EX-10.1






Exhibit 10.1




REVOLVING PROMISSORY NOTE




			
	 	 	 
	Omaha, Nebraska

Note Date: July 17, 2008
	 	$3,500,000.00

Maturity Date: July 16, 2009






     On or before July 16,
2009, Red Trail Energy, LLC (“BORROWER”), promises to pay to the order
of First National Bank of Omaha (“BANK”) at any of its offices in Omaha, Nebraska the principal sum
hereof, which shall be Three Million Five Hundred Thousand and no/100 ($3,500,000.00) Dollars or so
much thereof as may have been advanced by BANK and shown on the records of the BANK to be
outstanding, under this Note and the Construction Loan Agreement executed by the BANK and BORROWER
dated as of December 16, 2005, as it may, from time to time, be amended (the “LOAN AGREEMENT”).
Interest on the principal balance from time to time outstanding will be payable at a rate equal to
the LIBOR RATE plus three hundred forty (340) basis points from time to time until maturity, and
six hundred (600) basis points in excess of said aggregate interest rate from time to time after
maturity, whether by acceleration or otherwise. Interest shall be calculated on the basis of a
360-day year, counting the actual number of days elapsed. Interest on this NOTE shall be payable
quarterly, commencing October 10, 2008, and continuing on the same date of each third month
thereafter. Provided, however, the LOAN AGREEMENT contains provisions for reduction of the interest
rate under certain circumstances.



     This note is executed pursuant to the LOAN AGREEMENT. The LOAN AGREEMENT contains additional
terms of this Note, including, but not limited to enumerated events of default, and the granting
of liens to secure BORROWER’S performance. All capitalized terms not otherwise defined herein
shall have the same meanings as set forth in the LOAN AGREEMENT.



     As provided in the LOAN AGREEMENT, upon any such enumerated default, BANK may accelerate the
due date of this Note and declare all obligations set forth herein immediately due and payable,
and BANK shall also have such other remedies as are described in the LOAN AGREEMENT and are
provided by law. All makers and endorsers hereby waive presentment, demand, protest and notice of
dishonor, consent to any number of extensions and renewals for any period without notice; and
consent to any substitution, exchange or release of collateral, and to the addition or releases of
any other party primarily or secondarily liable.



     Executed as of the Note Date set forth above.


Red Trail Energy, LLC, a North Dakota limited liability company




	 	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 
	By:	 	/s/ MIKE APPERT	 	By:	 	/s/ JODY HOFF
	 	 	 	 	 	 	 
	 
	 	Name:	 	MIKE APPERT	 	 	 	Name:	 	JODY HOFF
	 
	 	Title:	 	CHAIRMAN	 	 	 	Title:	 	VICE CHAIRMAN






REVOLVING PROMISSORY NOTE 71807




 









 





IN WITNESS whereof the parties set their hands as of the date first written above.




	 	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 
	First National Bank of Omaha	 	Red Trail Energy, LLC
	 
	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 
	By:	 	/s/ Andrew Wong	 	By:	 	/s/ MIKE APPERT
	 	 	 	 	 	 	 
	 	 	Andrew Wong	 	 	 	Name:	 	MIKE APPERT
	 
	 	Commercial Loan Officer	 	 	 	Title:	 	CHAIRMAN
	 
	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	And	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	By:	 	/s/ JODY HOFF
	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	Name:	 	JODY HOFF
	 
	 	 	 	 	 	 	 	Title:	 	VICE CHAIRMAN






	 	 	 
	STATE OF NORTH DAKOTA 

 

COUNTY OF STARK

	 	)

) ss.

)





On this 25 day of September, 2008, before me, the undersigned Notary Public, personally
appeared Mike Appert, the Chairman of Red Trail Energy, LLC, on behalf of said entity, and each acknowledged that he executed the foregoing Amendment to Loan Agreement as his voluntary act and deed and that of Red Trail Energy, LLC.




	 	 	 	 	 
	 	 	 
	 	                                                  /s/ DEELL HOFF
 	 
	 	Notary Public 	 
	 	 	 
	 



	 	 	 	 	 
	STATE OF NORTH DAKOTA 

 

COUNTY OF STARK

	 	)

) ss.

)
	 	DEELL HOFF

Notary Public

State of North Dakota 

My Commission Expires Oct. 21, 2011






On this 25 day of September, 2008, before me, the undersigned Notary Public, personally
appeared Jody Hoff, the Vice-Chair of Red Trail Energy, LLC, on behalf of said entity, and each acknowledged that he executed the foregoing Amendment to Loan
Agreement as his voluntary act and deed and that of Red Trail Energy, LLC.




	 	 	 	 	 
	 	 	 
	 	                                                            /s/ DEELL HOFF
 	 
	 	Notary Public 	 
	 	 	 
	 



	 	 	 	 	 
	    

	 	    
	 	DEELL HOFF

Notary Public

State of North Dakota

My Commission Expires Oct. 21, 2011






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