership units; 

            


    

    
      	
              _____

            	
              
                _____

              

            	
               

            	
              g.

            	
              has
                been encouraged to seek the advice of his legal counsel and accountants
                or
                other financial advisers with respect to investor-specific tax and/or
                other considerations relating to the purchase and ownership of
                units;

            


    

    
      	
              _____

            	
              
                _____

              

            	
               

            	
              h.

            	
              has
                received a copy of the East Coast Operating Agreement, dated July
                27,
                2007, and understands that upon closing the escrow by East Coast,
                the
                subscriber and the membership units will be bound by the provisions
                of the
                Operating Agreement which contains, among other things, provisions
                that
                restrict the transfer of membership units;


            


    

    
      	
              _____

            	
              
                _____

              

            	
               

            	
              i.

            	
              understands
                that the units are subject to substantial restrictions on transfer
                under
                certain tax and securities laws along with restrictions in the East
                Coast
                Operating Agreement, and agrees that if the membership units or any
                part
                thereof are sold or distributed in the future, the subscriber shall
                sell
                or distribute them pursuant to the terms of the Operating Agreement,
                and
                the requirements of the Securities Act of 1933, as amended, and applicable
                tax and securities laws; 

            


    

    
      	
              _____

            	
              
                _____

              

            	
               

            	
              j.

            	
              meets
                the suitability test marked in Item E.5 above and is capable of bearing
                the economic risk of this investment, including the possible total
                loss of
                the investment;

            


    

    
      	
              _____

            	
              
                _____

              

            	
               

            	
              k.

            	
              understands
                that East Coast will place a restrictive legend on any certificate
                representing any unit containing substantially the following language
                as
                the same may be amended by the Directors of East Coast in their sole
                discretion:

            


    

    


    THE
      TRANSFERABILITY OF THE MEMBERSHIP UNITS REPRESENTED BY THIS DOCUMENT IS
      RESTRICTED. SUCH UNITS MAY NOT BE SOLD, ASSIGNED, OR TRANSFERRED, NOR WILL
      ANY
      ASSIGNEE, VENDEE, TRANSFEREE OR ENDORSEE THEREOF BE RECOGNIZED AS HAVING
      ACQUIRED ANY SUCH UNITS FOR ANY PURPOSES, UNLESS AND TO THE EXTENT SUCH SALE,
      TRANSFER, HYPOTHECATION, OR


    
      
        
        

      

      
        -
          5 -

        
          

        

      

      
        
        

      

    


    ASSIGNMENT
      IS PERMITTED BY, AND IS COMPLETED IN STRICT ACCORDANCE WITH, THE TERMS AND
      CONDITIONS SET FORTH IN THE OPERATING AGREEMENT OF THE COMPANY, AS AMENDED
      FROM
      TIME TO TIME.

    


    THE
      UNITS
      REPRESENTED BY THIS DOCUMENT MAY NOT BE SOLD, OFFERED FOR SALE, OR TRANSFERRED
      IN ABSENCE OF AN EFFECTIVE REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS
      AMENDED, AND UNDER APPLICABLE STATE SECURITIES LAWS, OR AN OPINION OF COUNSEL
      SATISFACTORY TO THE COMPANY THAT SUCH TRANSACTION IS EXEMPT FROM REGISTRATION
      UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND UNDER APPLICABLE STATE
      SECURITIES LAWS.

    


    
      	
              _____

            	
              _____

            	 	l.	
              understands
                that, to enforce the above legend, East Coast may place a stop transfer
                order with its registrar and stock transfer agent (if any) covering
                all
                certificates representing any of the membership
                units;

            


      	
              _____

            	
              
                _____

              

            	
               

            	
              m.

            	
              may
                not transfer or assign this Subscription Agreement, or any of the
                subscriber's interest herein without the prior written consent of
                East
                Coast; 

            


    

    
      	
              _____

            	
              
                _____

              

            	
               

            	
              n.

            	
              has
                written his, her, or its correct taxpayer identification number under
                Item
                E.2 on this Subscription Agreement;


            


    

    
      	
              _____

            	
              
                _____

              

            	
               

            	
              o.

            	
              is
                not subject to back up withholding either because he, she or it has
                not
                been notified by the Internal Revenue Service ("IRS") that he, she
                or it
                is subject to backup withholding as a result of a failure to report
                all
                interest or dividends, or the IRS has notified him, her or it that
                he is
                no longer subject to backup withholding (Note this clause (p) should
                be
                crossed out if the backup withholding box in Item E.2 is checked);
                

            


    

    
      	
              _____

            	
              
                _____

              

            	
               

            	
              p.

            	
              understands
                that execution of the attached Promissory Note and Security Agreement
                will
                allow East Coast or its assigns to pursue the obligor for payment
                of the
                amount due thereon by any legal means, including, but not limited
                to,
                acquisition of a judgment against the obligor in the event that the
                subscriber defaults on that Promissory Note and Security Agreement;
                and

            


    

    
      	
              _____

            	
              
                _____

              

            	
               

            	
              q.

            	
              acknowledges
                that East Coast may retain possession of certificates representing
                subscriber’s units to perfect its security interest in those
                units.

            


    

    
      	 	 	 


    


    
      
        
        

      

      
        -
          6 -

        
          

        

      

      
        
        

      

    

    


    
      	
              Signature
                of Subscriber/Joint Subscriber:

            	 	 
	 	 	 
	
              Date: 
                __________________________________________

            	 	 
	 	 	 
	
              Individuals:

            	 	
              Entities:

            
	 	 	 
	 	 	 
	   
	 	   

	
              Name
                of Individual Subscriber (Please Print)

            	 	
              Name
                of Entity (Please Print)

            
	 	 	 
	 	 	 
	 	 	 
	  
	 	  

	
              Signature
                of Individual

            	 	
              Print
                Name and Title of Officer

            
	 	 	 
	 	 	 
	
            	 	 
	   
	 	  

	
              Name
                of Joint Individual Subscriber (Please Print)

            	 	
              Signature
                of Officer

            
	 	 	 
	 	 	 
	 	 	 
	   
	 	 
	
              Signature
                of Joint Individual Subscriber 

            	 	 


    

    


    


    ACCEPTANCE
      OF SUBSCRIPTION BY EAST COAST ETHANOL, LLC:

    


    


    East
      Coast Ethanol, LLC hereby accepts Subscriber's subscription for   
      units.

    


    Dated
      this ________ day
      of
      ____________________,
      200__.

    


    


    EAST
      COAST ETHANOL, LLC

    


    


    By: 
      ____________________________________________

     

    Its: 
      ____________________________________________


    
      
        
        

      

      
        -
          7 -

        
          

        

      

      
        
        

      

    


    PROMISSORY
      NOTE
      AND SECURITY AGREEMENT

    


    Date
      of
      Subscription Agreement: ___________________________________, 200_.

     

    $15,000
      per Unit

     

    Minimum
      Investment of 1 Unit ($15,000); Units Sold in 1/3 Unit Increments Thereafter
      ($5,000 each)

    


    
      	   
	
              Number
                of Units Subscribed

            
	   
	
               

              Total
                Purchase Price ($15,000 per unit multiplied by number of units
                subscribed)

            
	
              (                                 
                )

            	
               

              Less
                Initial Payment (10% of Principal Amount)

            
	   
	
               

              Principal
                Balance

            


    

    


    FOR
      VALUE
      RECEIVED, the undersigned hereby promises to pay to the order of East Coast
      Ethanol, LLC, a Delaware limited liability company ("East Coast"), at its
      principal office located at 1907 Thurmond Mall Post Office Box 2226, Columbia,
      South Carolina 29202, or at such other place as required by East Coast, the
      Principal Balance set forth above in one lump sum to be paid without interest
      within 20 days following the call of the East Coast Board of Directors, as
      described in the Subscription Agreement. In the event the undersigned fails
      to
      timely make any payment owed, the entire balance of any amounts due under this
      full recourse Promissory Note and Security Agreement shall be immediately due
      and payable in full with interest at the rate of 12% per annum from the due
      date
      and any amounts previously paid in relation to the obligation evidenced by
      this
      Promissory Note and Security Agreement may be forfeited at the discretion of
      East Coast. 

     

    The
      undersigned agrees to pay to East Coast on demand, all costs and expenses
      incurred to collect any indebtedness evidenced by this Promissory Note and
      Security Agreement, including, without limitation, reasonable attorneys' fees.
      This Promissory Note and Security Agreement may not be modified orally and
      shall
      in all respects be governed by, construed, and enforced in accordance with
      the
      laws of the State of South Carolina. 

     

    The
      provisions of this Promissory Note and Security Agreement shall inure to the
      benefit of East Coast and its successors and assigns, which expressly reserves
      the right to pursue the undersigned for payment of the amount due thereon by
      any
      legal means in the event that the undersigned defaults on obligations provided
      in this Promissory Note and Security Agreement. 

     

    The
      undersigned waives presentment, demand for payment, notice of dishonor, notice
      of protest, and all other notices or demands in connection with the delivery,
      acceptance, performance or default of this Promissory Note and Security
      Agreement. 

     

    The
      undersigned grants to East Coast, and its successors and assigns (“Secured
      Party”), a security interest in all of the undersigned’s membership units of
      East Coast now owned or hereafter acquired. This security interest is granted
      as
      non-exclusive collateral to secure payment and performance on the obligation
      owed Secured Party from the undersigned evidenced by this Promissory Note and
      Security Agreement. The undersigned further authorizes Secured Party to retain
      possession of certificates representing such membership units and to take any
      other actions necessary to perfect the security interest granted herein.


    


    
      	
              Dated:
                ________________, 200__.

            	 	 
	 	 	 
	
              OBLIGOR/DEBTOR:

            	 	
              JOINT
                OBLIGOR/DEBTOR:

            
	 	 	 
	 	 	 
	   
	 	     

	
              Printed
                or Typed Name of Obligor

            	 	
              Printed
                or Typed Name of Joint Obligor

            
	 	 	 
	 	 	 
	
              By:   
                

            	 	
              By:     
                

            
	
              (Signature)

            	 	
              (Signature)

            


    

     

    
      
        
        

      

      
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          8 -

        
          

        

      

      
        
        

      

    

     

    
      	 	 	 
	 	 	 
	     
	 	 
	
              Officer
                Title if Obligor is an Entity

            	 	 
	 	 	 
	 	 	 
	  
	 	 
	   
	 	 
	
              Address
                of Obligor

            	 	 


    

     

    
 

    
      
        
        

      

      
        -
          9 -

        
          

        

      

      
        
        

      

    


    Exhibit
      A

    


    MEMBERS
      SIGNATURE PAGE

    


    ADDENDA
      

    TO
      THE 

    OPERATING
      AGREEMENT OF 

    EAST
      COAST ETHANOL, LLC

    


    


    The
      undersigned does hereby represent and warrant that the undersigned, as a
      condition to becoming a Member of East Coast Ethanol, LLC, has received a copy
      of the Operating Agreement of East Coast Ethanol, LLC (“Operating Agreement”),
      dated July 27, 2007, and, if applicable, all amendments and modifications
      thereto, and does hereby agree that the undersigned, along with the other
      parties to the Operating Agreement, shall be subject to and comply with all
      terms and conditions of said Operating Agreement in all respects as if the
      undersigned had executed said Operating Agreement on the original date thereof
      and that the undersigned is and shall be bound by all of the provisions of
      said
      Operating Agreement from and after the date of execution hereof.

    


    
      	
              Individuals
                

            	 	
              Entities

            
	 	 	 
	 	 	 
	   
	 	    

	
              Name
                of Individual Member (Please Print)

            	 	
              Name
                of Entity (Please Print)

            
	 	 	 
	 	 	 
	 	 	 
	  
	 	   

	
              Signature
                of Individual

            	 	
              Print
                Name and Title of Officer

            
	 	 	 
	 	 	 
	 	 	 
	   
	 	   

	
              Name
                of Joint Individual Member (Please Print)

            	 	
              Signature
                of Officer

            
	 	 	 
	 	 	 
	 	 	 
	   
	 	 
	
              Signature
                of Joint Individual Member

            	 	 
	 	 	 
	 	 	 
	
              Agreed
                and accepted on behalf of the 

            	 	 
	
              Company
                and its Members:

            	 	 
	 	 	 
	
              EAST
                COAST ETHANOL, LLC

            	 	 
	 	 	 
	
              BY:  
                

            	 	 
	 	 	 
	
              ITS:  
                

            	 	 
	 	 	 
	 	 	 
	 	 	 


    

    
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