Dr.
      Randy
      D. Hudson

    Chairman
      and Chief Executive Officer

    East
      Coast Ethanol, LLC

    Post
      Office Box 2226

    Columbia,
      SC 29202

    United
      States of America

    


    30th
      June
      2008

     

    Re:
      Financial Advisory Role

     

    Dear
      Dr.
      Hudson,

    


    We
      would
      like to thank you for your invitation to Jasper Corporate Finance Limited
      (hereinafter “Jasper Corporate Finance”) to provide financial advisory services
      to East Coast Ethanol, LLC (hereinafter “ECE” or the “Company” or “you”). This
      letter sets out the basis upon which Jasper Corporate Finance will act as
      financial advisor to ECE outside United States of America in connection with
      the
      raising of the equity and debt finance required to construct four 110MGY
      nameplate capacity corn-based ethanol production facilities location in the
      Southeast United States (hereinafter the “Fund Raising” or the “Project”). It is
      our understanding that the total equity and debt raise is estimated to be
      US$393.5 million and US$440.0 million, respectively.

     

    
      	1.	
              Scope
                of Engagement

            


    

     

    Our
      role
      will be to act as your financial advisor. In this respect, we will undertake
      research, preliminary due diligence, and financing strategy and propose
      potential deal structures including arranging the necessary finance to
      consummate the acquisition. We envisage that the Project will be undertaken
      in
      two stages:

     

    Stage
      1 Preliminary
      Research, Due Diligence, Financing Strategy and Deal
      Structuring

     

    At
      this
      stage we may, as required and as appropriate, perform all or some of the
      following work:

    

      
        
          
            	
                  	·	
                    Validate
                      the bona fides of the information provided by you in connection
                      with the
                      Project;

                  


          

        
 

    

    
      
        
          	
                	·	
                  Undertake
                    research in to the market and sector analysis
                    ;

                


        

      

    

     

    
      
        
          	
                	·	
                  Undertake
                    a review of the financial projections relating to the Project
                    to ensure
                    their reasonableness and
                    consistency;

                


        

      

    

     

    
      
        
          	
                	·	
                  Recommend
                    a financing strategy and prepare a list of potential funding
                    provider(s),
                    for agreement with you, covering regional and international,
                    financial and
                    strategic investors outside the United States of America including
                    Islamic
                    and Conventional to be approached as part of the
                    process;

                


        

      

    

     

    
      
        
          	
                	·	
                  Initiate
                    deal structuring including agreement on arranging the required
                    finance for
                    the Project in conjunction with
                    you:

                


        

      

    

    
      
        

          
            	
                    Jasper
                      Capital Limited Jasper Consult Limited Jasper Consult DMCC

                    info@jaspercapital.co.uk
                      www.jaspercapital.co.uk

                     

                    Jasper
                      Corporate Finance Limited is authorised and regulated by the
                      Financial
                      Services Authority and 

                    Jasper
                      Consult DMCC is regulated by the Dubai Multi Commodity
                      Centre.

                    Registered
                      Office: 4th Floor, St Alphage House, 2 Fore Street, London
                      EC2Y
                      5DH

                    Registered
                      in England No. 04289852

                  	 	
                    London

                    Bury
                      House

                    33
                      Bury Street

                    St.
                      James’s

                    SW1Y
                      6AX

                    United
                      Kingdom

                    T
                      +44 (0) 20 7839 8766

                    F
                      +44 (0) 20 7839 1810

                  	 	
                    Dubai

                    1007,
                      Level 10

                    Grosvenor
                      House Commercial Tower

                    Sheikh
                      Zayed Road

                    PO
                      Box 58549,

                    Dubai,
                      UAE

                    T
                      +
                      971 (0) 4 329 8799

                    F
                      +
                      971 (0) 4 329 8797

                  


          

           

        

      

    

    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

       

    

    
      
        
          	
                	·	
                  Prepare
                    and comment on appropriate documentation for the Project including
                    information memoranda, term sheets,
                    etc.

                


        

      

    

     

     Stage
      2 Fund
      Raising

    


    We
      envisage that this stage will be executed concurrent to Stage 1 and will be
      periodically monitored to achieve the required financing to consummate the
      Project. Our role will be to:

    


    
      	 	
              ·

            	
              Prepare
                a list of potential lenders/investors, for agreement with you, covering
                the regional and international financial institutions and investors
                including Islamic and Conventional outside United State of America
                to be
                approached as part of the process;

            


    

    


    
      	 	
              ·

            	
              Prepare
                appropriate documentation for the fund raising including term sheets
                and
                marketing materials;

            


    

    


    
      	 	
              ·

            	
              Undertake
                initial approaches, make presentation and provide clarification on
                the
                Project on behalf of the Company to potential funding provider(s);
                

            


    

    


    
      	 	
              ·

            	
              Liaise
                with your lawyers in preparing and finalising the documentation necessary
                to complete the fund raising for the Project;
                and

            


    

    


    
      	 	
              ·

            	
              Coordinate
                negotiations with interested parties through to financial
                close.

            


    

     

    Our
      duties and responsibilities shall be limited to those expressly set out in
      this
      letter and/ or subsequently agreed with you in writing, without limiting the
      generality of the foregoing we shall not:

    


    
      	 	
              ·

            	
              Provide
                you with any accounting, legal, tax or other specialist advice including,
                without limitation, expressing an opinion on valuation or assume
                any
                responsibility for or liability in respect of any advice given to
                us or
                you by any other professional
                adviser;

            


    

     

    
      	 	
              ·

            	
              Provide
                advice on any aspects relating to legal and regulatory
                requirements;

            


    

     

    
      	 	
              ·

            	
              Be
                responsible for any facts, estimates, opinions, projections, forecasts
                or
                other information (howsoever presented) included in any financial
                model or
                business plan, which shall be your responsibility or the responsibility
                of
                others, as appropriate;

            


    

     

    
      	 	
              ·

            	
              Express
                any independent opinion on, or take responsibility for, the achievability
                of any forecasts or the reasonableness of any assumptions or upon
                the
                fairness or accuracy of any financial or other information relating
                directly or indirectly to the Project;
                or

            


    

     

    
      	
            	·	
              Owe
                any duty of care to any person other than
                you.

            


    

     

    
      	2.	
              Access
                to Information and Personnel

            


    

     

    In
      order
      to carry out the Project, we shall have reasonable access to yourself and any
      directors, officers, employees and agents of the Company, to your other advisers
      and to all relevant data and information as is available to you. In addition,
      you agree to keep us informed of any material developments or proposals relating
      to the business or operations of the Company, where these may have an effect
      upon the Project.

    

      
        	
                Jasper
                  Capital Limited Jasper Consult Limited Jasper Consult DMCC

                info@jaspercapital.co.uk
                  www.jaspercapital.co.uk

                 

                Jasper
                  Corporate Finance Limited is authorised and regulated by the Financial
                  Services Authority and 

                Jasper
                  Consult DMCC is regulated by the Dubai Multi Commodity
                  Centre.

                Registered
                  Office: 4th Floor, St Alphage House, 2 Fore Street, London EC2Y
                  5DH

                Registered
                  in England No. 04289852

              	 	
                London

                Bury
                  House

                33
                  Bury Street

                St.
                  James’s

                SW1Y
                  6AX

                United
                  Kingdom

                T
                  +44 (0) 20 7839 8766

                F
                  +44 (0) 20 7839 1810

              	 	
                Dubai

                1007,
                  Level 10

                Grosvenor
                  House Commercial Tower

                Sheikh
                  Zayed Road

                PO
                  Box 58549,

                Dubai,
                  UAE

                T
                  +
                  971 (0) 4 329 8799

                F
                  +
                  971 (0) 4 329 8797

              


      

       

    

    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

     

    
      	3.	
              Fees
                and Expenses

            


    

     

    In
      consideration of the services given and to be given to you under this letter,
      you agree to pay our fees and expenses on the basis described in the attached
      Fee Arrangements Appendix. 

    


    Fees
      and
      expenses should be remitted to:

    


    Jasper
      Corporate Finance Limited

    Account
      number 81340034

    Sort
      code
      40-04-26

    HSBC
      Bank
      plc

    186
      Baker
      Street

    London
      NW1 5RU

    United
      Kingdom

     

    
      	4.	
              Commencement
                of Appointment and Terms of
                Business

            


    

     

    Our
      appointment to act for you in connection with the Project will commence as
      soon
      as we receive a signed copy of this letter from you confirming your
      understanding and acceptance of the arrangements set out in this letter and
      payment of the retainer fee.

     

    Your
      attention is drawn to the Terms of Business and the Fee Arrangements Appendix
      attached to this letter (referred to in this letter as the “Terms of Business”
and the “Fee Arrangements Appendix”). Our services to you in relation to
      the Project are provided on and subject to the terms set out in this letter
      and
      in the Terms of Business and the Fee Arrangements Appendix.

     

    All
      references in this letter to “this letter”, “this arrangement” and “herein”
include the Terms of Business and the Fee Arrangements Appendix, which form
      part of this letter.

     

    
      	5.	
              Termination

            


    

     

    The
      services to be provided by us under this letter may be terminated, with or
      without cause, by either of us at any time by written notice to that effect.
      Termination by either party shall, save for the rights and obligations that
      have
      already accrued to the parties hereunder prior to the termination, be without
      liability or continuing obligation to either of us.

     

    
      	6.	
              Miscellaneous

            


    

     

    Shahin
      Mansuri and Jason Peers of Jasper Corporate Finance will be the individual
      in
      charge of the Project. Other employees and specialist consultants may be
      involved in the Project as and when necessary. The objective is to provide
      you
      with a high quality service to meet your needs. If at any time you would like
      to
      discuss with us how our service to you could be improved or if you have any
      questions regarding this letter, please contact Joanna Busvine, at our London
      office, who will be pleased to discuss matters further. 

    
      

        
          	
                  Jasper
                    Capital Limited Jasper Consult Limited Jasper Consult DMCC

                  info@jaspercapital.co.uk
                    www.jaspercapital.co.uk

                   

                  Jasper
                    Corporate Finance Limited is authorised and regulated by the
                    Financial
                    Services Authority and 

                  Jasper
                    Consult DMCC is regulated by the Dubai Multi Commodity
                    Centre.

                  Registered
                    Office: 4th Floor, St Alphage House, 2 Fore Street, London EC2Y
                    5DH

                  Registered
                    in England No. 04289852

                	 	
                  London

                  Bury
                    House

                  33
                    Bury Street

                  St.
                    James’s

                  SW1Y
                    6AX

                  United
                    Kingdom

                  T
                    +44 (0) 20 7839 8766

                  F
                    +44 (0) 20 7839 1810

                	 	
                  Dubai

                  1007,
                    Level 10

                  Grosvenor
                    House Commercial Tower

                  Sheikh
                    Zayed Road

                  PO
                    Box 58549,

                  Dubai,
                    UAE

                  T
                    +
                    971 (0) 4 329 8799

                  F
                    +
                    971 (0) 4 329 8797

                


        

         

      

    

    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

     

    Please
      confirm your agreement to the terms of this letter by signing the enclosed
      copy
      of this letter and returning the complete copy to us either by hand, by post
      or
      by facsimile.

     

    Yours
      sincerely, 

     

    Shahin
      Mansuri

     

    For
      and
      on behalf of:  

    Jasper
      Corporate Finance Limited

     

    We
      agree
      to the terms and conditions contained in this letter which are hereby
      understood, approved and accepted by:

     

    
      	
              Signature

            	 	
              /s/
                Randy D. Hudson

            
	
              Name

            	 	
              Dr.
                Randy D. Hudson

            
	
              Authorised
                for and on behalf of:

            	 	
              East
                Coast Ethanol, LLC

            
	
              Position

            	 	
              Chairman
                & CEO

            
	
              Date

            	 	
              6/30/2008

            


    

    
      

        
          	
                  Jasper
                    Capital Limited Jasper Consult Limited Jasper Consult DMCC

                  info@jaspercapital.co.uk
                    www.jaspercapital.co.uk

                   

                  Jasper
                    Corporate Finance Limited is authorised and regulated by the
                    Financial
                    Services Authority and 

                  Jasper
                    Consult DMCC is regulated by the Dubai Multi Commodity
                    Centre.

                  Registered
                    Office: 4th Floor, St Alphage House, 2 Fore Street, London EC2Y
                    5DH

                  Registered
                    in England No. 04289852

                	 	
                  London

                  Bury
                    House

                  33
                    Bury Street

                  St.
                    James’s

                  SW1Y
                    6AX

                  United
                    Kingdom

                  T
                    +44 (0) 20 7839 8766

                  F
                    +44 (0) 20 7839 1810

                	 	
                  Dubai

                  1007,
                    Level 10

                  Grosvenor
                    House Commercial Tower

                  Sheikh
                    Zayed Road

                  PO
                    Box 58549,

                  Dubai,
                    UAE

                  T
                    +
                    971 (0) 4 329 8799

                  F
                    +
                    971 (0) 4 329 8797

                


        

         

      

    

    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    


    TERMS
      OF BUSINESS

    


    PART
      1 - GENERAL

    


    
      	1.	
              Jasper
                Corporate Finance
                Limited

            


    

     

    Jasper
      Corporate Finance Limited is a UK private company.

     

    
      	2.	
              Regulated
                Activities under the Financial Services and Markets Act
                2000

            


    

     

    Under
      the
      Financial Services and Markets Act 2000 (“FSMA”), we bring to your attention the
      following matters in relation to any regulated activities that may form part
      of
      this engagement.

     

    
      	 	
              ·

            	
              Jasper
                Corporate Finance Limited is authorised and regulated by the Financial
                Services Authority ("FSA"). Accordingly, our business with you is
                subject
                to FSA Rules.

            


    

     

    
      	 	
              ·

            	
              We
                have classified you as an intermediate customer and as such you will
                not
                be entitled to the protections given to private customers under the
                FSA
                Rules. In addition, you will not normally be entitled to the protection
                of
                the Financial Services Compensation Fund in the event of our
                default.

            


    

     

    
      	3.	
              Information
                and Announcements

            


    

     

    You
      will
      provide us with all material information in your possession which is relevant
      to
      us for the purposes of the Project and you will ensure that information so
      supplied is true and accurate in all material respects and not misleading,
      whether by omission or otherwise.

     

    You
      undertake that you will use reasonable endeavours to keep us fully informed
      of
      all actions, strategies, developments and discussions relevant to the
      Project.

     

    Whilst
      we
      expect to assist you in the preparation, use and presentation of information
      to
      be prepared for and presented to third parties we will not perform any
      verification work on it and will not be responsible to you, or any other party,
      for the accuracy or fairness of the presentation of it. If we transmit such
      information to third parties for you we will do so under an appropriate
      disclaimer notice.

     

    You
      will
      ensure that all announcements and communications issued or published, statements
      made and information distributed by you or duly authorised on your behalf in
      the
      course of the Project and in relation thereto or having or likely to have a
      material effect thereon will only be published, made or distributed after
      consultation with, and consent from, us. You will ensure that such announcements
      and communications issued or published, statements made or information
      distributed will be true and accurate and not misleading as aforesaid and,
      where
      appropriate, will contain all information and expressions of opinion necessary
      for legal or regulatory purposes and all such opinions will be honestly held
      and
      made after due and careful consideration. We reserve the right to require you
      to
      refrain from publishing announcements or communications, making statements
      or
      distributing information, which are, in our opinion, incomplete, untrue,
      inaccurate or misleading in any respect. We also reserve the right to require
      you to publish a retraction of any announcement, document, statement or
      information, which has been published, made or distributed and which is in
      our
      reasonable opinion, incomplete, untrue, inaccurate or misleading in any
      respect.

    
      

        
          	
                  Jasper
                    Capital Limited Jasper Consult Limited Jasper Consult DMCC

                  info@jaspercapital.co.uk
                    www.jaspercapital.co.uk

                   

                  Jasper
                    Corporate Finance Limited is authorised and regulated by the
                    Financial
                    Services Authority and 

                  Jasper
                    Consult DMCC is regulated by the Dubai Multi Commodity
                    Centre.

                  Registered
                    Office: 4th Floor, St Alphage House, 2 Fore Street, London EC2Y
                    5DH

                  Registered
                    in England No. 04289852

                	 	
                  London

                  Bury
                    House

                  33
                    Bury Street

                  St.
                    James’s

                  SW1Y
                    6AX

                  United
                    Kingdom

                  T
                    +44 (0) 20 7839 8766

                  F
                    +44 (0) 20 7839 1810

                	 	
                  Dubai

                  1007,
                    Level 10

                  Grosvenor
                    House Commercial Tower

                  Sheikh
                    Zayed Road

                  PO
                    Box 58549,

                  Dubai,
                    UAE

                  T
                    +
                    971 (0) 4 329 8799

                  F
                    +
                    971 (0) 4 329 8797

                


        

         

      

    

    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

       

    

    
      	4.	
              Financial
                Promotion

            


    

     

    If
      you
      ask us to approve any communication as a Financial Promotion (as defined in
      the
      FSA Rules), we may ask you for certain confirmations and indemnities relating
      to
      information contained in any document and we may require further information
      from you in order to approve such a communication. You shall accept full
      responsibility for the preparation and contents of any such communication,
      save
      to the extent provided under the FSA Rules. We reserve the right to refuse
      to
      issue or approve a particular communication or other promotion, and to require
      you to refrain from distributing it, if at any time we become aware of
      information that in our opinion renders the communication incomplete, untrue,
      inaccurate or misleading in any respect. We also reserve the right to publish
      a
      retraction of any communication which has been issued or approved by us if,
      at
      any time, we become aware of information which in our opinion renders the
      document incomplete, untrue, inaccurate or misleading in any
      respect.

     

    
      	5.	
              Research
                and Analysis provided to
                You

            


    

     

    We
      may
      perform research and analysis for you using publicly available information
      drawn
      from a wide range of databases and on-line information services which are
      available to us, in order to provide you with background information that may
      be
      relevant to your assessment of the Project. We will not independently verify,
      or
      accept any responsibility or liability for independently verifying, any such
      information nor do we make any representation as to the accuracy or completeness
      of the information. We accept no liability for any loss or damage that may
      result from your reliance on any research, analyses or information so
      supplied.

     

    
      	6.	
              Confidentiality
                of Our Advice

            


    

     

    You
      agree
      that any advice given by us or any communication from us to you is provided
      solely for the purposes of the Project and for the use and benefit of you and
      may not be used or relied on for any other purpose or disclosed to any other
      person without our prior written consent.

     

    
      	7.	
              Representations
                and Warranties

            


    

     

    
      The
        representations,
        warranties, terms and conditions set out in this letter are the parties’ only
        representations, warranties, terms and conditions relating to the Project
        and
        our provision of services in connection with the Project and are made expressly
        in place of and to the exclusion (to the fullest extent permitted by law)
        of all
        other representations, warranties, terms and conditions, express or implied,
        by
        statute or otherwise, including without limitation any implied warranties
        or
        terms or conditions as to performance.

    

     

    
      	8.	
              Data
                Protection Act

            


    

     

    Any
      personal data we may hold about your directors and employees will be kept safe,
      secure and confidential. However, we may share information with the
      following:

     

    
      	 	
              ·

            	
              Any
                of our sub-contractors specific to this engagement or generally in
                support
                of our office administration and to people who are acting as our
                agents
                (but only on the strict understanding that your information will
                be kept
                confidential);

            


    

     

    
      	 	
              ·

            	
              Anyone
                to whom we transfer or may transfer our rights under this agreement;
                and

            


    

     

    
      	 	
              ·


            	
              Anyone
                to whom we are under a duty to give the information if required by
                law or
                regulation.

            


    

    
       

      By
        signing this letter you will be consenting to the transmittal of your data
        outside of the European Economic Area. You undertake to ensure that each
        relevant director and employee consents to us using personal data relating
        to
        them in accordance with the terms of this agreement.

      

        
          	
                  Jasper
                    Capital Limited Jasper Consult Limited Jasper Consult DMCC

                  info@jaspercapital.co.uk
                    www.jaspercapital.co.uk

                   

                  Jasper
                    Corporate Finance Limited is authorised and regulated by the
                    Financial
                    Services Authority and 

                  Jasper
                    Consult DMCC is regulated by the Dubai Multi Commodity
                    Centre.

                  Registered
                    Office: 4th Floor, St Alphage House, 2 Fore Street, London EC2Y
                    5DH

                  Registered
                    in England No. 04289852

                	 	
                  London

                  Bury
                    House

                  33
                    Bury Street

                  St.
                    James’s

                  SW1Y
                    6AX

                  United
                    Kingdom

                  T
                    +44 (0) 20 7839 8766

                  F
                    +44 (0) 20 7839 1810

                	 	
                  Dubai

                  1007,
                    Level 10

                  Grosvenor
                    House Commercial Tower

                  Sheikh
                    Zayed Road

                  PO
                    Box 58549,

                  Dubai,
                    UAE

                  T
                    +
                    971 (0) 4 329 8799

                  F
                    +
                    971 (0) 4 329 8797

                


        

         

      

    

    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

     

     

     

    
      	9.	
              Compliance
                with Law and
                Regulations

            


    

     

    You
      will
      comply with all applicable legal and regulatory provisions in the
      United Kingdom and relevant overseas territories. You agree to obtain all
      necessary legal advice to ensure such compliance and to communicate to us any
      such advice as is relevant to the provision of our services under this
      agreement.

     

    We
      are
      subject to the Money Laundering Regulations, the Proceeds of Crime Act, and
      other rules and regulations relating to money laundering. Consequently we are
      required to obtain certain documents and information from all customers in
      order
      to verify identity, and that of principal directors and shareholders. We will
      therefore request these from you. We are also obliged to investigate and, if
      appropriate, notify the police of any suspicions we may have of anyone. You
      will
      therefore need to accept that any such investigation or notification may lead
      to
      delay, or even prevention on our part from providing the services described
      in
      this agreement.

     

    
      	10.	
              Approval
                of Instructions

            


    

     

    You
      confirm that the contents of this letter have been brought to the attention
      of
      all directors and have been duly approved by them and that we are entitled
      to
      assume that our further instructions in relation to the engagement have been
      properly authorised by you if they are given by a director.

     

    
      	11.	
              Disclosure
                of Other Interests

            


    

     

    You
      agree
      that we do not have a duty to disclose to you, or to make use for your benefit
      of, any information (even if it relates to you or the Project) which comes
      to
      our notice which belongs to or is confidential to (i) another client, or
      (ii) us and relates to some part of our business other than the provision
      of our service to you pursuant to the terms of this letter.

     

    
      	12.	
              Waiver
                of Fiduciary Duties

            


    

     

    You
      hereby agree that the only duties or obligations we owe you are those set out
      expressly in this agreement or arising under FSA Rules and that we do not owe
      you any other or further duties or obligations (whether arising from the fact
      that we are acting as your fiduciary or otherwise).

     

    You
      hereby also agree that any consent or waiver given by your acceptance of this
      agreement in relation to any duty or obligation we might otherwise owe you
      shall
      be valid, effective and comprehensive even though the consent (or the disclosure
      to which it relates) is general only and not specific to the particular
      transaction concerned.

     

    
      	13.	
              Service
                Levels

            


    

     

    If
      you
      would like to talk to us about how we could improve our service to you or if
      you
      are in any way dissatisfied with the service you are receiving from us, please
      let us know by contacting the person responsible to you for that aspect of
      our
      service. If you would prefer to raise the matter, or to discuss its proposed
      resolution, with someone other than that individual please contact Joanna
      Busvine, Chief Operating Officer, Jasper Corporate Finance Limited.

     

    We
      will
      carefully consider any complaint as soon as we receive it and do all we can
      to
      resolve it.

     

    
      	14.	
              Assignment

            


    

     

    This
      agreement may not be assigned or otherwise transferred to any third party
      without the consent of the other party.

     

    No
      variation of this letter shall be effective unless it is in writing and signed
      by or on behalf of each of us.

    
      

        
          	
                  Jasper
                    Capital Limited Jasper Consult Limited Jasper Consult DMCC

                  info@jaspercapital.co.uk
                    www.jaspercapital.co.uk

                   

                  Jasper
                    Corporate Finance Limited is authorised and regulated by the
                    Financial
                    Services Authority and 

                  Jasper
                    Consult DMCC is regulated by the Dubai Multi Commodity
                    Centre.

                  Registered
                    Office: 4th Floor, St Alphage House, 2 Fore Street, London EC2Y
                    5DH

                  Registered
                    in England No. 04289852

                	 	
                  London

                  Bury
                    House

                  33
                    Bury Street

                  St.
                    James’s

                  SW1Y
                    6AX

                  United
                    Kingdom

                  T
                    +44 (0) 20 7839 8766

                  F
                    +44 (0) 20 7839 1810

                	 	
                  Dubai

                  1007,
                    Level 10

                  Grosvenor
                    House Commercial Tower

                  Sheikh
                    Zayed Road

                  PO
                    Box 58549,

                  Dubai,
                    UAE

                  T
                    +
                    971 (0) 4 329 8799

                  F
                    +
                    971 (0) 4 329 8797

                


        

         

      

    

    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

       

    

    
      	15.	
              Contracts
                (Rights of Third Parties) Act
                1999

            


    

     

    You
      agree
      that Jasper Corporate Finance affiliates may enforce this agreement against
      you
      as if they were a party to this agreement. Otherwise, a person who is not a
      party to this agreement shall have no rights under the Contracts (Rights of
      Third Parties) Act 1999 to enforce any terms of the agreement. For purposes
      of
      this agreement, affiliate shall mean and refer to any company that controls
      Jasper Corporate Finance or is controlled by, or is under common control with
      Jasper Corporate Finance. 

     

    
      	16.	
              Amendment

            


    

     

    Either
      party may amend this agreement but only with the other party’s prior written
      consent to such amendment. The party requesting changes shall send written
      notice describing the relevant changes and shall obtain the written consent
      from
      the other party to such changes. Such changes will become effective on the
      date
      specified in the notice. No amendment will affect any legal rights or
      obligations that may already have arisen.

     

    
      	17.	
              Severability

            


    

     

    Each
      provision in this letter is severable and if any provision is or becomes invalid
      or unenforceable or contravenes any applicable regulations or laws, the
      remaining provisions will not be affected.

     

    
      	18.	
              Force
                Majeure

            


    

     

    Neither
      of us shall be liable for any delays or failures to perform due to causes beyond
      our control.

     

    
      	19.	
              Notices
                and other
                communications

            


    

     

    Any
      formal notice, document or other communication required or permitted to be
      given
      or made under this letter agreement shall be in writing sent by recorded
      delivery, electronic mail, personal delivery or facsimile and shall be addressed
      as provided below and, if so addressed, shall be deemed duly given or made
      as
      set out below.

     

    The
      relevant addressee, address and facsimile numbers for the purposes of this
      agreement, subject as provided below, are:

    

      
        	
                For
                  Jasper Corporate Finance: 

              	 	
                Bury
                  House, 33 Bury Street, London, SW1Y 6AX

              
	
                Addressee:

              	 	
                Shahin
                  Mansuri

              
	
                Email:

              	 	
                s.mansuri@jaspercapital.co.uk

              
	
                Facsimile:

              	 	
                +44
                  (20) 7839 1810

              
	
                For
                  you: 

              	 	
                East
                  Coast Ethanol, LLC. Post Office Box 2225. Columbia,
                  SC29202

              
	
                Addressee:

              	 	
                Dr.
                  Randy D. Hudson

              
	
                Email:

              	 	
                randyhudson@eastcoastethanol.us

              
	
                Facsimile:

              	 	
                +1803
                  748 8151

              


      

    

    


    Notice
      will be deemed given or made and effective in the case of recorded delivery
      or
      personal delivery, on delivery to the address of the relevant party set out
      above and in the case of facsimiles on confirmation of transmission to the
      facsimile number of the relevant party set out above.

     

    Each
      party may change its address, addressee or facsimile for notice hereunder by
      giving the other party notice of such change pursuant to the provisions of
      this
      section.

     

    Our
      normal method of communicating is by original letter sent by normal post or,
      where appropriate, courier services. Where the matter is one that justifies
      the
      method of communication, or is specifically requested, we will communicate
      by
      fax to the number given above. An increasing number of our clients wish to
      communicate by electronic mail (“e-mail”) even though it may carry the risk of
      misdirection or non-delivery of confidential material. We will therefore use
      e-mail in the following circumstances:

    
      

        
          	
                  Jasper
                    Capital Limited Jasper Consult Limited Jasper Consult DMCC

                  info@jaspercapital.co.uk
                    www.jaspercapital.co.uk

                   

                  Jasper
                    Corporate Finance Limited is authorised and regulated by the
                    Financial
                    Services Authority and 

                  Jasper
                    Consult DMCC is regulated by the Dubai Multi Commodity
                    Centre.

                  Registered
                    Office: 4th Floor, St Alphage House, 2 Fore Street, London EC2Y
                    5DH

                  Registered
                    in England No. 04289852

                	 	
                  London

                  Bury
                    House

                  33
                    Bury Street

                  St.
                    James’s

                  SW1Y
                    6AX

                  United
                    Kingdom

                  T
                    +44 (0) 20 7839 8766

                  F
                    +44 (0) 20 7839 1810

                	 	
                  Dubai

                  1007,
                    Level 10

                  Grosvenor
                    House Commercial Tower

                  Sheikh
                    Zayed Road

                  PO
                    Box 58549,

                  Dubai,
                    UAE

                  T
                    +
                    971 (0) 4 329 8799

                  F
                    +
                    971 (0) 4 329 8797

                


        

         

      

    

    
      
        
        

      

      
        
        

      

      
        
          

        

      

      
        
        

      

       

    

    
      	 	
              
                ·

              

            	
              where
                you request in writing that we should communicate in this
                manner;

            


    

     

    
      	 	
              
                ·

              

            	
              where
                you send us an enquiry/ communication by e-mail and that specific
                enquiry/
                communication does not specify that any response is to be sent by
                a method
                other than e-mail. 

            


    

     

    If
      we use
      e-mail, it is your responsibility to perform any virus checks on the integrity
      of data and attachments, by whatever electronic medium they are
      received.

     

    
      	20.	
              Entire
                Agreement

            


    

     

    This
      letter sets out the entire agreement and understanding between you and us in
      connection with the Project.

     

    
      	21.	
              Governing
                Law and Jurisdiction

            


    

     

    The
      terms
      of our agreement shall be governed by and construed in accordance with U.S.
      law
      and, subject to Section 22 below, each party hereby irrevocably submits to
      the
      exclusive jurisdiction of the courts of the United States in relation to any
      dispute under or in respect of this agreement.

     

    
      	22.	
              Negotiation
                and Arbitration.
                If
                a dispute arises between the parties arising out of or in connection
                with
                this agreement, then the parties will first attempt to resolve the
                dispute
                in the ordinary course between representatives of the parties. If
                the
                dispute is not resolved in the ordinary course, then upon the written
                request of either party, the dispute will be submitted for binding
                arbitration in accordance with the Commercial Rules of the American
                Arbitration Association.

            


    

    

      
        	
                Jasper
                  Capital Limited Jasper Consult Limited Jasper Consult DMCC

                info@jaspercapital.co.uk
                  www.jaspercapital.co.uk

                 

                Jasper
                  Corporate Finance Limited is authorised and regulated by the Financial
                  Services Authority and 

                Jasper
                  Consult DMCC is regulated by the Dubai Multi Commodity
                  Centre.

                Registered
                  Office: 4th Floor, St Alphage House, 2 Fore Street, London EC2Y
                  5DH

                Registered
                  in England No. 04289852

              	 	
                London

                Bury
                  House

                33
                  Bury Street

                St.
                  James’s

                SW1Y
                  6AX

                United
                  Kingdom

                T
                  +44 (0) 20 7839 8766

                F
                  +44 (0) 20 7839 1810

              	 	
                Dubai

                1007,
                  Level 10

                Grosvenor
                  House Commercial Tower

                Sheikh
                  Zayed Road

                PO
                  Box 58549,

                Dubai,
                  UAE

                T
                  +
                  971 (0) 4 329 8799

                F
                  +
                  971 (0) 4 329 8797

              


      

      

        
          
            
            

          

          
            
            

            
              

            

          

          
            
            

          

        



    

    TERMS
      OF BUSINESS

    


    PART
      2 - INDEMNITY

    


    
      	1.	
              Indemnity

            


    

     

    As
      further consideration for our providing the services set out in this letter,
      you
      agree to indemnify and hold Jasper Corporate Finance Limited and their
      respective affiliates, directors, officers, employees and agents including
      secondees (each an “Indemnified Person”) harmless from and against all claims,
      actions proceedings, demands, losses, damages, costs and expenses whatsoever
      (“Losses”) arising out of or in connection with the Project or otherwise by
      reason of or in connection with any other matter or activities referred to
      and
      contemplated in this letter which any Indemnified Person may suffer or incur
      in
      any jurisdiction and all costs and expenses incurred by any Indemnified Person
      shall be reimbursed by you promptly on demand, including reasonable costs
      incurred in connection with the investigation of, preparation for or defence
      of
      any pending or threatened litigation or claim within the terms of this indemnity
      or any matter incidental thereto. Provided that you will not be responsible
      for
      any Losses to the extent they are finally determined to have resulted from
      the
      gross negligence, fraud or wilful default of the Indemnified
      Person.

     

    
      	2.	
              Other
                Rights

            


    

     

    The
      foregoing indemnity shall be in addition to any rights that any Indemnified
      Person may have at common law or otherwise (including, but not limited to,
      any
      right of contribution).

     

    
      
        	3.	
                Claims

              


      

    

     

    If
      we
      become aware of any claim relevant for the purposes of the foregoing indemnity,
      we shall promptly notify you thereof and shall, subject to being indemnified
      and
      secured to our reasonable satisfaction by you against all potential Losses
      and
      subject to any requirement imposed by an insurer of an Indemnified Person,
      take
      or procure to be taken such action as you may reasonably request to avoid,
      dispute, resist, appeal, compromise or defend such a claim, and provide you
      and
      your legal advisers with such information and documentation relating to such
      claim as you may reasonably require.

     

    
      	4.	
              Limitation
                of Liability

            


    

     

    You
      agree
      that none of the Indemnified Persons shall have any liability whatsoever
      (whether in contract or tort or under statute or otherwise), to you for or
      in
      connection with our work other than for Losses suffered by you which are finally
      determined to have resulted from the negligence, fraud or wilful default of
      the
      Indemnified Person.

     

    Subject
      to the previous paragraph, in the circumstances of this engagement, you agree
      that the liability to you of any Indemnified Persons (in contract or tort or
      under statute or otherwise) for any Losses suffered by you or any third party
      arising out of or in connection with our work, however caused, and including
      any
      consequential or punitive losses, shall be limited as set out in the following
      paragraph.

     

    You
      agree
      that the Indemnified Persons shall not be liable for any Losses, except in
      the
      proportion that, and only to the extent that, such Losses are finally determined
      to have resulted from the gross negligence, fraud or wilful default of an
      Indemnified Person and, so far as the law permits, in no event shall the
      liability of the Indemnified Persons, to you or any third party, exceed in
      aggregate the fees agreed for each of the individual projects documented under
      this engagement.

    
      

        
          	
                  Jasper
                    Capital Limited Jasper Consult Limited Jasper Consult DMCC

                  info@jaspercapital.co.uk
                    www.jaspercapital.co.uk

                   

                  Jasper
                    Corporate Finance Limited is authorised and regulated by the
                    Financial
                    Services Authority and 

                  Jasper
                    Consult DMCC is regulated by the Dubai Multi Commodity
                    Centre.

                  Registered
                    Office: 4th Floor, St Alphage House, 2 Fore Street, London EC2Y
                    5DH

                  Registered
                    in England No. 04289852

                	 	
                  London

                  Bury
                    House

                  33
                    Bury Street

                  St.
                    James’s

                  SW1Y
                    6AX

                  United
                    Kingdom

                  T
                    +44 (0) 20 7839 8766

                  F
                    +44 (0) 20 7839 1810

                	 	
                  Dubai

                  1007,
                    Level 10

                  Grosvenor
                    House Commercial Tower

                  Sheikh
                    Zayed Road

                  PO
                    Box 58549,

                  Dubai,
                    UAE

                  T
                    +
                    971 (0) 4 329 8799

                  F
                    +
                    971 (0) 4 329 8797

                


        

         

      

    

    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

     

    Where:

     

    
      	
            	·
	
              an
                Indemnified Person would otherwise be liable to you for any losses;
                and

            


    

    
    

     

    
      	
            	·
	
              any
                of your other advisers is liable to you for all or part of the same
                losses
                and such adviser has agreed with you to exclude and/or limit the
                maximum
                amount of its liability to you in respect of such losses (the “Liability
                Limitation”);

            


    

     

    then
      the
      maximum aggregate amount of the liability for which an Indemnified Person is
      liable to shall be limited to such proportion of the losses as we have agreed
      or
      has been finally judicially determined to be just and equitable having regards
      to the extent of the responsibility for the Losses (and, for the purpose of
      allocating such responsibility, ignoring the Liability Limitation). If for
      any
      reason whatsoever this paragraph is ineffective to limit the liability of the
      Indemnified Person, the maximum aggregate amount of liability of the Indemnified
      Person for the losses shall be reduced by an amount equal to such part of the
      amount which the Indemnified Person would have been entitled to recover pursuant
      to the Civil Liability (Contributions) Act 1978 or other wise for the Losses
      but
      is prevented from recovering as a result of the Liability
      Limitation.

     

    Nothing
      in this agreement shall have the effect of excluding or restricting any duty
      or
      liability we may have to you under FSA Rules or FSMA.

    

      
        	
                Jasper
                  Capital Limited Jasper Consult Limited Jasper Consult DMCC

                info@jaspercapital.co.uk
                  www.jaspercapital.co.uk

                 

                Jasper
                  Corporate Finance Limited is authorised and regulated by the Financial
                  Services Authority and 

                Jasper
                  Consult DMCC is regulated by the Dubai Multi Commodity
                  Centre.

                Registered
                  Office: 4th Floor, St Alphage House, 2 Fore Street, London EC2Y
                  5DH

                Registered
                  in England No. 04289852

              	 	
                London

                Bury
                  House

                33
                  Bury Street

                St.
                  James’s

                SW1Y
                  6AX

                United
                  Kingdom

                T
                  +44 (0) 20 7839 8766

                F
                  +44 (0) 20 7839 1810

              	 	
                Dubai

                1007,
                  Level 10

                Grosvenor
                  House Commercial Tower

                Sheikh
                  Zayed Road

                PO
                  Box 58549,

                Dubai,
                  UAE

                T
                  +
                  971 (0) 4 329 8799

                F
                  +
                  971 (0) 4 329 8797

              


      

      


      
        
          
            
            

          

          
            
            

            
              

            

          

          
            
            

          

        

      

       

      FEE
        ARRANGEMENTS APPENDIX

    

     

    Our
      fee
      will be structured on the following fees and expenses basis:

     

    Retainer
      Fee

     

    A
      retainer fee of £20,000 per month will be payable by you monthly in advance for
      a period of three months from the date of this letter. The Retainer Fee will
      be
      reviewed following the three month period and can be mutually
      extended.

     

    Success
      Fee

     

    A
      success
      fee will be payable by you should any debt, equity or mezzanine funds be raised
      for the Project by Jasper Corporate Finance during the term of our engagement
      hereunder, or during a period of six months following the effective date of
      termination of Jasper Corporate Finance’s engagement hereunder equivalent to:


    


    1.25%
      of
      any debt raised;

    2.00%
      of
      any mezzanine funds raised; and

    3.00%
      of
      any equity raised.

    


    The
      success fee is payable based on the following:

    


    Equity/Mezzanine
      Success Fee

    


    100%
      payable upon closing of financing which shall mean the execution and delivery
      of
      the definitive and binding written agreement concerning the equity and/or
      mezzanine financing transaction.

    


    Debt
      Success Fee

    


    100%
      payable upon closing of financing which shall mean the execution and delivery
      of
      the definitive and binding written agreement concerning the debt financing
      transaction.

    


    You
      shall
      not be under any obligation to accept any transaction we present to you pursuant
      to this agreement and any proposed transaction shall remain subject to your
      sole
      and complete discretion. Accordingly, you shall have the right to reject the
      terms and/or any entity we present to you as a proposed transaction for any
      reason at any time without any liability hereunder. We agree that no fee shall
      be payable from you to us in the event any entity identified on Exhibit A
      attached hereto, or any affiliate or related party of such entity, provides
      debt, equity or mezzanine financing for the Project. 

    


    For
      purposes of this agreement, equity financing shall refer to the raising of
      company capital by issuing securities rather than taking out loans or selling
      bonds for the capital so raised. Debt financing shall refer to raising funds
      by
      issuing bonds or notes or by borrowing from a financial institution(s) to
      acquire capital. Mezzanine financing shall refer to interim financing used
      to
      fund the difference between equity and debt financing and shall include, without
      limitation, debt financing convertible to equity financing upon the occurrence
      of certain conditions.  

    
      

        
          	
                  Jasper
                    Capital Limited Jasper Consult Limited Jasper Consult DMCC

                  info@jaspercapital.co.uk
                    www.jaspercapital.co.uk

                   

                  Jasper
                    Corporate Finance Limited is authorised and regulated by the
                    Financial
                    Services Authority and 

                  Jasper
                    Consult DMCC is regulated by the Dubai Multi Commodity
                    Centre.

                  Registered
                    Office: 4th Floor, St Alphage House, 2 Fore Street, London EC2Y
                    5DH

                  Registered
                    in England No. 04289852

                	 	
                  London

                  Bury
                    House

                  33
                    Bury Street

                  St.
                    James’s

                  SW1Y
                    6AX

                  United
                    Kingdom

                  T
                    +44 (0) 20 7839 8766

                  F
                    +44 (0) 20 7839 1810

                	 	
                  Dubai

                  1007,
                    Level 10

                  Grosvenor
                    House Commercial Tower

                  Sheikh
                    Zayed Road

                  PO
                    Box 58549,

                  Dubai,
                    UAE

                  T
                    +
                    971 (0) 4 329 8799

                  F
                    +
                    971 (0) 4 329 8797

                


        

         

      

    

    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

     

    Expenses

    


    In
      addition, you undertake that you will, whether or not a transaction takes place,
      promptly reimburse us for all reasonable and approved out of pocket expenses
      properly incurred by us in the performance of our services in relation to the
      Project. In the event such expenses are anticipated to exceed US $5,000 per
      month, we will inform you and receive your prior approval before incurring
      expenses in excess of the stated amount. 

     

    It
      is
      intended that these would be invoiced to you monthly and be paid by you within
      seven days. 

     

    Exclusivity

     

    You
      agree
      to appoint us as your exclusive financial adviser with respect to financing
      sources outside of the United States interested in providing funding for the
      Project for an initial period of three months beginning on the date of this
      letter (the “Primary Period”); provided, however, that we agree not to contact
      or communicate with the entities identified on Exhibit A attached hereto and
      by
      this reference made a part hereof. We further acknowledge and agree that no
      success fee shall be payable to us for any Project financing you may receive
      from any entity(ies) identified on Exhibit A. At any time during the Primary
      Period you may revoke our appointment or we may choose to cease to act for
      you,
      however: if you revoke our appointment (without due cause) during the Primary
      Period but you or any of your related parties complete the transaction related
      to the Project during the Primary Period, you will notify us of the transaction
      and all of its terms. The Primary Period may be extended an additional three
      months based on agreement of both parties. 

     

    Related
      Parties

     

    For
      the
      purposes of this Appendix, “related party” shall be interpreted as that term is
      interpreted for the purposes of Chapter 11 of the Listing Rules published
      by the FSA in its capacity as UK Listing Authority.

     

    Further,
      for the purposes of this Appendix, “related party” includes all companies where
      ECE is the majority shareholder or other business entities or subsidiary
      entities thereof controlled by ECE.

    
      

        
          	
                  Jasper
                    Capital Limited Jasper Consult Limited Jasper Consult DMCC

                  info@jaspercapital.co.uk
                    www.jaspercapital.co.uk

                   

                  Jasper
                    Corporate Finance Limited is authorised and regulated by the
                    Financial
                    Services Authority and 

                  Jasper
                    Consult DMCC is regulated by the Dubai Multi Commodity
                    Centre.

                  Registered
                    Office: 4th Floor, St Alphage House, 2 Fore Street, London EC2Y
                    5DH

                  Registered
                    in England No. 04289852

                	 	
                  London

                  Bury
                    House

                  33
                    Bury Street

                  St.
                    James’s

                  SW1Y
                    6AX

                  United
                    Kingdom

                  T
                    +44 (0) 20 7839 8766

                  F
                    +44 (0) 20 7839 1810

                	 	
                  Dubai

                  1007,
                    Level 10

                  Grosvenor
                    House Commercial Tower

                  Sheikh
                    Zayed Road

                  PO
                    Box 58549,

                  Dubai,
                    UAE

                  T
                    +
                    971 (0) 4 329 8799

                  F
                    +
                    971 (0) 4 329 8797

                


        

         

      

    

    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    


    EXHIBIT
      A

    


    Credit
      Suisse,

    Zurich
      Energy Fund

    Deutsche
      Bank

    Geneva
      Energy Fund

    International
      Finance Bank

    Rodale
      Funding

    
      

        
          	
                  Jasper
                    Capital Limited Jasper Consult Limited Jasper Consult DMCC

                  info@jaspercapital.co.uk
                    www.jaspercapital.co.uk

                   

                  Jasper
                    Corporate Finance Limited is authorised and regulated by the
                    Financial
                    Services Authority and 

                  Jasper
                    Consult DMCC is regulated by the Dubai Multi Commodity
                    Centre.

                  Registered
                    Office: 4th Floor, St Alphage House, 2 Fore Street, London EC2Y
                    5DH

                  Registered
                    in England No. 04289852

                	 	
                  London

                  Bury
                    House

                  33
                    Bury Street

                  St.
                    James’s

                  SW1Y
                    6AX

                  United
                    Kingdom

                  T
                    +44 (0) 20 7839 8766

                  F
                    +44 (0) 20 7839 1810

                	 	
                  Dubai

                  1007,
                    Level 10

                  Grosvenor
                    House Commercial Tower

                  Sheikh
                    Zayed Road

                  PO
                    Box 58549,

                  Dubai,
                    UAE

                  T
                    +
                    971 (0) 4 329 8799

                  F
                    +
                    971 (0) 4 329 8797