Exhibit 10.12


 


FOURTH
AMENDMENT


 


TO
THE


 


CREDIT AGREEMENT


 


dated July 29, 2003


 


between


 


WESTERN PLAINS ENERGY, L.L.C.


as Borrower


 


and


 


AGCOUNTRY FARM CREDIT SERVICES,
FLCA


as Lender


 


October 2,
2006


 

















 


FOURTH
AMENDMENT


to the


CREDIT
AGREEMENT


 


THIS FORTH AMENDMENT to the CREDIT AGREEMENT (the
“Forth Amendment”)
dated July 29, 2003 (the “Agreement”), is made and entered into as of October 2,
2006, by and between WESTERN PLAINS ENERGY, L.L.C., a Kansas limited liability
company (“Borrower”)
and AGCOUNTRY FARM CREDIT SERVICES, FLCA (“Lender”).


 


WHEREAS, the parties
entered into the First Amendment to the Agreement on March 4, 2004 (the “First
Amendment”);


 


WHEREAS, the parties
entered into the Second Amendment to the Agreement on November 15, 2004
(the “Second Amendment”);


 


WHEREAS, the parties
entered into the Third Amendment to the Agreement on March 7, 2006 (the “Third
Amendment”); and


 


WHEREAS, pursuant to Section 9.02(b) of
the Agreement, Lender and Borrower hereby agree to further amend the Agreement
subject to the terms and conditions set forth herein.


 


NOW, THEREFORE, in
consideration of the terms and conditions set forth herein, and for other good
and valuable consideration, the receipt and sufficiency of which are hereby
acknowledged, Borrower and Lender agree as follows:


 


1.             Definitions.  Except as otherwise provided herein,
capitalized terms used herein without definition shall have the meanings
provided for in the Agreement.


 


2.             “Variable Rate.”  The defined term “Variable Rate” under Section 1.01
of the Agreement is deleted in its entirety and replaced with the following
language:


 


“Variable Rate” shall mean the
per annum floating rate of interest equal to LIBOR, as determined on the
applicable Determination Date, plus 250 basis
points (2.50%) during the related Interest Period.


 


3.             Revolving Commitment.  The defined term “Revolving Commitment” under
Section 1.01 of the Agreement is deleted in its entirety and
replaced with the following language:


 


“Revolving Commitment” shall
mean the obligation of Lender to make Revolving Loans to Borrower in accordance
with the terms of Section 2.05 in an amount not to exceed the
Revolving Conversion Amount of $4,000,000.


 


4.             Suspension of Administrative Fee.  The requirement that Borrower pay to Lender
an Administrative Fee pursuant to Section 2.14(c) of the
Agreement is hereby suspended until further notice by Lender.


 


5.             Quarterly Fees.  Section 2.14(d)(ii) of the
Agreement is deleted in its entirety and replaced with the following language:


 

















 


(ii)           one-quarter of one percent
(0.25%) per annum on the unused amount of the Revolving Commitment during the
Revolving Credit Availability Period.


 


6.             Repayment of Loans.  Section 2.09(b) of the
Agreement is deleted in its entirety and replaced with the following language:


 


(b)           Revolving Facility.  During the Revolving Credit Availability
Period, Borrower shall pay in arrears, not later than the first day of each
month, interest at the rate in effect from time to time pursuant to Section 2.07(a) based
on the daily balance of the Revolving Loans outstanding during the related
monthly period.  All principal and
accrued and unpaid interest on the Revolving Loans shall be due and payable on
the Maturity Date.


 


7.             Capital Expenditures.  Section 6.03 of the Agreement is
deleted in its entirety and replaced with the following language:


 


Section 6.03         Capital Expenditures.  Borrower will not make Capital Expenditures
in excess of $2,500,000 during any fiscal year period following Construction
Completion without Lender’s prior written approval.


 


8.             Representations; Events of Default.  In order to induce Lender to execute this
Fourth Amendment, the Borrower hereby:


 


(a)           makes and renews to Lender
the representations and warranties set forth in Article IV of the
Agreement; and


 


(b)           certifies to Lender that no
Default or Event of Default has occurred under the Agreement.


 


9.             Expenses.  Borrower shall pay or reimburse Lender for
attorneys’ fees and costs of Lender’s legal counsel in connection with the
preparation, execution, delivery and consummation of this Fourth Amendment,
and, notwithstanding anything to the contrary, all such fees and costs incurred
by Lender, without limitation, in connection with enforcement or protection of
Lender’s rights under the Agreement.


 


10.           General.  On and after the effectiveness of this Fourth
Amendment, each reference in the Agreement to “this Agreement,” “hereunder,” “hereof”
or words of like import referring to the Agreement, and each reference in the
loan documents to the Agreement, shall mean the Agreement as amended by the
First Amendment, Second Amendment, Third Amendment, and this Fourth
Amendment.  The Agreement shall continue
to be in full force and effect and is hereby ratified and confirmed in all
respects.


 


10.           Counterpart Signatures.  This Fourth Amendment may be executed by each
party in one or more counterparts, each of which shall be deemed an original
and all of which taken together shall constitute one binding document.  Signature by facsimile shall bind the parties
hereto.


 


[Signature Page Follows]


 


2

















 


IN WITNESS WHEREOF, the parties
hereto have caused this Fourth Amendment to be duly executed by their
respective authorized officers as of the day and year first above written.


 


	
   

  	
  BORROWER:

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
  WESTERN PLAINS ENERGY, L.L.C.

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By:

  	
  /s/ Jeff Torluemke

  	
   

  
	
   

  	
   

  	
  Name:

  	
  Jeff Torluemke

  	
   

  
	
   

  	
   

  	
  Title:

  	
  Chief Executive Officer

  	
   

  
									



 


 


	
   

  	
  LENDER:

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
  AGCOUNTRY FARM CREDIT SERVICES, FLCA

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By:

  	
  /s/ Randolph L. Aberle

  	
   

  
	
   

  	
   

  	
  Name:

  	
  Randolph L. Aberle

  	
   

  
	
   

  	
   

  	
  Title:

  	
  Vice
  President

  	
   

  
								



 


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