Exhibit
10.1.1


 


 


FIRST
AMENDMENT


 


TO


 


LEASE
AGREEMENT


 


AND


 


REAFFIRMATION OF GUARANTY


 


 


By and
Among


 


 


The Indiana
Port Commission,


 


 


Aventine
Renewable Energy-Mt Vernon, LLC


 


 


And


 


 


Aventine
Renewable Energy Holdings, Inc.


 


 

















 


FIRST
AMENDMENT TO LEASE AGREEMENT

AND REAFFIRMATION OF GUARANTY


 


THIS FIRST AMENDMENT TO LEASE AGREEMENT AND
REAFFIRMATION OF GUARANTY (“Amendment”)
is made and entered into this 14th day of June, 2007 among the INDIANA PORT COMMISSION, a body corporate and
politic existing under the laws of the State
of Indiana (the “Commission”), AVENTINE
RENEWABLE ENERGY-MT VERNON, LLC a Delaware Limited Liability Company (“Lessee”,
and together the “Parties”) and
AVENTINE RENEWABLE ENERGY HOLDINGS, INC. (“Guarantor”).


 


RECITALS:


 


                                                A.                                   The Commission is charged with the management and operation of the Ports
of Indiana, including the Port of Indiana-Mount Vernon, in Posey County,
Indiana (the “Port”).


 


                                                B.                                     The Parties
entered into a certain Lease Agreement dated October 31st, 2006
wherein the Commission did lease to Lessee a
tract of real estate consisting of approximately 116 acres, more or less, located at the Port to be used and occupied by
Lessee only for the operation of an ethanol production facility,
including the production, storage and shipment (by truck, railroad, barge,
pipeline and other means of transportation) of ethanol and ethanol related product and by products, and for related offices,
storage tanks, storage facilities and other facilities incidental to
such activity (the “Lease”).


 


                                                C.                                     Lessee and the staff of the Commission each had substantial
participation in the preparation of the Lease, which
was executed by the Office of the Attorney General and the Office of the
Governor on January 19, 2007 and January 24, 2007 respectively.


 


                                                D.                                    Section 4.01(a)-(c) of
the Lease set forth and defined certain obligations of the Lessee to construct
the Project; established the Construction Date; established the dates for
substantial completion of Phase One and Phase Two; and established the dates
for the commencement of production of ethanol for Phase One and Phase Two of
the Project.


 


                                                E.                                      Section 4.01
(c) acknowledged the existence of external circumstances and conditions,
which could arise, through no fault of Lessee, which would make it impossible
for Lessee to comply with the defined
Construction Date and the Phase One and Phase Two substantial completion dates.
Section 4.01 (c) further provides for a procedure wherein Lessee
would notify the Commission of its
anticipated failure to comply with the Construction Date, the extension of the Construction
Date, and the Parties obligations should Lessee thereafter provide written
notice to the Commission of its anticipated failure to comply with the extended
Construction Date.


 


                                                F.                                      Pursuant to Section 4.01
(c) Lessee provided written notice to the Commission by letter dated March 26,
2007 of its belief it would be unable to
obtain permits by April 1, 2007, thereby postponing the
Construction Date to July 1, 2007.


 


                                                G.                                     Pursuant to Section 4.01 (c) Lessee provided written notice to
the Commission by letter dated May 30, 2007 of its anticipated failure
to comply with the July 1, 2007 date.


 


 


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                                                H.                                    Section 4.01 (c) states: “Immediately following the written
notice, Lessee and the Commission agree to negotiate in
good faith a waiver of the July 1, 2007 date and the establishment of a new date, which shall be for the shortest reasonable
time period required. Failing agreement, either Lessee or the Commission may
terminate this Lease”.


 


                                                I.                                         The Parties have negotiated in good faith a waiver of the July 1,
2007 date and the

amendment of certain terms of the Lease and wish to herein memorialize
their agreement.


 


                                                J.                                        Guarantor is joining in the execution of this Amendment solely for
purposes of consenting to all provisions of this Amendment and
ratifying, confirming and reaffirming its obligations under that certain Lease
Guaranty dated as of October 31, 2006 (the “Lease Guaranty”).


 


                        K.                 The Lessee, the Commission and Guarantor
have each had substantial participation in the
preparation of this Amendment which shall, upon approval by the Governor of Indiana,
become effective.


 


                                                L.                                      At a properly convened public meeting, the Commission has duly approved
the

execution and delivery of this Amendment by its duly authorized
officers.


 


NOW, THEREFORE, in consideration
of the foregoing premises, the mutual undertakings hereinafter set
forth, and other good and valuable consideration, the receipt and sufficiency
of which are hereby acknowledged, the Commission, Lessee and Guarantor (solely
for purposes of its agreement to the provisions of Paragraph 7. below) hereby
agree as follows:


 


1.                                       Immediately following the signature page of this Amendment is the
Addendum of State required contract provisions. 
The Amendment and the Addendum are incorporated into each other and,
when read together, shall constitute one integrated document.  Any inconsistency, conflict or ambiguity
between the Amendment and the Addendum shall be resolved by giving precedence
and effect to the Addendum.


 


2.                                       This Amendment is subject to and conditioned upon the approval of the
Governor of the State of Indiana (the “Governor”). Lessee
agrees that any of Lessee’s Work performed by Lessee prior to the approval of this Amendment by the Governor of the State of Indiana,
or any other action taken or expense incurred by Lessee, in
contemplation of the Governor approving this Amendment shall be at the sole
risk of Lessee. Lessee shall be without recourse against the Commission or the
State of Indiana for the Governor’s failure to approve this Amendment in the
event this Amendment is not approved by the Governor of the State of Indiana,
and agrees to, and hereby does, hold the Commission harmless for any loss
asserted or claimed for the Governor’s failure to approve this Amendment, and
to indemnify and defend the Commission against any such loss arising, as a
result of Lessee’s Work or occupancy of the Real Estate prior to the approval of this Amendment by the Governor. If the
Governor fails to approve this Amendment,  the Parties agree to work together in good
faith to negotiate revisions to this Amendment which are mutually agreeable to
the Parties and the Governor.


 


3.                                       Section 3.04(b) of the Lease shall be deleted in its entirety
and replaced by the following:


 


 


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(b)                                 The Minimum Guaranteed Wharfage shall be phased in pursuant to the following
schedule:


 


The Project shall have a
two-phased production build out. Phase One equals 110 million gallon annual capacity; Phase Two equals 110 million gallon
annual capacity; for a total Project
annual capacity of 220 million gallons of ethanol. The Phase One 110 million-gallon annual production of ethanol shall
begin (other than for purposes of testing operations) on or before March 1, 2009. The Phase Two production
shall commence (other than for purposes of testing operations) on or
before January 1, 2010. Beginning January 1,
2010 the Project’s annual production of ethanol shall be 220 million gallons.


 


The
Phase One Minimum Guaranteed Wharfage is 88 million gallons of ethanol per year and the tons of DDG’s generated from the production of 88
million gallons of Ethanol, which shall commence on the earlier of (i) the
start of ethanol production (other than for
purposes of testing operations) in Phase One or (ii) December 1,
2008. The Phase Two Minimum
Guaranteed Wharfage is on an additional 88 million gallons of ethanol per year, and the tons of DDG’s generated
from the production of an additional 88 million gallons of Ethanol, which shall
commence on the earlier of (i) the start of ethanol production
(other than for purposes of testing operations) in Phase Two or (ii) January 1,
2010.


 


4.                                       Section 3.04(e) of
the Lease shall be deleted in its entirety and replaced by the following:


 


“(e)                                 In the event
the first or last Lease Year under this Lease does not commence on January 1,
or end on December 31, the Minimum Guaranteed Wharfage Tonnage shall be
prorated.  For purposes of this Section 3.04(e),
a “Lease Year” (x) with respect to
Phase One, commences on the earlier of (i) the start of ethanol production
(other than for purposes of testing operations) in Phase One or (ii) December 1,
2008, and (y) with respect to Phase Two, commences on the earlier of (i) the
start of ethanol production (other than for purposes of testing operations) in
Phase Two or (ii) January 1, 2010. 
Any amount of wharfage paid by Lessee over and above the Minimum
Guaranteed Wharfage for a calendar year shall not be credited against the
Minimum Guaranteed Wharfage for any prior or succeeding calendar years.


 


5.                                       Section 4.01 (b) of the Lease shall be deleted in its entirety
and replaced by the following:


 


(b) Lessee shall
commence construction of Phase I of the Project on or before September 1,
2007 (the “Construction Date”). For
purposes hereof, “Commence Construction” means
the presence of contractors on the Leased Premises performing excavation work beyond clearing of the site after
Lessee has obtained all required building permits. Lessee shall: (i) cause
substantial completion of Phase One of the Project with a capacity of
110 million gallons of ethanol and the commencement of production of ethanol from Phase One (other than for the purposes of
testing operations) to occur on or before March 1, 2009, and (ii) to
cause substantial completion of Phase Two
of the Project with a capacity of an additional 110 million gallons of ethanol
and the commencement of production of
ethanol from Phase Two (other than for the purposes of testing
operations) to occur on or before January 1, 2010.


 


 


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6.                                       Section 4.01 (c) of the Lease shall be deleted in its entirety
and replaced by the following:


 


(c) Lessee agrees to prosecute with due diligence
all Lessee’s Work. The parties acknowledge the
Construction Date in Section 4.01(b) above is established following
consultation by Lessee with its construction managers and suppliers and are
reasonable and obtainable. The parties further acknowledge that there are
external circumstances and conditions, which
may arise, through no fault of Lessee, which will make it impossible for
Lessee to comply with such Construction Date. Such external circumstances and
conditions, such as the failure of a governmental agency to issue a required permit following timely application,
while not rising to the level of a Force Majeure Event, as hereafter defined, may extend the time for compliance
by Lessee. Lessee shall diligently
pursue obtaining permits for Phase One and Phase Two. In the event
Lessee believes it will be unable to obtain permits by April 1, 2007, but
in good faith believes that such permits may
be issued by July 1, 2007, Lessee may postpone until July 1,
2007 such April 1, 2007 date by written notice of such postponement
provided to the Commission on or before April 1, 2007. In the event Lessee
believes it will be unable to obtain permits
by July 1, 2007, but in good faith believes that such permits may be issued
by September 1, 2007, Lessee may postpone until September 1, 2007
such July 1, 2007 date by written notice
of such postponement provided to the Commission on or before July 1,
2007.


 


Lessee
may thereafter, but prior to September 1, 2007, give the Commission written notice
of an anticipated failure to comply with the September 1, 2007 date. Immediately following the written notice, Lessee
and the Commission agree to negotiate in good faith a waiver of the September 1,
2007 date and the establishment of a new date, which shall be for the shortest reasonable
time period required. Failing agreement, either Lessee or the Commission may
terminate this Lease.


 


7.                                       In
consideration of the Commission’s agreements set forth herein to extend the Construction Date and the date of substantial
completion for Phase One, Lessee hereby waives, to the extent
applicable, all rights to claim a force majeure delay pertaining to permits
required to be obtained by Lessee which are 
referenced in its notices described in Recitals F and G set forth above
based on facts or events occurring prior to June 14, 2007; provided,
however, Lessee does not waive any rights to claim a force majeure delay for
any such permits referenced in such notices based on facts or events occurring
on or after June 14, 2007.


 


8.                                       Guarantor
hereby consents to the amendments to the Lease made by this Amendment and agrees that such amendments shall
not affect, impair, discharge, relieve or release Guarantor of its obligations
under the terms of the Lease Guaranty, and that such Lease shall be
deemed to reference the Lease as amended hereby. Guarantor hereby ratifies,
confirms and reaffirms in all respects, the Lease Guaranty, and agrees that
said Lease Guaranty shall continue in full force and effect.


 


9.                                       Commission and Lessee agree that the above and foregoing Recitals are true, correct and complete and are hereby incorporated and made a
part of this Amendment as if completely and fully set forth herein. The
terms used in this Amendment shall have the definitions
set forth in the Lease, as hereby amended, except that any internal references
in the Lease to the word “Lease” 


 


 


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shall mean the Lease, as hereby amended, wherever
therein the context so requires in order to give meaning to this
Amendment.


 


10.                                 Lessee and the
Commission hereby affirm, reaffirm and confirm that as of the date hereof the
Lease is in full force and effect, that the
Lease has not been modified or amended (except as provided in this
Amendment) and that all of the Commission’s and Lessee’s obligations accrued to
date have been performed. Lessee and Commission hereby agree that there are, as
of the date hereof, regardless of the giving of notice or the passage of time,
or both, no defaults or breaches on the part of the Commission or Lessee under the Lease, as amended by this
Amendment. Each of Lessee and the Commission hereby ratify the provisions of the Lease on behalf of themselves and their
respective successors and assigns and agree to attorn and be bound to each other and their respective successors and
assigns as to all of the terms, covenants and conditions of the Lease, as
amended hereby. This Amendment shall be incorporated into and made a part of the Lease and all provisions thereof not expressly
modified or amended hereby shall remain in full force and effect. Nothing contained in this Amendment (except, as
applicable, for the specific amendments to the Lease set forth in this
Amendment) shall release or relieve Lessee or Commission from their
respective obligations or liabilities under the Lease accruing prior to the
date hereof.


 


11.                                 Except as expressly amended and modified by this Amendment, the Lease
shall otherwise remain in full force and effect, the parties hereto hereby
ratifying and confirming the same. This Amendment, together with the Lease, is
the complete understanding between the parties
and supersedes all other prior agreements and representations concerning its
subject matter. To the extent of any inconsistency between the Lease and this
Amendment, the terms of this Amendment shall control.


 


[REMAINDER OF
PAGE INTENTIONALLY BLANK — SIGNATURE PAGE FOLLOWS]


 


 


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IN WITNESS WHEREOF, the parties hereto have
executed this Lease as of the day, and month and year first above-written.


 


	
  ATTEST:

  	
   

  	
  INDIANA PORT COMMISSION

  
	
   

  	
   

  	
  “Commission”

  
	
   

  	
   

  	
   

  
	
  /s/ Kerry C. Nicholas

  	
   

  	
  By:  

  	
  /s/ Ken Kaczmarek

  
	
  (Signature)

  	
   

  	
  Ken Kaczmarek, Chairman

  
	
  Kerry C. Nicholas, Asst.
  Secretary

  	
   

  	
   

  
	
  (Print name and title)

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
  ATTEST:

  	
   

  	
  AVENTINE RENEWABLE ENERGY-MT VERNON, LLC

  
	
   

  	
   

  	
  “Lessee”

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
  /s/ Ajay Sabherwal

  	
   

  	
  /s/ Ronald H. Miller

  
	
  (Signature)

  	
   

  	
  (Signature)

  
	
  Ajay Sabherwal CFO

  	
   

  	
  Ronald H. Miller, President and CEO

  
	
  (Printed name and title)

  	
   

  	
  (Printed name and title)

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
  ATTEST:

  	
   

  	
  AVENTINE RENEWABLE ENERGY HOLDINGS, INC.

  
	
   

  	
   

  	
  “Guarantor”

  
	
   

  	
   

  	
   

  
	
  /s/ Ajay Sabherwal

  	
   

  	
  /s/ Ronald H. Miller

  
	
  (Signature)

  	
   

  	
  (Signature)

  
	
  Ajay Sabherwal CFO

  	
   

  	
  Ronald H. Miller, President and CEO

  
	
  (Printed name and title)

  	
   

  	
  (Printed name and title)

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
  Approved as to form
  and legality

  	
   

  	
  APPROVED

  
	
  this 26th day of June,
  2007

  	
   

  	
  DATE: 7/26/07

  
	
   

  	
   

  	
   

  
	
  /s/ Elizabeth A. Brown

  	
   

  	
  /s/ M. E. Daniel, Jr.

  
	
  For Steve Carter

  	
   

  	
  For the Honorable Mitchell Daniel

  
	
  Attorney General of
  Indiana

  	
   

  	
  Governor of Indiana

  



 


 


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This instrument was prepared jointly by David W.
Haniford, General Counsel Indiana Port Commission (Atty#7438-79) 150 W. Market
St., Ste, 100, Indianapolis, IN 46204 (317) 232- 9204; Mark D. Grant, Esq., ICE MILLER LLP, One American Square, Suite 3100,
Indianapolis, IN 46282-0200 (317) 236-2100; and James D. Satrom, Esq.,
Hall, Estill, Hardwick, Gable, Golden & Nelson, P.C., 320 S. Boston
Avenue, Suite 400, Tulsa, OK 74103-3708.


 


 


8






 










 


EXHIBIT E


 


(IPC3.21.06)


 


ADDENDUM


 


This Addendum is entered
into by and between the Indiana Port Commission (the “State”)
and Aventine Renewable Energy-Mt Vernon, LLC (the “Contractor”),
and collectively known as the “Parties”. The
purpose of this Addendum is to modify, delete, or amend certain terms and
conditions set forth in the attached Lease Agreement (“Agreement”).
This Addendum and the Agreement are incorporated into each other and, when read
together, shall constitute one integrated document.  Any inconsistency, conflict, or ambiguity
between this Addendum and the Agreement shall be resolved by giving precedence
and effect to this Addendum.


 


1.             Authority to Bind Contractor


 


The signatory for the
Contractor represents that he/she has been duly authorized to execute this Contract
on behalf of the Contractor and has obtained all necessary or applicable
approvals to make this Contract fully binding upon the Contractor when his/her
signature is affixed, and certifies that this Contract is not subject to further
acceptance by Contractor when accepted by the State of Indiana.


 


2.             Compliance with Laws.


 


A.            The
Contractor shall comply with all applicable federal, state and local laws,
rules, regulations and ordinances, and all provisions required thereby to be
included herein are hereby incorporated by reference. The enactment of any state
or federal statute or the promulgation of rules or regulations thereunder after
execution of this Contract shall be reviewed by the State and the Contractor to
determine whether the provisions of this Contract require formal modification.


 


B.            The Contractor and its agents shall abide by
all ethical requirements that apply to persons who have a business relationship
with the State, as set forth in Indiana Code § 4-2-6 et seq., the regulations
promulgated thereunder, and Executive Order 04-08, dated April 27, 2004.  If the contractor is not familiar with these
ethical requirements, the contractor should refer any questions to the Indiana
State Ethics Commission, or visit the Indiana State Ethics Commission website
at http://www.in.gov/ethics/.  If the
Contractor or its agents violate any applicable ethical standards, the State
may, in its sole discretion, terminate this Contract subject to the notice and
cure provisions of Sections 11.01(i) and 7.02 of the Agreement. In
addition, the Contractor may be subject to penalties under Indiana Code §
4-2-6-12.


 


C.            The Contractor certifies by entering into this
Contract, that neither it nor its principal(s) is presently in arrears in
payment of its taxes, permit fees or other statutory, regulatory or judicially
required payments to the State of Indiana. Further, the Contractor agrees that
any payments in arrears and currently due to the State of Indiana may be
withheld from payments due to the Contractor. Additionally, further work or
payments may be withheld, delayed, or denied


 


E-1

















 


and/or
this Contract suspended until the Contractor is  current in its payments and has submitted
proof of such payment to the State.


 


D.            The Contractor warrants that it has no
current or pending or outstanding criminal, civil, or enforcement actions
initiated by the State of Indiana pending, and agrees that it will immediately
notify the State of any such actions. During the term of such actions,
Contractor agrees that the State may delay, withhold, or deny work under any
Supplement or contractual device issued pursuant to this Contract and any
supplements or amendments.


 


E.             If a valid dispute exists as to the Contractor’s
liability or guilt in any action initiated by the State of Indiana or its
agencies, and the State decides to delay, withhold, or deny work to the
Contractor, the Contractor may request that it be allowed to continue, or
receive work, without delay. The Contractor must submit, in writing, a request
for review to the Indiana Department of Administration (IDOA) following the
procedures for disputes outlined herein. A determination by IDOA shall be
binding on the parties.


 


F              Any payments that the State may delay,
withhold, deny, or apply under this section shall not be subject to penalty or
interest under IC 5-17-5.


 


G.            The Contractor warrants that the Contractor
and its subcontractors, if any, shall obtain and maintain all required permits,
licenses, and approvals, as well as comply with all health, safety, and
environmental statutes, rules, or regulations in the performance of work
activities for the State, Failure to do so may be deemed is a material breach
of this Contract and grounds for termination of the Agreement and denial of
further work with the State, subject to the notice and cure provisions of
Sections 11.01 (i) and 7.02 of the Agreement.


 


H.            The Contractor hereby affirms that it is
properly registered and owes no outstanding reports with the Indiana Secretary
of State.


 


I.              As required by IC 5-22-3-7:


 


(1)           the Contractor and any principals of the
Contractor certify that (A) the Contractor, except for de minimis and
nonsystematic violations, has not violated the terms of (i) IC  24-4.7
[Telephone Solicitation Of Consumers], (ii) IC 24-5-12 [Telephone
Solicitations], or (iii) IC 24-5-14 [Regulation of Automatic Dialing
Machines] in the previous three hundred sixty-five (365) days, even if IC 24-4.7
is preempted by federal law; and (B) the Contractor will not violate the
terms of IC 24-4.7 for the duration of the Contract, even if IC 24-4.7
is  preempted by federal law.


 


(2)           The Contractor and any principals of the
Contractor certify that an affiliate or principal of the Contractor and any
agent acting on behalf of the Contractor or on behalf of an affiliate or
principal of the  Contractor: (A) except for de
minimis and nonsystematic violations, has not violated the terms of IC 24-4.7
in the previous three hundred sixty-five (365) days, even if IC 24-4.7 is
preempted by federal law; and (B) will not violate the


 


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terms of IC 24-4.7 for the duration of the Contract, even if IC 24-4.7
is preempted by federal law.


 


3.             Conflict of Interest.


 


A.            As used in this section:


 


“Immediate family” means the spouse and the unemancipated children of an individual.


 


“Interested party” means:


 


1.             The
individual executing this Contract;


 


2.             An
individual who has an interest of three percent (3%) or more of Contractor, if
Contractor is not an individual; or


 


3.             Any
member of the immediate family of an individual specified under subdivision 1
or 2.


 


“Department”
means the Indiana Department of Administration.


 


“Commission”
means the State Ethics Commission.


 


B.            The
Department may cancel this Contract without recourse by Contractor if any interested
party is an employee of the State of Indiana.


 


C.            The
Department will not exercise its right of cancellation under section B, above, if
the Contractor gives the Department an opinion by the Commission indicating that
the existence of this Contract and the employment by the State of Indiana of the
interested party does not violate any statute or rule relating to ethical
conduct of State employees. The Department may take action, including
cancellation of this Contract, consistent with an opinion of the Commission
obtained under this section.


 


D.            Contractor
has an affirmative obligation under this Contract to disclose to the Department
when an interested party is or becomes an employee of the State of Indiana.  The obligation under this section extends only
to those facts that Contractor knows or reasonably could know.


 


4.             Drug-Free Workplace
Certification.


 


The
Contractor hereby covenants and agrees to make a good faith effort to provide
and maintain a drug-free workplace. The Contractor will give written notice to
the State within ten (10) days after receiving actual notice that the
Contractor or an employee of the-Contractor in the State of  Indiana has been convicted of a criminal drug
violation occurring in the Contractor’s workplace. False certification or
violation of this certification may result in sanctions including suspension


 


E-3

















 


of contract payments,
termination of this Contract and/or debarment of contracting opportunities with
the State for up to three (3) years, subject to the notice and cure provisions
of Sections 11.01(i) and 7.02 of the Agreement.


 


In
addition to the provisions of the above paragraphs, if the total contract
amount set forth in this Contract is in excess of $25,000.00, Contractor hereby
further agrees that this contract is expressly subject to the terms,
conditions, and representations of the following certification:


 


This certification is required by Executive Order No. 90-5, April 12,
1990, issued by the Governor of Indiana. Pursuant to its delegated authority,
the Indiana Department of Administration is requiring the inclusion of this
certification in all contracts and grants from the State of Indiana in excess
of $25,000.00. No award of a contract shall be made, and no contract, purchase
order or agreement, the total amount of which exceeds $25,000.00, shall be
valid, unless and until this certification has been fully executed by the
Contractor and made a part of the contract or agreement as part of the contract
documents.


 


The
Contractor certifies and agrees that it will provide a drug-free workplace by:


 


A.            Publishing and providing to all of its
employees a statement notifying them that the unlawful manufacture,
distribution, dispensing, possession or use of a controlled substance is
prohibited in the Contractor’s workplace, and specifying the actions that will
be taken against employees for violations of such prohibition;


 


B.            Establishing a drug-free awareness program to
inform it’s employees of (1) the dangers of drug abuse in the workplace; (2) the
Contractor’s policy of maintaining a drug-free workplace; (3) any
available drug counseling, rehabilitation, and employee assistance programs;
and (4) the penalties that may be imposed upon an employee for drug abuse
violations occurring  in the
workplace;


 


C.            Notifying all employees in the statement
required by subparagraph (A) above that as a condition of continued
employment, the employee will (1) abide by the terms of the statement; and
(2) notify the Contractor of any criminal drug statute conviction for a
violation occurring in the workplace no later than five (5) days after such conviction;


 


D.            Notifying in writing the State within ten (10) days
after receiving notice from an employee under subdivision (C)(2) above, or
otherwise receiving actual notice of such conviction;


 


E.             Within thirty (30) days after receiving
notice under subdivision (C)(2) above of a conviction, imposing the
following sanctions or remedial measures on any employee who is convicted of
drug abuse violations occurring in the workplace; (1) taking appropriate
personnel action against the employee, up to and including termination; or (2) requiring
such employee to satisfactorily participate in a drug abuse assistance or
rehabilitation program approved for such purposes by a federal, state or local
health, law enforcement, or other appropriate agency; and


 


F.             Making a good faith effort to maintain a
drug-free workplace through the implementation of subparagraphs (A) through
(E) above,


 


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5.             Nondiscrimination.


 


Pursuant
to IC 22-9-1-10 and the Civil Rights Act of 1964, the Contractor and its
subcontractors shall not discriminate against any employee or applicant for
employment in the performance of this Contract. 
The Contractor shall not discriminate with respect to the hire, tenure,
terms, conditions or privileges of employment or any matter directly or
indirectly related to employment, because of race, color, religion, sex,
disability, national origin or ancestry. Breach of this covenant may be
regarded as a material breach of this Contract.  The Contractor’s execution of this Contract
also signifies compliance with applicable federal laws, regulations, and
executive orders prohibiting discrimination in the provision of services based
on race, color, national origin, age, sex, disability or status as a veteran.
The provisions of this Section 5 are subject to the notice and cure
provisions of Sections 11.01(i) and 7.02 of the Agreement.


 


NON-COLLUSION AND ACCEPTANCE


 


The undersigned attests,
subject to the penalties for perjury, that he/she is the Contractor, or that
he/she is the properly authorized representative, agent, member or officer of
the Contractor, that he/she has not, nor has any other member, employee,
representative, agent or officer of the Contractor, directly or indirectly, to
the best of his/her knowledge, entered into or offered to enter into any
combination, collusion or agreement to receive or pay, and that he/she has not
received or paid, any sum of money or other consideration for the execution of
this Contract other than that which appears upon the face of this Contract.


 


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blank ]


 


E-5

















 


In
Witness Whereof, the
Parties have, through duly authorized representatives, entered into this Lease.
The Parties having read and understand the foregoing terms of the contract do
by their respective signatures dated below hereby agree to the terms thereof.


 


	
  Indiana Port Commission:

  	
   

  	
  Aventine Renewable Energy-Mt
  Vernon, LLC

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  Signature:

  	
   

  
	
  Signature:

  	
  /s/ Steven Stemler

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  Printed Name:

  	
   

  
	
  Printed Name:

  	
  Steven Stemler

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  Title:

  	
   

  
	
  Title:

  	
  Designated Commissioner

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  Date:

  	
   

  
	
  Date:

  	
  10/30/06

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  Attest:

  	
  Jay K. Potesta

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  Printed Name:

  	
  Jay K. Potesta

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  Title:

  	
  Secretary Treasurer

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  Office of the Attorney General

  	
   

  	
  Office of the Governor

  
	
   

  	
   

  	
   

  
	
  /s/ Jason Thompson/Susan
  H. Gand for

  	
   

  	
  /s/ Mitchell E. Daniels,
  Jr.

  
	
  Steve Carter, Attorney
  General

  	
   

  	
  Mitchell E.
  Daniels, Jr., Governor

  
	
   

  	
   

  	
   

  
	
  Date:

  	
  1/19/07

  	
   

  	
  1-24-2007

  
														



 


E-6

















 


In Witness Whereof, the Parties
have, through duly authorized representatives, entered into this Lease. The
Parties having read and understand the foregoing terms of the contract do by
their respective signatures dated below hereby agree to the terms thereof.


 


	
  Indiana Port Commission:

  	
   

  	
  Aventine Renewable Energy-Mt
  Vernon, LLC

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  Signature:

  	
  /s/ John R. Gray

  
	
  Signature:

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  Printed Name:

  	
  John R. Gray

  
	
  Printed Name:

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  Title:

  	
  VP Logistics & Development

  
	
  Title:

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  Date:

  	
  10/31/06

  
	
  Date:

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  Attest:

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  Printed Name:

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  Title:

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  Office of the Attorney General

  	
   

  	
  Office of the Governor

  
	
   

  	
   

  	
   

  
	
  /s/ Jason Thompson/Susan
  H. Gand for

  	
   

  	
  /s/ Mitchell E. Daniels,
  Jr.

  
	
  Steve Carter, Attorney General

  	
   

  	
  Mitchell E.
  Daniels, Jr., Governor

  
	
   

  	
   

  	
   

  
	
  Date:

  	
  1/19/07

  	
   

  	
  1-24-2007