Exhibit 10.1


 


AMENDMENT NO. 2


TO


SECOND AMENDED AND RESTATED CREDIT AGREEMENT


 


This AMENDMENT NO.
2 TO SECOND AMENDED AND RESTATED CREDIT AGREEMENT (this “Amendment”) is entered into as of July 31, 2019, by
and among WELLS FARGO BANK, NATIONAL ASSOCIATION, in its capacity as administrative agent (in such capacity, “Agent”)
for each member of the Lender Group and the Bank Product Provider (as each such term is defined in the Credit Agreement referred
to below), KINERGY MARKETING LLC (“Kinergy”), and PACIFIC AG. PRODUCTS, LLC (“Pacific Ag”
and together with Kinergy, each individually, a “Borrower” and collectively, the “Borrowers”).


 


WHEREAS, Borrowers,
Agent and Lenders (as defined below) have entered into certain financing arrangements as set forth in (a) the Second Amended and
Restated Credit Agreement, dated as of August 2, 2017, by and among Agent, the financial institutions from time to time party thereto
as lenders (collectively, the “Lenders”) and Borrowers (as amended, restated, renewed, extended, supplemented,
substituted and otherwise modified from time to time, the “Credit Agreement”) and (b) the Loan Documents (as
defined in the Credit Agreement);


 


WHEREAS, Borrowers,
Agent and Lenders have agreed to amend and modify certain provisions of Credit Agreement, subject to the terms and conditions of
this Amendment.


 


NOW, THEREFORE, upon
the mutual agreements and covenants set forth herein and for other good and valuable consideration, the receipt and sufficiency
of which are hereby acknowledged, the parties hereto agree as follows:


 


1. Definitions.


 


(a) Additional
Definitions. The Credit Agreement is hereby amended to add the following new definition thereto:


 


““Marketing
Agreements” shall mean the Marketing Agreements set forth on Schedule 4.29 attached hereto, as such schedule may be
updated from time to time by Borrowers with prior notice to Agent, provided, that, (i) any additional
Marketing Agreements listed in updates to such Schedule 4.29 shall be substantially similar to the other Marketing Agreements
listed on such Schedule 4.29 and (ii) such updates shall be in form and substance satisfactory to Agent.”


 


““Amendment No. 2 Effective Date”
shall mean July 31, 2019.”


 


(b) Interpretation.
Capitalized terms used and not defined in this Amendment shall have the respective meanings given them in the Credit
Agreement.


 


2. Amendments.


 


(a) Eligible
Inventory. Clause (b) of the second sentence of the definition of “Eligible Inventory” set forth in Section
1.1 of the Credit Agreement is hereby deleted in its entirety and the following substituted therefor:


 




    1


     


    

 


“(b) Inventory (i) at premises other than those owned or leased and controlled
by a Borrower unless Agent has received a Collateral Access Agreement or (ii) constituting Pacific Ethanol Acquired Inventory commingled
with assets of the Pacific Ethanol Affiliates or any other Person (besides a Borrower);” therefor.”


 


(b) Increased
Reporting Event. The definition of “Increased Reporting Event” set forth in Section 1.1 of the Credit Agreement
is hereby deleted in its entirety and the following substituted therefor:


 


““Increased
Reporting Event” means if at any time (i) during the Special Period, (a) Excess Availability is less than the greater
of fifteen percent (15%) of the Borrowing Base reflected in the Borrowing Base Certificate most recently delivered by Borrowers
to Agent or $10,000,000 or (b) a Default or Event of Default shall have occurred and be continuing; and (ii) after the expiration
of the Special Period, (a) Excess Availability is less than twenty-five percent (25%) of the Maximum Revolver Amount or (b) a Default
or Event of Default shall have occurred and be continuing.”


 


(c) Special
Period. The definition of “Special Period” set forth in Section 1.1 of the Credit Agreement is hereby deleted
in its entirety and the following substituted therefor:


 


““Special
Period” shall mean the period through and including the earlier of (a) November 30, 2019 and (b) the tenth (10th)
Business Day following written notice from Agent to Administrative Borrower of the election of Agent to terminate the Special Period.”


 


(d) Special
Eligibility Conditions. The definition of “Special Eligibility Conditions” set forth in Section 1.1 of the Credit
Agreement is hereby deleted in its entirety and the following substituted therefor:


 


““Special
Eligibility Conditions” means, with respect to any item of Pacific Ethanol Acquired Inventory, that (a) such Pacific
Ethanol Acquired Inventory was purchased by a Borrower from a Pacific Ethanol Affiliate pursuant to a Marketing Agreement, (b)
Agent has received an original (or electronic copy) of such Marketing Agreement executed by the parties thereto, and (c) Agent
has received, in form and substance reasonably satisfactory to Agent and executed by each Pacific Ethanol Affiliates Credit Facilities
Agent, one or more agreements, consents, access and/or licenses, including provisions providing for (i) the release of all (or
acknowledgement of not having any) liens and security interests in the Pacific Ethanol Acquired Inventory and (ii) the right of
Agent to access such Pacific Ethanol Acquired Inventory.”


 


(e) Pacific
Ethanol Acquired Inventory. The definition of “Pacific Ethanol Acquired Inventory” set forth in Section 1.1 of
the Credit Agreement is hereby deleted in its entirety and the following substituted therefor:


 


““Pacific Ethanol Acquired
Inventory” means Inventory purchased or acquired by Borrowers from an Affiliate of Borrowers.”


 




    2


     


    


 


(f) Pacific
Ethanol Affiliates. The definition of “Pacific Ethanol Affiliates” set forth in Section 1.1 of the Credit Agreement
is hereby deleted in its entirety and the following substituted therefor:


 


““Pacific
Ethanol Affiliates” mean, collectively, (a) Pacific Ethanol Central, LLC (f/k/a PE AVR Holdings, Inc. f/k/a Aventine
Renewal Energy Holdings, Inc.), (b) Pacific Ethanol Aurora West, LLC (f/k/a Aventine Renewable Energy – Aurora West, LLC),
(c) Pacific Ethanol Pekin, LLC (f/k/a Pacific Ethanol Pekin, Inc. f/k/a Aventine Renewable Energy, Inc.), (d) Pacific Ethanol Canton,
LLC (f/k/a Aventine Renewable Energy –Canton, LLC, (f) Pacific Ethanol Aurora East, LLC (f/k/a Nebraska Energy, L.L.C.),
(g) Pacific Aurora, LLC, (h) Pacific Ethanol Stockton LLC, (i) Pacific Ethanol Magic Valley LLC, (j) Pacific Ethanol Madera LLC,
(k) Illinois Processing, LLC, (l) Pacific Ethanol Columbia LLC, and (m) such other Affiliates of Borrowers which may from time
to time enter into Marketing Agreements with Borrowers, so long as Borrowers notify Agent of such additional Affiliate and deliver
to Agent executed Marketing Agreements with such Affiliate, in each instance, together with its successors and assigns.”


 


(g) Pacific
Ethanol Credit Facility. The definition of “Pacific Ethanol Credit Facility” set forth in Section 1.1 of the Credit
Agreement is hereby deleted in its entirety and the following substituted therefor:


 


““Pacific
Ethanol Credit Facility” shall mean, collectively, any secured credit facility, whether a revolving line of credit or
term loan, by and among any Pacific Ethanol Affiliate and any financial institutions from time to time party thereto as lenders
thereunder, including without limitation, those certain credit facilities evidenced by (a) that certain the Credit Agreement, dated
as of December 15, 2016, by and among the financial institutions from time to time party thereto as lenders, CoBank, ACB, in its
capacity as a Pacific Ethanol Affiliates Credit Facilities Agent, and Pacific Ethanol Pekin, Inc. as the borrower thereunder, (b)
the Credit Agreement, dated as of December 15, 2016, by and among CoBank, ACB, in its capacity lender, Pacific Ethanol Aurora East,
LLC, Pacific Ethanol Aurora West, LLC and Pacific Aurora, LLC as co-borrowers thereunder, (c) that certain the Credit Agreement,
dated as of September 15, 2017, by and among the financial institutions from time to time party thereto as lenders, Compeer Financial
PCA, as lender, CoBank, ACB, in its capacity as a Pacific Ethanol Affiliates Credit Facilities Agent, and Illinois Corn Processing,
LLC as the borrower thereunder, and (d) any successor agreement executed by any Pacific Ethanol Affiliate to refinance or replace
such Credit Agreement or any successor agreement, in each case, as the same now exists or may hereafter be amended, modified, supplemented,
extended, renewed, restated or replaced.”


 



    3


     


    

 


(h) Pacific
Ethanol Acquired Inventory. The Credit Agreement is hereby amended to add the following new Section 4.28:

 


“4.28 Pacific Ethanol Acquired Inventory. Pursuant to the Marketing
Agreements, (a) title to Pacific Ethanol Acquired Inventory consisting of ethanol passes from the seller to the applicable Borrower
at the fill nozzle to the tank in which such Pacific Ethanol Acquired Inventory is stored by such seller, and (b) title to Pacific
Ethanol Acquired Inventory consisting of co-products and distiller grain products passes from the seller to the applicable Borrower
upon deposit of such co-product or distiller grant product by such seller into a receiving truck, barge, or railcar located on
the storage facility of such seller. No storage tank or storage facility that stores or holds Pacific Ethanol Acquired Inventory
as of any date of determination stores or holds any asset or property as of such date of determination other than Pacific Ethanol
Acquired Inventory. To the extent a storage tank or storage facility holds Pacific Ethanol Acquired Inventory as of any date of
determination, all ethanol and co-products stored or held in such storage tank or storage facility as of such date of determination
constitutes Pacific Ethanol Acquired Inventory.”


 


(i) Schedule
4.25 (Locations of Inventory). Schedule 4.25 (Locations of Inventory) to the Credit Agreement is hereby deleted in its entirety
and Schedule 4.25 attached hereto as Exhibit A is hereby inserted to the Credit Agreement as the new Schedule 4.25.


 


(j) Schedule
4.29 (Material Contracts). Schedule 4.29 (Material Contracts) to the Credit Agreement is hereby deleted in its entirety and
Schedule 4.29 attached hereto as Exhibit B is hereby inserted to the Credit Agreement as the new Schedule 4.29.


 


3. Amendment
Fee. In addition to all other fees, costs and expenses payable by Borrowers to Agent and Lenders under the Loan Documents
Borrowers shall pay to Agent an amendment fee in the amount of $50,000 (the “Amendment Fee”). The Amendment
Fee shall be fully earned, due and payable on the date hereof, and shall not be subject to refund or rebate for any reason. Borrowers
acknowledge and agree that Agent may, in its sole and absolute discretion, allocate to itself or to any Lender all or any portion
of the Amendment Fee.


 


4. Post-Closing.
Borrowers hereby acknowledge, confirm, and agree that they shall use commercially reasonable efforts to deliver to Agent:


 


(a) On
or prior to August 14, 2019 (as such date may be extended by Agent in its discretion, which
extension may be granted by electronic mail), Collateral Access Agreements for all locations owned by a Pacific Ethanol Affiliate,
in form and substance reasonably satisfactory to Agent; and


 


(b) On
or prior to August 14, 2019 (as such date may be extended by Agent in its discretion, which
extension may be granted by electronic mail), an access and license to use agreement, in form
and substance reasonably satisfactory to Agent, executed by Pacific Ethanol Affiliates Credit Facilities
Agent in respect of the Pacific Ethanol Credit Facility with Illinois Corn Processing, LLC.


 


5. Additional
Representation. In addition to the continuing representations, warranties and covenants at any time made by
Borrowers to Agent and Lenders pursuant to the Credit Agreement, and the other Loan Documents, Borrowers hereby jointly and
severally represent, warrant and covenant with and to Agent and Lenders that, as of the date of this Amendment and after giving effect hereto, no known Default or Event of Default exists or has occurred
and is continuing.


 




    4


     


    


 


6. Release.
In consideration of the agreements of Agent and Lenders contained herein and the making of loans by or on behalf of Agent and
Lenders to Borrowers pursuant to the Credit Agreement, and for other good and valuable consideration, the receipt and sufficiency
of which is hereby acknowledged, each Borrower on behalf of itself and its successors, assigns, and other legal representatives
(the “Releasing Parties”), hereby, jointly and severally, absolutely, unconditionally and irrevocably releases,
remises and forever discharges Agent and each Lender, and their present and former shareholders, affiliates, subsidiaries, divisions,
predecessors, directors, officers, attorneys, employees, agents and other representatives and their respective successors and
assigns (Agent, each Lender and all such other parties being hereinafter referred to collectively as the “Releasees”
and individually as a “Releasee”), of and from all demands, actions, causes of action, suits, covenants, contracts,
controversies, agreements, promises, sums of money, accounts, bills, reckonings, damages and any and all other claims, counterclaims,
defenses, rights of set-off, demands and liabilities whatsoever (individually, a “Claim” and collectively,
“Claims”) of every name and nature, known or unknown, suspected or unsuspected, both at law and in equity,
whether liquidated or unliquidated, matured or unmatured, asserted or unasserted, fixed or contingent, foreseen or unforeseen
and anticipated or unanticipated, which any Releasing Party may now or hereafter own, hold, have or claim to have against the
Releasees or any of them for, upon, or by reason of any nature, cause or thing whatsoever which arises at any time on or prior
to the day and date of this Amendment, in relation to, or in any way in connection with the Credit Agreement, as amended and supplemented
through the date hereof, this Amendment and the other Loan Documents. Each Releasing Party understands, acknowledges and agrees
that the release set forth above may be pleaded as a full and complete defense and may be used as a basis for an injunction against
any action, suit or other proceeding which may be instituted, prosecuted or attempted in breach of the provisions of such release.


 


It is the intention of the Releasing Parties that the above
release shall be effective as a full and final release of each and every matter specifically and generally referred to above clause
(a). Each Releasing Party acknowledges and represents that it has been advised by independent legal counsel with respect to the
agreements contained herein and with respect to the provisions of California Civil Code Section 1542, which provides as follows:
“A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS THAT THE CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO EXIST IN HIS
OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, AND THAT IF KNOWN BY HIM OR HER WOULD HAVE MATERIALLY AFFECTED THE SETTLEMENT
WITH THE DEBTOR OR RELEASEE.” Each Releasing Party, being aware of said code section, expressly waives on its own behalf
and on behalf of those for which such Releasing Party is giving the release, any and all rights either may have thereunder, as
well as under any other statute or common law principle of similar effect, with respect to any of the matters released herein.
This release shall act as a release of all included claims, rights and causes of action, whether such claims are currently known,
unknown, foreseen or unforeseen and regardless of any present lack of knowledge as to such claims. Each Releasing Party understands
and acknowledges the significance and consequence of this waiver of California Civil Code Section 1542, and hereby assumes full
responsibility for any injuries, damages, losses or liabilities released herein.


 


7. Conditions
to Effectiveness. The effectiveness of this Amendment shall be subject to the receipt by Agent of (a) an original (or electronic
copy) of this Amendment (and all exhibits hereto) duly authorized, executed and delivered by Borrowers and Lenders and (b) the
Amendment Fee.


 




    5


     


    

 


8. Effect
of this Amendment. Except as modified pursuant hereto, no other changes or modifications to the Credit Agreement are intended
or implied and in all other respects the Credit Agreement is hereby specifically ratified, restated and confirmed by all parties
hereto as of the date hereof. To the extent of conflict between the terms of this Amendment, on the one hand, and Credit Agreement,
on the other hand, the terms of this Amendment shall control.


 


9. Further
Assurances. Borrowers shall execute and deliver such additional documents and take such additional action as may be reasonably
requested by Agent to effectuate the provisions and purposes of this Amendment.


 


10. Binding
Effect. This Amendment shall be binding upon and inure to the benefit of each of the parties hereto and their respective successors
and assigns.


 


11. Governing
Law. The rights and obligations hereunder of each of the parties hereto shall be governed by and interpreted and determined
in accordance with the internal laws of the State of California (without giving effect to principles of conflict of laws).


 


12. Counterparts.
This Amendment may be signed in counterparts, each of which shall be an original and all of which taken together constitute one
agreement. In making proof of this Amendment, it shall not be necessary to produce or account for more than one counterpart signed
by the party to be charged. Delivery of an executed counterpart of this Amendment electronically or by facsimile shall be effective
as delivery of an original executed counterpart of this Amendment.


 


[REMAINDER OF PAGE INTENTIONALLY LEFT BLANK]


 




    6


     


    

 


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


 


BORROWERS: 


 


KINERGY MARKETING LLC,


as a Borrower


 


	By:	/s/ Bryon T. McGregor	 
	Name:	Bryon T. McGregor	 
	Title:	CFO	 


 


PACIFIC AG. PRODUCTS, LLC,


as a Borrower


 


	By:	/s/ Bryon T. McGregor	 
	Name:	Bryon T. McGregor	 
	Title:	CFO	 


 


AGENT AND LENDER:


 


WELLS FARGO BANK, NATIONAL ASSOCIATION,


as Agent and sole Lender


 


	By:	/s/ Carlos Valles	 
	Name:	Carlos Valles	 
	Title:	Vice President	 


 


 


Signature Page to Amendment No. 2 to
Credit Agreement


 




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EXHIBIT A


 


Schedule 4.25


Locations of Inventory


 


		A.	Company: Kinergy Marketing LLC



 


Locations of Inventory, Equipment and Other Assets


 


	Address	 	Type	 	Owned/Leased/3rd Party	 	Name of Third Party*
	 	 	 	 	 	 	 
	71335 Rail Loop Drive, Boardman, OR 97818**	 	Plant	 	Pacific Ethanol Columbia, LLC	 	 
	 	 	 	 	 	 	 
	2600 Washington Ave., Burley, ID 83318**	 	Plant	 	Pacific Ethanol Magic Valley, LLC	 	 
	 	 	 	 	 	 	 
	2600 Washington Ave., Burley, ID 83318**	 	Transload

 (PEMV – K)	 	Pacific Ethanol Magic Valley, LLC	 	 
	 	 	 	 	 	 	 
	31470 Avenue 12, Madera, CA 93638**	 	Plant	 	Pacific Ethanol Madera LLC	 	 
	 	 	 	 	 	 	 
	1205 S. O Road, Aurora, NE 68818**	 	Plant	 	Pacific Ethanol Aurora East, LLC	 	 
	 	 	 	 	 	 	 
	2103 Harvest Drive, Aurora, NE 68818**	 	Plant	 	Pacific Ethanol Aurora West, LLC	 	 
	 	 	 	 	 	 	 
	1300 S. Second Street, Pekin, IL 61554**	 	Plant	 	Pacific Ethanol Pekin, LLC	 	 
	 	 	 	 	 	 	 
	3028 Navy Drive, Stockton, CA 95206**	 	Plant	 	Pacific Ethanol Stockton LLC	 	 
	 	 	 	 	 	 	 
	3028 Navy Drive, Stockton, CA 95206**	 	Transload (PES-K)	 	Pacific Ethanol Stockton LLC	 	 


 




    8


     


    

 



	Address	 	Type	 	Owned/Leased/3rd Party	 	Name of Third Party*
	 	 	 	 	 	 	 
	3028 Navy Drive, Stockton, CA 95206**	 	Transload (PES-MV)	 	Pacific Ethanol Stockton LLC	 	 
	 	 	 	 	 	 	 
	15000 E Smith Road, Aurora, CO 80011	 	Rack Terminal	 	3rd party	 	Magellan Midstream Partners
	 	 	 	 	 	 	 
	2503 S.E. 43rd St, Des Moines, IA 50317	 	Rack Terminal	 	3rd party	 	Magellan Midstream Partners
	 	 	 	 	 	 	 
	1/4 Mile N Jct. Hwy 56/HWY156, Great Bend, KS 67530	 	Rack Terminal	 	3rd party	 	Magellan Midstream Partners
	 	 	 	 	 	 	 
	401 E. Donovan Rd, Kansas City, KS 66115	 	Rack Terminal	 	3rd party	 	Magellan Midstream Partners
	 	 	 	 	 	 	 
	2451 W County Road C, St. Paul, MN 55113	 	Rack Terminal	 	3rd party	 	Magellan Midstream Partners
	 	 	 	 	 	 	 
	251 N Sunnylane Road, Oklahoma City, OK 74107	 	Rack Terminal	 	3rd party	 	Magellan Midstream Partners
	 	 	 	 	 	 	 
	2205 N 11th Street, Omaha, NE 68110	 	Rack Terminal	 	3rd party	 	Magellan Midstream Partners
	 	 	 	 	 	 	 
	100 Hwy 4, Scott City, KS 67871	 	Rack Terminal	 	3rd party	 	Magellan Midstream Partners
	 	 	 	 	 	 	 
	RFD No. 1 Box 151, Topeka, KS 66546	 	Rack Terminal	 	3rd party	 	Magellan Midstream Partners
	 	 	 	 	 	 	 
	2120 South 33rd West Ave, Tulsa, OK 74107	 	Rack Terminal	 	3rd party	 	Magellan Midstream Partners


 




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	Address	 	Type	 	Owned/Leased/3rd Party	 	Name of Third Party*
	 	 	 	 	 	 	 
	1120 S Meridian Ave, Valley Center, KS 67147	 	Rack Terminal	 	3rd party	 	Magellan Midstream Partners
	 	 	 	 	 	 	 
	12275 S US HWY 281, Doniphan, NE 68832	 	Rack Terminal	 	3rd party	 	Magellan Midstream Partners
	 	 	 	 	 	 	 
	8500 West 68th Street, Argo, IL 60501-0409	 	Terminal	 	3rd party	 	Kinder Morgan – Argo
	 	 	 	 	 	 	 
	125 North 53rd Ave, Phoenix, AZ 85043	 	Terminal	 	3rd party	 	CalJet
	 	 	 	 	 	 	 
	9420 NW St. Helens Road, Portland, OR 97231**	 	Terminal	 	3rd party	 	NuStar Energy Linnton
	 	 	 	 	 	 	 
	2900 Sacajawea Park Rd, Pasco, WA 99301	 	Terminal	 	3rd party	 	Tidewater - Pasco
	 	 	 	 	 	 	 
	488 Wright Avenue, Richmond, CA 94804**	 	Terminal	 	3rd party	 	Transmontaigne
	 	 	 	 	 	 	 
	90 San Pablo Ave, Crockett, CA 94525**	 	Terminal	 	3rd party	 	NuStar Selby
	 	 	 	 	 	 	 
	2941 Navy Drive, Stockton, CA 95206-0653**	 	Terminal	 	3rd party	 	NuStar Energy Stockton
	 	 	 	 	 	 	 
	1015 South Cherry, Tucson, AZ 85719	 	Terminal	 	3rd party	 	AZ Petroleum
	 	 	 	 	 	 	 
	Beatty Terminal, Boise, ID	 	Transload Facility	 	3rd party	 	Boise West Point



 



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	Address	 	Type	 	Owned/Leased/3rd Party	 	Name of Third Party*
	 	 	 	 	 	 	 
	2690 Prairie Road, Eugene, OR 97404	 	Transload Facility	 	3rd party	 	Tyree Oil
	 	 	 	 	 	 	 
	2200 S Highland Drive, Las Vegas, NV 89102	 	Transload Facility	 	3rd party	 	Rebel Oil
	 	 	 	 	 	 	 
	8000 E Manning Avenue, Fowler, CA 93625	 	Transload Facility *inactive	 	3rd party	 	Van G - Goble Terminal


 


		*	Addresses for the third parties are the addresses listed herein.



		**	Bailee agreement in place.



 


Third Party Relationships:


 


		-	Terminals: The Companies have entered into terminaling agreements with third parties which grants the
Companies access to store products at such facilities.



 


		-	Plant – 3rd
Party: The Companies market the products for these third parties but does not store
any ethanol at these locations.



 


		-	Transload Facility: The Companies have entered into terminaling agreements with third parties which grants
the Companies access to ship railcars to such facility and offload into trucks. Ethanol remains in railcars until offloaded.



 




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EXHIBIT B


 


Schedule 4.29


Material Contracts


 


	 	 	Company	 	Name of Agreement	 	Date of Agreement	 	Parties to Agreement	 	Date of Expiration/Termination
	1.	 	Kinergy Marketing LLC & Pacific Ag Products, LLC	 	Affiliated Company Agreement	 	July 1, 2015	 	Pacific Ethanol, Inc. and its subsidiaries	 	Auto Renew Annually
	 	 	 	 	 	 	 	 	 	 	 
	2.	 	Kinergy Marketing LLC & Pacific Ag Products, LLC	 	Amendment No. 1 to Affiliated Company Agreement	 	January 1, 2017	 	Pacific Ethanol, Inc. and its subsidiaries	 	Coterminous
	 	 	 	 	 	 	 	 	 	 	 
	3.	 	Kinergy Marketing LLC & Pacific Ag Products, LLC	 	Amendment No. 2 to Affiliated Company Agreement (Draft 7-3-17)	 	July 1, 2017	 	Pacific Ethanol, Inc. and its subsidiaries (including Illinois Corn Processing, LLC)	 	Coterminous
	 	 	 	 	 	 	 	 	 	 	 
	4.	 	Kinergy Marketing LLC	 	Amended and Restated Ethanol Marketing Agreement	 	September 1, 2014	 	Pacific Ethanol Stockton LLC	 	Auto Renew Annually
	 	 	 	 	 	 	 	 	 	 	 
	5.	 	Kinergy Marketing LLC	 	Amended and Restated Ethanol Marketing Agreement	 	July 1, 2015	 	Pacific Ethanol Magic Valley, LLC	 	Auto Renew Annually
	 	 	 	 	 	 	 	 	 	 	 
	6.	 	Kinergy Marketing LLC	 	Amended and Restated Ethanol Marketing Agreement	 	July 1, 2015	 	Pacific Ethanol Madera LLC	 	Auto Renew Annually


 




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	7.	 	Kinergy Marketing LLC	 	Ethanol Marketing Agreement	 	July 1, 2015	 	Aventine Renewable Energy – Aurora West, LLC (n/k/a “Pacific Ethanol Aurora West, LLC”)	 	Auto Renew Annually
	 	 	 	 	 	 	 	 	 	 	 
	8.	 	Kinergy Marketing LLC	 	Ethanol Marketing Agreement	 	July 1, 2015	 	Aventine Renewable Energy, Inc. – (n/k/a to “Pacific Ethanol Pekin, LLC”)	 	Auto Renew Annually
	 	 	 	 	 	 	 	 	 	 	 
	9.	 	Kinergy Marketing LLC	 	Amendment No. 1 to Ethanol Marketing Agreement	 	December 15, 2016	 	Pacific Ethanol Pekin, LLC	 	Coterminous
	 	 	 	 	 	 	 	 	 	 	 
	10.	 	Kinergy Marketing LLC	 	Ethanol Marketing Agreement	 	July 1, 2015	 	Nebraska Energy, L.L.C (n/k/a “Pacific Ethanol Aurora East, LLC”)	 	Auto Renew Annually
	 	 	 	 	 	 	 	 	 	 	 
	11.	 	Kinergy Marketing LLC	 	Ethanol Marketing Agreement	 	December 15, 2016	 	Pacific Aurora, LLC	 	Auto Renew Annually
	 	 	 	 	 	 	 	 	 	 	 
	12.	 	Kinergy Marketing LLC	 	Alcohol Product Marketing Agreement (Draft 7-3-17)	 	July 3, 2017	 	Illinois Corn Processing, LLC	 	Auto Renew Annually
	 	 	 	 	 	 	 	 	 	 	 
	13.	 	Pacific Ag. Products, LLC	 	Co-Product Marketing Agreement (Draft 7-3-17)	 	July 3, 2017	 	Illinois Corn Processing, LLC	 	Auto Renew Annually
	 	 	 	 	 	 	 	 	 	 	 
	14.	 	Pacific Ag. Products, LLC	 	Grain Procurement and Supply Agreement (Draft 7-3-17)	 	July 3, 2017	 	Illinois Corn Processing, LLC	 	Auto Renew Annually


 






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	15.	 	Pacific Ag. Products, LLC	 	Co-Product Marketing Agreement	 	July 1, 2015	 	Illinois Corn Processing, LLC	 	Auto Renew Annually
	 	 	 	 	 	 	 	 	 	 	 
	16.	 	Pacific Ag. Products, LLC	 	Co-Product Marketing Agreement	 	December 15, 2016	 	Pacific Aurora, LLC	 	Auto Renew Annually
	 	 	 	 	 	 	 	 	 	 	 
	17.	 	Pacific Ag. Products, LLC	 	Distillers Grains Marketing Agreement (Boardman Project)	 	February 27, 2017	 	Pacific Ethanol 

Columbia, LLC	 	Auto Renew Annually
	 	 	 	 	 	 	 	 	 	 	 
	18.	 	Pacific Ag. Products, LLC	 	Co-Product Marketing Agreement (Pekin)	 	July 1, 2015	 	Pacific Ethanol Pekin, Inc.	 	Auto Renew Annually
	 	 	 	 	 	 	 	 	 	 	 
	19.	 	Kinergy Marketing, LLC	 	Amended and Restated Ethanol Marketing Agreement	 	July 1, 2015	 	Pacific Ethanol Stockton, LLC	 	Auto Renew Annually
	 	 	 	 	 	 	 	 	 	 	 
	18.	 	Kinergy Marketing, LLC	 	Amended and Restated Ethanol Marketing Agreement	 	July 1, 2015	 	Pacific Ethanol Columbia, LLC	 	Auto Renew Annually


 




 


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