Exhibit
10.3


    STATUSED
REVOLVING CREDIT SUPPLEMENT

    


    


    THIS SUPPLEMENT to the Master
Loan Agreement dated October 5, 2005
(the “MLA”), is entered into as of September 16, 2009 between CoBANK, ACB (“CoBank”) and
SOUTH DAKOTA SOYBEAN
PROCESSORS, LLC, Volga, South Dakota (the “Company”), and amends and
restates the Supplement dated December 24, 2008 and numbered
R1B051S01I

    


    SECTION 1. The Revolving Credit
Facility. On the terms and conditions set forth in the MLA and this
Supplement, CoBank agrees to make loans to the Company during the period set
forth below in an aggregate principal amount not to exceed, at any one time
outstanding, the lesser of $30,000,000.00 (the “Commitment”), or the “Borrowing
Base” (as calculated pursuant to the Borrowing Base Report attached hereto as
Exhibit A). Within the limits of the Commitment, the Company may borrow, repay
and reborrow.

    


    SECTION 2. Purpose. The
purpose of the Commitment is to finance the inventory and receivables referred
to in the Borrowing Base Report.

    


    SECTION 3. Term. The term of the
Commitment shall be from the date hereof, up to and including August 1, 2010, or
such later date as CoBank may, in its sole discretion, authorize in
writing.

    


    SECTION 4. Interest. The
Company agrees to pay interest on the unpaid balance of the loan(s) in
accordance with one or more of the following interest rate options, as selected
by the Company;

    


    (A)                  One-Month LIBOR Index Rate. At
a rate (rounded upward to the nearest 1/100th and adjusted for reserves required
on “Eurocurrency Liabilities” [as hereinafter defined] for banks subject to “FRB
Regulation D” [as hereinafter defined] or required by any other federal law or
regulation) per annum equal at all times to 3.00% above the rate quoted by the
British Bankers Association (the “BEA”) at 11:00 am. London time for the
offering of one (1)-month U.S. dollars deposits, as published by Bloomberg or
another major information vender listed on BBA’s official website on the first
“U.S. Banking Day”
(as hereinafter defined) in each week, with such rate to change weekly on such
day. The rate shall be reset automatically, without the necessity of notice
being provided to the Company or any other party, on the first “U.S. Banking
Day” of each succeeding week, and each change in the rate shall be applicable to
all balances subject to this option. Information about the then-current rate
shall be made available upon telephonic request. For purposes hereof: (1) “U.S.
Banking Day” shall mean a day on which CoBank is open for business and banks are
open for business in New York, New York; (2) “Eurocurrency Liabilities” shall
have the meaning as set forth in “FRB Regulation D”;

    


    
      
        
        

      

      
        
        

        
          

        

      

      
        2

      

    

    
      Exhibit
10.3

and (3)
“FRB Regulation D” shall mean Regulation D as promulgated by the Board of
Governors of the Federal Reserve System, 12 CFR Part 204, as
amended.

    


    (B)                  Quoted Rate. At a fixed rate
per annum to be quoted by CoBank in its sole discretion in each instance. Under
this option, rates may be fixed on such balances and for such periods, as may be
agreeable to CoBank in its sole discretion in each instance, provided that: (1)
the minimum fixed period shall be 30 days; (2) amounts maybe fixed in increments
of $500,000.00 or multiples thereto and (3) the maximum number of fixes in place
at any one time shall be ten.

    


    The
Company shall select the applicable rate option at the time it requests a loan
hereunder and may, subject to the limitations set forth above, elect to convert
balances bearing interest at the variable rate option to one of the fixed rate
options. Upon the expiration of any fixed rate period, interest shall
automatically accrue at the variable rate option unless the amount fixed is
repaid or fixed for an additional period in accordance with the terms hereof.
Notwithstanding the foregoing, rates may not be fixed for periods expiring after
the maturity date of the loans. All elections provided for herein shall be made
telephonically or in writing and must be received by 12:00 Noon Company’s local
time. Interest shall be calculated on the actual number of days each loan is
outstanding on the basis of a year consisting of 360 days and shall be payable
monthly in arrears by the 20th day of the following month or on such other day
in such month as CoBank shall require in a written notice to the
Company.

    


    SECTION 5. Promissory Note.
The Company promises to repay the unpaid principal balance of the loans
on the last day of the term of the Commitment. In addition to the above, the
Company promises to pay interest on the unpaid principal balance of the loans at
the times and in accordance with the provisions set forth in Section 4 hereof.
This note replaces and supersedes, but does not constitute payment of the
indebtedness evidenced by, the promissory note set forth in the Supplement being
amended and restated hereby.

    


    SECTION 6. Borrowing Base Reports,
Etc. The Company agrees to furnish a Borrowing Base Report to CoBank at
such times or intervals as CoBank may from time to time request. Until receipt
of such a request, the Company agrees to furnish a Borrowing Base Report to
CoBank within 30 days after each month end calculating the Borrowing Base as of
the last day of the month for which the report is being furnished. However, if
no balance is outstanding hereunder on the last day of such month, then no
Report need be furnished. Regardless of the frequency of the reporting, if at
any time the amount outstanding under the Commitment exceeds the Borrowing Base,
the Company shall immediately notify CoBank and repay so much of the loans as is
necessary to reduce the amount outstanding under the Commitment to the limits of
the Borrowing Base.

    


    SECTION 7. Letters of Credit.
If agreeable to CoBank in its sole discretion in each instance, in addition to
loans, the Company may utilize the Commitment to open irrevocable letters of
credit for its account. Each letter of credit will be issued within a reasonable
period of time after CoBank’s receipt of a duly completed and executed copy of
CoBank’s then current

    
      


      
        
          
          

        

        
          
          

          
            

          

        

        
          3

        

      

      
        Exhibit
10.3

         

      

    

    form of
Application and Reimbursement Agreement or, if applicable, in accordance with
the terms of any CoTrade Agreement between the parties, and shall reduce the
amount available under the Commitment by the maximum amount capable of being
drawn thereunder. Any draw under any letter of credit issued hereunder shall be
deemed a loan under the Commitment and shall be repaid in accordance with this
Supplement. Each letter of credit must be in form and content acceptable to
CoBank and must expire no later than the maturity date of the Commitment.
Notwithstanding the forgoing or any other provision hereof, the maximum amount
capable of being drawn under each letter of credit must be statused against the
Borrowing Base in the same manner as if it were a loan, and in the event that
(after repaying all loans) the maximum amount capable of being drawn under the
letters of credit exceeds the Borrowing Base, then the Company shall immediately
notify CoBank and pay to CoBank (to be held as cash collateral) an amount equal
to such excess.

    


    SECTION 8. Security. The
Company’s obligations hereunder and, to the extent related hereto, the MLA,
shall be secured as provided in the Security Section of the MLA, including
without limitation as a future advance under any existing mortgage or deed of
trust.

    


    SECTION 9. Commitment Fee. In
consideration of the Commitment, the Company agrees to pay to CoBank a
commitment fee on the average daily unused portion of the Commitment at the rate
of 0.25% per annum (calculated on a 360-day basis), payable monthly in arrears
by the 20th day following each month. Such fee shall be payable for each month
(or portion thereof) occurring during the original or any extended term of the
Commitment. For purposes of calculating the commitment fee only, the
“Commitment” shall mean the dollar amount specified in Section 1 hereof,
irrespective of the Borrowing Base.

    


    SECTION 10. Amendment Fee. In
consideration of the amendment, the Company agrees to pay to CoBank on the
execution hereof a fee in the amount of $5,000.00.

    


    SECTION 11. Collateral
Inspections. In consideration of the loans made hereunder, the Company
will permit CoBank or its representatives, agents or independent contractors,
during normal business hours or at such other times as CoBank and the Company
may agree to: (A) inspect or examine the Company’s properties, books and
records; (B) make copies of the Company’s books and records; and (C) discuss the
Company’s affairs, finances and accounts with its officers, employees and
independent certified public accountants. Without limiting the foregoing, the
Company will permit CoBank, through an employee of CoBank or through an
independent third party contracted by CoBank, to conduct on an annual basis a
review of the collateral covered by the Security Agreement. The Company further
agrees to pay to CoBank a collateral inspection fee designated by CoBank and
reimburse CoBank all reasonable costs and expenses incurred by CoBank in
connection with such collateral inspection reviews performed by CoBank employees
or its agents.

    
      


      
        
          
          

        

        
          
          

          
            

          

        

        
          4

        

      

      
        Exhibit
10.3



    

    


    IN
WITNESS WHEREOF, the parties have caused this Supplement to be executed by their
duly authorized officers as of the date shown above.

    


    
      	
              CoBANK
      ACB

            	
              SOUTH
      DAKOTA SOYBEAN

            
	 
      	
              PROCESSORS,
      LLC

            
	 
      	 
      
	 
      	 
      
	
              By:
      /s/ Tokie
      Akrie                                
      

            	
              By:
      /s/ Rodney
      Christianson       
    

            
	 
      	 
      
	
              Title:
      Assistant Corporate
      Secretary   

            	
              Title:
      CEO