Exhibit 10.29


 


 


COMMERCIAL SECURITY AGREEMENT


 


	Principal	Loan
    Date	Maturity	Loan
    No	Call
    / Coll	Account	Officer	Initials
	$8,000,000.00	10-13-2012	10-13-2013	104403439	 	 	KWS	 
	References
    in the boxes above are for Lender’s use only and do not limit the applicability of this document to any particular loan or
    Item.

Any item above containing “***” has been omitted due to text length limitations.


 


	Grantor:	JBGL Builder Finance
    LLC	Lender:	INWOOD NATIONAL BANK
	 	3131 Harvard Ave., Ste. 103	 	7621 INWOOD ROAD
	 	Dallas, TX 75205	 	DALLAS, TX 75209
	 	 	 	 


 


THIS COMMERCIAL SECURITY AGREEMENT
dated October 13, 2012, is made and executed between JBGL Builder Finance LLC (“Grantor”) and INWOOD NATIONAL BANK (“Lender”).


 


GRANT OF SECURITY INTEREST. For valuable
consideration, Grantor grants to Lender a security interest in the Collateral to secure the Indebtedness and agrees that Lender
shall have the rights stated in this Agreement with respect to the Collateral, In addition to all other rights which Lender may
have by law.


 


COLLATERAL DESCRIPTION. The word
“Collateral” as used in this Agreement means the following described property, whether now owned or hereafter acquired,
whether now existing or hereafter arising, and wherever located, in which Grantor is giving to Lender a security interest for
the payment of the Indebtedness and performance of all other obligations under the Note and this Agreement:


 


BLANKET LIEN ON THE BORROWER’S
EXISTING AND FUTURE NOTES RECEIVABLE


 


In addition, the word “Collateral”
also includes all the following, whether now owned or hereafter acquired, whether now existing or hereafter arising, and wherever
located:


 


(A)   All accessions,
attachments, accessories, replacements of and additions to any of the collateral described herein, whether added now or later.


 


(B)   All products
and produce of any of the property described in this Collateral section.


 


(C)   All accounts,
general intangibles, instruments, rents, monies, payments, and all other rights, arising out of a sale, lease, consignment or
other disposition of any of the property described in this Collateral section.


 


(D)   All proceeds
(including insurance proceeds) from the sale, destruction, loss, or other disposition of any of the property described In this
Collateral section, and sums due from a third party who has damaged or destroyed the Collateral or from that party’s Insurer,
whether due to judgment, settlement or other process.


 


(E)   All records
and data relating to any of the property described in this Collateral section, whether in the form of a writing, photograph, microfilm,
microfiche, or electronic media, together with all of Grantor’s right, title, and interest in and to all computer software required
to utilize, create, maintain, and process any such records or data on electronic media.


 


CROSS-COLLATERALIZATION. In addition
to the Note, this Agreement secures all obligations, debts and liabilities, plus interest thereon, of Grantor to Lender, or any
one or more of them, as well as all claims by Lender against Grantor or any one or more of them, whether now existing or hereafter
arising, whether related or unrelated to the purpose of the Note, whether voluntary or otherwise, whether due or not due, direct
or indirect, determined or undetermined, absolute or contingent, liquidated or unliquidated, whether Grantor may be liable individually
or jointly with others, whether obligated as guarantor, surety, accommodation party or otherwise. However, this Agreement shall
not secure, and the “Indebtedness” shall not include, any obligations arising under Subchapters E and F of Chapter 342
of the Texas Finance Code, as amended.


 


FUTURE ADVANCES. In addition to
the Note, this Agreement secures all future advances made by Lender to Grantor regardless of whether the advances are made a)
pursuant to a commitment or b) for the same purposes.


 


RIGHT OF SETOFF. To the extent
permitted by applicable law, Lender reserves a right of setoff in all Grantor’s accounts with Lender (whether checking, savings,
or some other account). This includes all accounts Grantor holds jointly with someone else and all accounts Grantor may open in
the future. However, this does not include any IRA or Keogh accounts, or any trust accounts for which setoff would be prohibited
by law. Grantor authorizes Lender, to the extent permitted by applicable law, to charge or setoff all sums owing on the Indebtedness
against any and all such accounts.


 


GRANTOR’S REPRESENTATIONS AND WARRANTIES
WITH RESPECT TO THE COLLATERAL. With respect to the Collateral, Grantor represents and promises to Lender that:


 


Perfection of Security Interest.
Grantor agrees to take whatever actions are requested by Lender to perfect and continue Lender’s security interest in the
Collateral. Upon request of Lender, Grantor will deliver to Lender any and all of the documents evidencing or constituting the
Collateral, and Grantor will note Lender’s interest upon any and all chattel paper and instruments if not delivered to Lender
for possession by Lender. This is a continuing Security Agreement and will continue in effect even though all or any part of
the Indebtedness is paid in full and even though for a period of time Grantor may not be indebted to Lender.


 


Notices to Lender. Grantor
will promptly notify Lender in writing at Lender’s address shown above (or such other addresses as Lender may designate from time
to time) prior to any (1) change in Grantor’s name; (2) change in Grantor’s assumed business name(s); (3) change in the management
or in the members or managers of the limited liability company Grantor; (4) change in the authorized signer(s); (5) change in
Grantor’s principal office address; (6) change in Grantor’s state of organization; (7) conversion of Grantor to a new or different
type of business entity; or (8) change in any other aspect of Grantor that directly or indirectly relates to any agreements between
Grantor and Lender. No change in Grantor’s name or state of organization will take effect until after Lender has received notice.


 


No Violation. The execution
and delivery of this Agreement will not violate any law or agreement governing Grantor or to which Grantor is a party, and its
membership agreement does not prohibit any term or condition of this Agreement.


 


Enforceability of Collateral.
To the extent the Collateral consists of accounts, chattel paper, or general intangibles, as defined by the Uniform Commercial
Code, the Collateral is enforceable in accordance with its terms, is genuine, and fully complies with all applicable laws and
regulations concerning form, content and manner of preparation and execution, and all persons appearing to be obligated on the
Collateral have authority and capacity to contract and are in fact obligated as they appear to be on the Collateral. There shall
be no setoffs or counterclaims against any of the Collateral, and no agreement shall have been made under which any deductions
or discounts may be claimed concerning the Collateral except those disclosed to Lender in writing.


 


Location of the Collateral.
Except in the ordinary course of Grantor’s business, Grantor agrees to keep the Collateral at Grantor’s address shown above
or at such other locations as are acceptable to Lender. Upon Lender’s request, Grantor will deliver to Lender in form satisfactory
to Lender a schedule of real properties and Collateral locations relating to Grantor’s operations, including without limitation
the following: (1) all real property Grantor owns or is purchasing; (2) all real property Grantor is renting or leasing; (3) all
storage facilities Grantor owns, rents, leases, or uses; and (4) all other properties where Collateral is or may be located.


 


Removal of the Collateral.
Except in the ordinary course of Grantor’s business, Grantor shall not remove the Collateral from its existing location without
Lender’s prior written consent. Grantor shall, whenever requested, advise Lender of the exact location of the Collateral.


 


Transactions Involving Collateral.
Except for inventory sold or accounts collected in the ordinary course of Grantor’s business, or as otherwise provided for
in this Agreement, Grantor shall not sell, offer to sell, or otherwise transfer or dispose of the Collateral. Grantor shall not
pledge, mortgage, encumber or otherwise permit the Collateral to be subject to any lien, security interest, encumbrance, or charge,
other than the security interest provided for in this Agreement, without the prior written consent of Lender. This includes security
interests even if junior in right to the security interests granted under this Agreement. Unless waived by Lender, all proceeds
from any disposition of the Collateral (for whatever reason) shall be held in trust for Lender and shall not be commingled with
any other funds; provided however, this requirement shall not constitute consent by Lender to any sale or other disposition. Upon
receipt, Grantor shall immediately deliver any such proceeds to Lender.


 


Title. Grantor represents
and warrants to Lender that Grantor holds good and marketable title to the Collateral, free and clear of all liens and encumbrances
except for the lien of this Agreement. No financing statement covering any of the Collateral is on file in any public office other
than those which reflect the security interest created by this Agreement or to which Lender has specifically consented. Grantor
shall defend Lender’s rights in the Collateral against the claims and demands of all other persons.


 


Repairs and Maintenance.
Grantor agrees to keep and maintain, and to cause others to keep and maintain, the Collateral in good order, repair and condition
at all times while this Agreement remains in effect. Grantor further agrees to pay when due all claims for work done on, or services
rendered or material furnished in connection with the Collateral so that no lien or encumbrance may ever attach to or be filed
against the Collateral.


 




    	 



    	 



    

 





	 	COMMERCIAL SECURITY AGREEMENT	 
	Loan No: 104403439	(Continued)	Page 2



 


Inspection of Collateral.
Lender and Lender’s designated representatives and agents shall have the right at all reasonable times to examine and
inspect the Collateral wherever located.


 


Taxes, Assessments and Liens.
Grantor will pay when due all taxes, assessments and liens upon the Collateral, its use or operation, upon this Agreement,
upon any promissory note or notes evidencing the Indebtedness, or upon any of the other Related Documents. Grantor may withhold
any such payment or may elect to contest any lien if Grantor is in good faith conducting an appropriate proceeding to contest
the obligation to pay and so long as Lender’s interest in the Collateral is not jeopardized in Lender’s sole opinion. In any contest
Grantor shall defend itself and Lender and shall satisfy any final adverse judgment before enforcement against the Collateral.
Grantor shall name Lender as an additional obligee under any surety bond furnished in the contest proceedings. Grantor further
agrees to furnish Lender with evidence that such taxes, assessments, and governmental and other charges have been paid in full
and in a timely manner. Grantor may withhold any such payment or may elect to contest any lien if Grantor is in good faith conducting
an appropriate proceeding to contest the obligation to pay and so long as Lender’s interest in the Collateral is not jeopardized.


 


Compliance with Governmental
Requirements. Grantor shall comply promptly with all laws, ordinances, rules and regulations of all governmental authorities,
now or hereafter in effect, applicable to the ownership, production, disposition, or use of the Collateral, including all laws
or regulations relating to the undue erosion of highly-erodible land or relating to the conversion of wetlands for the production
of an agricultural product or commodity. Grantor may contest in good faith any such law, ordinance or regulation and withhold
compliance during any proceeding, including appropriate appeals, so long as Lender’s interest in the Collateral, in Lender’s opinion,
is not jeopardized.


 


Hazardous Substances.
Grantor represents and warrants that the Collateral never has been, and never will be so long as this Agreement remains a lien
on the Collateral, used in violation of any Environmental Laws or for the generation, manufacture, storage, transportation, treatment,
disposal, release or threatened release of any Hazardous Substance. The representations and warranties contained herein are based
on Grantor’s due diligence in investigating the Collateral for Hazardous Substances. Grantor hereby (1) releases and waives any
future claims against Lender for indemnity or contribution in the event Grantor becomes liable for cleanup or other costs under
any Environmental Laws, and (2) agrees to indemnify, defend, and hold harmless Lender against any and all claims and losses resulting
from a breach of this provision of this Agreement. This obligation to indemnify and defend shall survive the payment of the Indebtedness
and the satisfaction of this Agreement.


 


Maintenance of Casualty
Insurance. Grantor shall procure and maintain all risks insurance, including without limitation fire, theft and liability
coverage together with such other insurance as Lender may require with respect to the Collateral, in form, amounts, coverages
and basis reasonably acceptable to Lender. Grantor, upon request of Lender, will deliver to Lender from time to time the policies
or certificates of insurance in form satisfactory to Lender, including stipulations that coverages will not be cancelled or diminished
without at least fifteen (15) days’ prior written notice to Lender and not including any disclaimer of the insurer’s liability
for failure to give such a notice. Each insurance policy also shall include an endorsement providing that coverage in favor of
Lender will not be impaired in any way by any act, omission or default of Grantor or any other person. In connection with all
policies covering assets in which Lender holds or is offered a security interest, Grantor will provide Lender with such loss payable
or other endorsements as Lender may require. If Grantor at any time falls to obtain or maintain any insurance as required under
this Agreement, Lender may (but shall not be obligated to) obtain such insurance as Lender deems appropriate, including if Lender
so chooses “single interest Insurance,” which will cover only Lender’s interest in the Collateral.


 


Application of Insurance
Proceeds. Grantor shall promptly notify Lender of any loss or damage to the Collateral, whether or not such casualty or loss
is covered by insurance. Lender may make proof of loss if Grantor fails to do so within fifteen (15) days of the casualty. All
proceeds of any insurance on the Collateral, including accrued proceeds thereon, shall be held by Lender as part of the Collateral.
If Lender consents to repair or replacement of the damaged or destroyed Collateral, Lender shall, upon satisfactory proof of expenditure,
pay or reimburse Grantor from the proceeds for the reasonable cost of repair or restoration. If Lender does not consent to repair
or replacement of the Collateral, Lender shall retain a sufficient amount of the proceeds to pay all of the indebtedness, and
shall pay the balance to Grantor. Any proceeds which have not been disbursed within six (6) months after their receipt and which
Grantor has not committed to the repair or restoration of the Collateral shall be used to prepay the indebtedness.


 


Insurance Reserves.
Lender may require Grantor to maintain with Lender reserves for payment of insurance premiums, which reserves shall be created
by monthly payments from Grantor of a sum estimated by Lender to be sufficient to produce, at least fifteen (15) days before the
premium due date, amounts at least equal to the insurance premiums to be paid. If fifteen (15) days before payment is due, the
reserve funds are insufficient, Grantor shall upon demand pay any deficiency to Lender. The reserve funds shall be held by Lender
as a general deposit and shall constitute a non-interest-bearing account which Lender may satisfy by payment of the insurance
premiums required to be paid by Grantor as they become due. Lender does not hold the reserve funds in trust for Grantor, and Lender
is not the agent of Grantor for payment of the insurance premiums required to be paid by Grantor. The responsibility for the payment
of premiums shall remain Grantor’s sole responsibility.


 


Insurance Reports. Grantor,
upon request of Lender, shall furnish to Lender reports on each existing policy of insurance showing such information as Lender
may reasonably request including the following: (1) the name of the insurer; (2) the risks insured; (3) the amount of the policy;
(4) the property insured; (5) the then current value on the basis of which insurance has been obtained and the manner of determining
that value; and (6) the expiration date of the policy. In addition, Grantor shall upon request by Lender (however not more often
than annually) have an independent appraiser satisfactory to Lender determine, as applicable, the cash value or replacement cost
of the Collateral.


 


Financing Statements.
Grantor authorizes Lender to file a UCC financing statement, or alternatively, a copy of this Agreement to perfect Lender’s security
interest. At Lender’s request, Grantor additionally agrees to sign all other documents that are necessary to perfect, protect,
and continue Lender’s security interest in the Property. Grantor will pay all filing fees, title transfer fees, and other fees
and costs involved unless prohibited by law or unless Lender is required by law to pay such fees and costs. Grantor irrevocably
appoints Lender to execute documents necessary to transfer title if there is a default, Lender may file a copy of this Agreement
as a financing statement. If Grantor changes Grantor’s name or address, or the name or address of any person granting a security
interest under this Agreement changes, Grantor will promptly notify the Lender of such change.


 


GRANTOR’S RIGHT TO POSSESSION.
Until default, Grantor may have possession of the tangible personal property and beneficial use of all the Collateral and may
use it in any lawful manner not inconsistent with this Agreement or the Related Documents, provided that Grantor’s right to possession
and beneficial use shall not apply to any Collateral where possession of the Collateral by Lender is required by law to perfect
Lender’s security interest in such Collateral. If Lender at any time has possession of any Collateral, whether before or after
an Event of Default, Lender shall be deemed to have exercised reasonable care in the custody and preservation of the Collateral
if Lender takes such action for that purpose as Grantor shall request or as Lender, in Lender’s sole discretion, shall deem appropriate
under the circumstances, but failure to honor any request by Grantor shall not of itself be deemed to be a failure to exercise
reasonable care. Lender shall not be required to take any steps necessary to preserve any rights in the Collateral against prior
parties, nor to protect, preserve or maintain any security interest given to secure the indebtedness.


 


LENDER’S EXPENDITURES. If any action
or proceeding is commenced that would materially affect Lender’s interest in the Collateral or if Grantor falls to comply with
any provision of this Agreement or any Related Documents, including but not limited to Grantor’s failure to discharge or pay when
due any amounts Grantor is required to discharge or pay under this Agreement or any Related Documents, Lender on Grantor’s behalf
may (but shall not be obligated to) take any action that Lender deems appropriate, including but not limited to discharging or
paying all taxes, liens, security interests, encumbrances and other claims, at any time levied or placed on the Collateral and
paying all costs for insuring, maintaining and preserving the Collateral. All such expenditures paid by Lender for such purposes
will then bear interest at the Note rate from the date paid by Lender to the date of repayment by Grantor. To the extent permitted
by applicable law, all such expenses will become a part of the indebtedness and, at Lender’s option, will (A) be payable on demand;
(B) be added to the balance of the Note and be apportioned among and be payable with any installment payments to become due during
either (1) the term of any applicable insurance policy; or (2) the remaining term of the Note; or (C) be treated as a balloon
payment which will be due and payable at the Note’s maturity. The Agreement also will secure payment of these amounts. Such right
shall be in addition to all other rights and remedies to which Lender may be entitled upon Default.


 


DEFAULT. Each of the following
shall constitute an Event of Default under this Agreement:


 


Payment Default. Grantor
fails to make any payment when due under the Indebtedness.


 


Other Defaults. Grantor
fails to comply with or to perform any other term, obligation, covenant or condition contained in this Agreement or in any of
the Related Documents or to comply with or to perform any term, obligation, covenant or condition contained in any other agreement
between Lender and Grantor.


 


False Statements. Any
warranty, representation or statement made or furnished to Lender by Grantor or on Grantor’s behalf under this Agreement or the
Related Documents is false or misleading in any material respect, either now or at the time made or furnished or becomes false
or misleading at any time thereafter.


 


Defective Collateralization.
This Agreement or any of the Related Documents ceases to be in full force and effect (including failure of any collateral
document to create a valid and perfected security interest or lien) at any time and for any reason.


 




    	 



    	 



    

 





	 	COMMERCIAL SECURITY AGREEMENT	 
	Loan No: 104403439	(Continued)	Page 3


 


Insolvency. The dissolution
of Grantor (regardless of whether election to continue Is made), any member withdraws from the limited liability company, or any
other termination of Grantor’s existence as a going business or the death of any member, the Insolvency of Grantor, the
appointment of a receiver for any part of Grantor’s property, any assignment for the benefit of creditors, any type of creditor
workout, or the commencement of any proceeding under any bankruptcy or insolvency laws by or against Grantor.


 


Creditor or Forfeiture Proceedings.
Commencement of foreclosure or forfeiture proceedings, whether by judicial proceeding, self-help, repossession or any other
method, by any creditor of Grantor or by any governmental agency against any collateral securing the indebtedness. This includes
a garnishment of any of Grantor’s accounts, including deposit accounts, with Lender. However, this Event of Default shall not
apply if there is a good faith dispute by Grantor as to the validity or reasonableness of the claim which Is the basis of the
creditor or forfeiture proceeding and if Grantor gives Lender written notice of the creditor or forfeiture proceeding and deposits
with Lender monies or a surety bond for the creditor or forfeiture proceeding, in an amount determined by Lender, in its sole
discretion, as being an adequate reserve or bond for the dispute.


 


Events Affecting Guarantor.
Any of the preceding events occurs with respect to any guarantor, endorser, surety, or accommodation party of any of the indebtedness
or guarantor, endorser, surety, or accommodation party dies or becomes incompetent or revokes or disputes the validity of, or
liability under, any Guaranty of the Indebtedness.


 


Adverse Change. A material
adverse change occurs in Grantor’s financial condition, or Lender believes the prospect of payment or performance of the Indebtedness
is impaired.


 


Insecurity. Lender in
good faith believes itself insecure.


 


Cure Provisions. If
any default, other than a default in payment is curable, it may be cured if Grantor, after Lender sends written notice to Grantor
demanding cure of such default: (1) cures the default within twenty (20) days; or (2) If the cure requires more than twenty (20)
days, immediately initiates steps which Lender deems in Lender’s sole discretion to be sufficient to cure the default and thereafter
continues and completes all reasonable and necessary steps sufficient to produce compliance as soon as reasonably practical.


 


RIGHTS AND REMEDIES ON DEFAULT.
If an Event of Default occurs under this Agreement, at any time thereafter, Lender shall have all the rights of a secured party
under the Texas Uniform Commercial Code. In addition and without limitation, Lender may exercise any one or more of the following
rights and remedies:


 


Accelerate Indebtedness.
Lender may declare the entire Indebtedness immediately due and payable, without notice of any kind to Grantor.


 


Assemble Collateral.
Lender may require Grantor to deliver to Lender all or any portion of the Collateral and any and all certificates of title and
other documents relating to the Collateral. Lender may require Grantor to assemble the Collateral and make it available to Lender
at a place to be designated by Lender. Lender also shall have full power to enter, provided Lender does so without a breach of
the peace or a trespass, upon the property of Grantor to take possession of and remove the Collateral. If the Collateral contains
other goods not covered by this Agreement at the time of repossession, Grantor agrees Lender may take such other goods, provided
that Lender makes reasonable efforts to return them to Grantor after repossession.


 


Sell the Collateral.
Lender shall have full power to sell, lease, transfer, or otherwise deal with the Collateral or proceeds thereof in Lender’s own
name or that of Grantor. Lender may sell the Collateral at public auction or private sale. Unless the Collateral threatens to
decline speedily in value or is of a type customarily sold on a recognized market, Lender will give Grantor, and other persons
as required by law, reasonable notice of the time and place of any public sale, or the time after which any private sale or any
other disposition of the Collateral is to be made. However, no notice need be provided to any person who, after Event of Default
occurs, enters into and authenticates an agreement waiving that person’s right to notification of sale. The requirements of reasonable
notice shall be met if such notice is given at least ten (10) days before the time of the sale or disposition. All expenses relating
to the disposition of the Collateral, including without limitation the expenses of retaking, holding, insuring, preparing for
sale and selling the Collateral, shall become a part of the indebtedness secured by this Agreement and shall be payable on demand,
with interest at the Note rate from date of expenditure until repaid.


 


Appoint Receiver. Lender
shall have the right to have a receiver appointed to take possession of all or any part of the Collateral, with the power to protect
and preserve the Collateral, to operate the Collateral preceding foreclosure or sale, and to collect the rents from the Collateral
and apply the proceeds, over and above the cost of the receivership, against the indebtedness. The receiver may serve without
bond if permitted by law. Lender’s right to the appointment of a receiver shall exist whether or not the apparent value
of the Collateral exceeds the indebtedness by a substantial amount. Employment by Lender shall not disqualify a person from serving
as a receiver.


 


Collect Revenues, Apply
Accounts. Lender, either itself or through a receiver, may collect the payments, rents, Income, and revenues from the Collateral.
Lender may at any time in Lender’s discretion transfer any Collateral into Lender’s own name or that of Lender’s nominee and receive
the payments, rents, income, and revenues therefrom and hold the same as security for the Indebtedness or apply it to payment
of the Indebtedness In such order of preference as Lender may determine. Insofar as the Collateral consists of accounts, general
intangibles, insurance policies, instruments, chattel paper, choses in action, or similar property, Lender may demand, collect,
receipt for, settle, compromise, adjust, sue for, foreclose, or realize on the Collateral as Lender may determine, whether or
not Indebtedness or Collateral is then due. For these purposes, Lender may, on behalf of and in the name of Grantor, receive,
open and dispose of mail addressed to Grantor; change any address to which mail and payments are to be sent; and endorse notes,
checks, drafts, money orders, documents of title, instruments and Items pertaining to payment, shipment, or storage of any Collateral.
To facilitate collection, Lender may notify account debtors and obligors on any Collateral to make payments directly to Lender.


 


Obtain Deficiency. If
Lender chooses to sell any or all of the Collateral, Lender may obtain a judgment against Grantor for any deficiency remaining
on the Indebtedness due to Lender after application of all amounts received from the exercise of the rights provided in this Agreement.
Grantor shall be liable for a deficiency even if the transaction described in this subsection Is a sale of accounts or chattel
paper.


 


Other Rights and Remedies.
Lender shall have all the rights and remedies of a secured creditor under the provisions of the Uniform Commercial Code, as
may be amended from time to time. In addition, Lender shall have and may exercise any or all other rights and remedies it may
have available at law, in equity, or otherwise.


 


Election of Remedies.
Except as may be prohibited by applicable law, all of Lender’s rights and remedies, whether evidenced by this Agreement, the Related
Documents, or by any other writing, shall be cumulative and may be exercised singularly or concurrently. Election by Lender to
pursue any remedy shall not exclude pursuit of any other remedy, and an election to make expenditures or to take action to perform
an obligation of Grantor under this Agreement, after Grantor’s failure to perform, shall not affect Lender’s right to declare
a default and exercise its remedies.


 


MISCELLANEOUS PROVISIONS. The following
miscellaneous provisions are a part of this Agreement:


 


Amendments. This Agreement,
together with any Related Documents, constitutes the entire understanding and agreement of the parties as to the matters set forth
in this Agreement. No alteration of or amendment to this Agreement shall be effective unless given in writing and signed by the
party or parties sought to be charged or bound by the alteration or amendment.


 


Attorneys’ Fees; Expenses.
Grantor agrees to pay upon demand all of Lender’s costs and expenses, including Lender’s reasonable attorneys’ fees and Lender’s
legal expenses, incurred in connection with the enforcement of this Agreement. Lender may hire or pay someone else to help enforce
this Agreement, and Grantor shall pay the costs and expenses of such enforcement. Costs and expenses include Lender’s reasonable
attorneys’ fees and legal expenses whether or not there Is a lawsuit, including Lender’s reasonable attorneys’ fees and legal
expenses for bankruptcy proceedings (including efforts to modify or vacate any automatic stay or injunction), appeals, and any
anticipated post-judgment collection services. Grantor also shall pay all court costs and such additional fees as may be directed
by the court.


 


Caption Headings. Caption
headings in this Agreement are for convenience purposes only and are not to be used to interpret or define the provisions of this
Agreement.


 


Governing Law. This Agreement
will be governed by federal law applicable to Lender and, to the extent not preempted by federal law, the laws of the State of
Texas without regard to its conflicts of law provisions. This Agreement has been accepted by Lender in the State of Texas.


 


Choice of Venue. If
there is a lawsuit, and if the transaction evidenced by this Agreement occurred in DALLAS County, Grantor agrees upon Lender’s
request to submit to the jurisdiction of the courts of DALLAS County, State of Texas.


 


No Waiver by Lender.
Lender shall not be deemed to have waived any rights under this Agreement unless such waiver is given in writing and signed by
Lender. No delay or omission on the part of Lender in exercising any right shall operate as a waiver of such right or any other
right. A waiver by Lender of a provision of this Agreement shall not prejudice or constitute a waiver of Lender’s right otherwise
to demand strict compliance with that provision or any other provision of this Agreement. No prior waiver by Lender, nor any course
of dealing between Lender and Grantor, shall constitute a waiver of any of Lender’s rights or of any of Grantor’s obligations
as to any future transactions. Whenever the consent of Lender is required under this Agreement, the granting of such consent by
Lender in any instance shall not constitute continuing consent to subsequent instances where such consent is required and in all
cases such consent may be granted or withheld in the sole discretion of Lender.


 




    	 



    	 



    

 


	 	COMMERCIAL SECURITY AGREEMENT	 
	Loan No: 104403439	(Continued)	Page 4


 


Notices. Any notice
required to be given under this Agreement shall be given in writing, and shall be effective when actually delivered, when actually
received by telefacsimile (unless otherwise required by law), when deposited with a nationally recognized overnight courier, or,
if mailed, when deposited in the United States mail, as first class, certified or registered mail postage prepaid, directed to
the addresses shown near the beginning of this Agreement. Any party may change its address for notices under this Agreement by
giving formal written notice to the other parties, specifying that the purpose of the notice is to change the party’s address.
For notice purposes, Grantor agrees to keep Lender informed at all times of Grantor’s current address. Unless otherwise provided
or required by law, if there is more than one Grantor, any notice given by Lender to any Grantor is deemed to be notice given
to all Grantors.


 


Power of Attorney. Grantor
hereby appoints Lender as Grantor’s irrevocable attorney-in-fact for the purpose of executing any documents necessary to perfect,
amend, or to continue the security interest granted in this Agreement or to demand termination of filings of other secured parties.
Lender may at any time, and without further authorization from Grantor, file a carbon, photographic or other reproduction of any
financing statement or of this Agreement for use as a financing statement. Grantor will reimburse Lender for all expenses for
the perfection and the continuation of the perfection of Lender’s security interest in the Collateral.


 


Severability. If a court
of competent jurisdiction finds any provision of this Agreement to be illegal, invalid, or unenforceable as to any circumstance,
that finding shall not make the offending provision illegal, invalid, or unenforceable as to any other circumstance. If feasible,
the offending provision shall be considered modified so that it becomes legal, valid and enforceable. If the offending provision
cannot be so modified, it shall be considered deleted from this Agreement. Unless otherwise required by law, the illegality, invalidity,
or unenforceability of any provision of this Agreement shall not affect the legality, validity or enforceability of any other
provision of this Agreement.


 


Successors and Assigns.
Subject to any limitations stated in this Agreement on transfer of Grantor’s interest, this Agreement shall be binding upon
and inure to the benefit of the parties, their successors and assigns. If ownership of the Collateral becomes vested in a person
other than Grantor, Lender, without notice to Grantor, may deal with Grantor’s successors with reference to this Agreement and
the indebtedness by way of forbearance or extension without releasing Grantor from the obligations of this Agreement or liability
under the indebtedness.


 


Survival of Representations
and Warranties. All representations, warranties, and agreements made by Grantor in this Agreement shall survive the execution
and delivery of this Agreement, shall be continuing in nature, and shall remain in full force and effect until such time as Grantor’s
indebtedness shall be paid in full.


 


Time is of the Essence.
Time is of the essence in the performance of this Agreement.


 


DEFINITIONS. The following capitalized
words and terms shall have the following meanings when used in this Agreement. Unless specifically stated to the contrary, all
references to dollar amounts shall mean amounts in lawful money of the United States of America. Words and terms used in the singular
shall include the plural, and the plural shall include the singular, as the context may require. Words and terms not otherwise
defined in this Agreement shall have the meanings attributed to such terms in the Uniform Commercial Code:


 


Agreement. The word
“Agreement’’ means this Commercial Security Agreement, as this Commercial Security Agreement may be amended or modified from
time to time, together with all exhibits and schedules attached to this Commercial Security Agreement from time to time.


 


Borrower. The word “Borrower”
means JBGL Builder Finance LLC and includes all co-signers and co-makers signing the Note and all their successors and assigns.


 


Collateral. The word
“Collateral” means all of Grantor’s right, title and interest in and to all the Collateral as described in the Collateral
Description section of this Agreement.


 


Default. The word “Default”
means the Default set forth in this Agreement in the section titled “Default”.


 


Environmental Laws.
The words “Environmental Laws” mean any and all state, federal and local statutes, regulations and ordinances relating
to the protection of human health or the environment, including without limitation the Comprehensive Environmental Response, Compensation,
and Liability Act of 1980, as amended, 42 U.S.C. Section 9601, et seq. (“CERCLA”), the Superfund Amendments and Reauthorization
Act of 1986, Pub. L. No. 99-499 (“SARA”), the Hazardous Materials Transportation Act, 49 U.S.C. Section 1801, et seq.,
the Resource Conservation and Recovery Act, 42 U.S.C. Section 6901, et seq., or other applicable state or federal laws, rules,
or regulations adopted pursuant thereto.


 


Event of Default. The
words “Event of Default” mean any of the events of default set forth in this Agreement in the default section of this
Agreement.


 


Grantor. The word “Grantor”
means JBGL Builder Finance LLC.


 


Guaranty. The word “Guaranty”
means the guaranty from guarantor, endorser, surety, or accommodation party to Lender, including without limitation a guaranty
of all or part of the Note.


 


Hazardous Substances.
The words “Hazardous Substances” mean materials that, because of their quantity, concentration or physical, chemical
or infectious characteristics, may cause or pose a present or potential hazard to human health or the environment when improperly
used, treated, stored, disposed of, generated, manufactured, transported or otherwise handled. The words “Hazardous Substances”
are used in their very broadest sense and include without limitation any and all hazardous or toxic substances, materials or waste
as defined by or listed under the Environmental Laws. The term “Hazardous Substances” also includes, without limitation,
petroleum and petroleum by-products or any fraction thereof and asbestos.


 


Indebtedness. The word
“Indebtedness” means the indebtedness evidenced by the Note or Related Documents, including all principal and interest
together with all other indebtedness and costs and expenses for which Grantor is responsible under this Agreement or under any
of the Related Documents. Specifically, without limitation, indebtedness includes the future advances set forth in the Future
Advances provision, together with all interest thereon and all amounts that may be indirectly secured by the Cross-Collateralization
provision of this Agreement.


 


Lender. The word “Lender”
means INWOOD NATIONAL BANK, its successors and assigns.


 


Note. The word “Note”
means the Note dated October 13, 2012 and executed by JBGL Builder Finance LLC in the principal amount of $8,000,000.00, together
with all renewals of, extensions of, modifications of, refinancings of, consolidations of, and substitutions for the note or credit
agreement.


 


Property. The word “Property”
means all of Grantor’s right, title and interest in and to all the Property as described in the “Collateral Description”
section of this Agreement.


 


Related Documents. The
words “Related Documents” mean all promissory notes, credit agreements, loan agreements, environmental agreements, guaranties,
security agreements, mortgages, deeds of trust, security deeds, collateral mortgages, and all other instruments, agreements and
documents, whether now or hereafter existing, executed in connection with the indebtedness.


 


GRANTOR HAS READ AND UNDERSTOOD ALL
THE PROVISIONS OF THIS COMMERCIAL SECURITY AGREEMENT AND AGREES TO ITS TERMS. THIS AGREEMENT IS DATED OCTOBER 13, 2012.


 


	GRANTOR:	 
	 	 
	JBGL BUILDER FINANCE,
    LLC	 
	 	 
	By:	/s/ James R. Brickman	 
	 	James R. Brickman,
    Manager     of JBGL Builder 

Finance LLC	 


 




    	 



    	 



    

 


	 	COMMERCIAL SECURITY AGREEMENT	 
	Loan No: 104403439	(Continued)	Page 5


 


	LENDER:	 
	 	 	 
	INWOOD NATIONAL BANK	 
	 	 	 
	 X		 
	 	Authorized
    Signer	 
	 	 	 
	 	 	 








LASER PRO Lending. Ver.
12.3.10.002 Copr. Harland Financial Solutions, Inc. 1997, 2012. All Rights Reserved. -TX R:\HARLAND\CFI\LPL\E40.FC TR-21918
PR-34


 


* The attached Addendum to Commercial Security
Agreement is hereby incorporated by reference and Grantor would not execute this document and enter into the Loan without the
attached Addendum being made a part hereof.


 




    	 



    	 



    

 


Addendum


Commercial Security Agreement


Grantor: JBGL Builder Finance,
LLC


JBGL Builder Finance, LLC


Inwood National Bank loan #1044034-39


 


This Addendum is attached to
and made a part of that certain Commercial Security Agreement dated October 13, 2012, between JBGL Builder Finance, LLC, as
Borrower, JBGL Builder Finance, LLC, as Grantor, and Inwood National Bank, as Lender (the “Security Agreement”).
The Security Agreement is hereby modified and amended in the following respects:


 


RIGHT OF
SETOFF - line 4, at beginning of sentence insert “During the continuance of an Event of Default,”


 


GRANTOR’S REPRESENTATIONS AND
WARRANTIES WITH RESPECT TO THE COLLATERAL


 


Perfection
of Security Interest - line 1, between “are” & “requested” insert “reasonably”


line 2 - after
the word “Collateral” insert “provided the foregoing do not increase Borrower’s obligations or limit Lender’s
obligation to fund except in accordance with the terms hereof.”


- between “Upon”
& “request” insert “reasonable”


 


Enforceability
of Collateral - line 2, between “terms,” & “is” insert “subject to debtor relief laws”


 


Transactions
Involving Collateral - at the end of paragraph, insert “Additionally Lender acknowledges the Collateral are notes which
may be repaid by the underlying borrower and grantor may return said notes and release underlying collateral upon said repayment.
Notwithstanding the foregoing, Grantor shall be able to enforce and foreclose on any portion of the Collateral as Grantor determines
without secured party consent so long as if Grantor becomes the owner of fee title to the real property underlying such collateral
Grantor will provide secured party with a security interest in and to such respective property.”


 


Repairs and
Maintenance - delete this section in its entirety


 


Inspection
of Collateral - line 1, between “times” & “to” insert “and upon reasonable prior notice”


 


Taxes, Assessments
and Liens - line 5, between “lien” & “which” insert “not otherwise approved by Lender in
writing”


 


Maintenance
of Casualty Insurance - line 1, delete the word “maintain” and replace with “be a named insured and Grantor’s
borrowers shall maintain” line 6, delete “Lender will not be impaired in any way by any act, omission, or default
of Grantor or any other person.” and replace with “Grantor.”


 


Insurance
Reserves - delete this section in its entirety


 


Financing
Statements - line 3, after “security interest in the Property” insert “so long as the foregoing do not expand
Borrower’s obligations hereunder or limit Secured Party’s obligations to lend.”


- between “all”
& filing” insert “out-of-pocket”


line 5 - delete
“a default” and replace with “an Event of Default


continuing beyond
Notice and Cure Periods.”


 


GRANTOR’S
RIGHT TO POSSESSION -.line 1, delete “Until default” and replace with “Until an Event of Default has occurred
and is continuing beyond Notice and Cure Periods,”


line 4 - delete
“whether before or”


 




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LENDER’S
EXPENDITURES - lines 1 to 3, delete “If any action or proceeding is commenced that would materially affect Lender’s
interest in the Collateral or if Grantor fails to comply with any provision of this Agreement or any Related Documents, including
but not limited to Grantor’s failure to discharge or pay when due any amounts Grantor is required to discharge or pay under
this Agreement or any Related Documents” and replace with “During the continuance of an Event of Default beyond Notice
and Cure Periods,” line 6 - between “such” & “expenditures” insert “out-of-pocket”


 


DEFAULT
- delete the entire sections and subsections in its entirety and replace with “As defined in Promissory Note.”


 


RIGHTS
AND REMEDIES ON DEFAULT - line 1, between “Agreement” & “at” insert “and is continuing beyond
all Notice and Cure Periods in the Note,”


 


Accelerate
Indebtedness - between “without” & “notice” insert “further”


 


Sell the
Collateral - line 5, after “Event of Default occurs” insert “and is continuing”


line 7 - between
“All” & “expenses” insert “out-of-pocket”


 


MISCELLANEOUS PROVISIONS


 


Attorneys’
Fees; Expenses - line 1, between “Lender’s” & “costs” insert “out-of- pocket”


line 3 - between
“enforcement.” & “Costs” insert “Out-of-pocket”


 


No Waiver
by Lender - at the end of paragraph insert “, unless expressly noted to be reasonable.”


 


Power of
Attorney - at beginning of paragraph insert “During the continuance of an Event of Default beyond all Notice and Cure
Periods,” line 4 - between “all” & “expenses” insert “out-of-pocket”


 


DEFENITIONS


 


Event of
Default - delete “in this Agreement in the default section of this Agreement” and replace with “in the Note.”


 


Guaranty
- delete this section in its entirety


 


Collateral Notes Receivable.
In connection with the Commercial Security Agreement, Grantor has provided Lender with a subordinate blanket lien on all notes
receivable (the “Pledged Notes”). Lender hereby acknowledges and agrees that (a) the Pledged Notes may have already
been pledged to Lender and (b) the underlying collateral of the Pledged Notes may have various forms of subordinate financing
affecting such collateral, the borrower under the Pledged Notes and the Pledged Notes themselves and that the foregoing shall
not constitute a default or Event of Default under the Loan Documents. Any representations and warranties with respect to additional
debt, pledging or encumbrance of the Pledged Notes or the collateral securing such Pledged Notes shall be modified to acknowledge
the foregoing and Grantor shall not be in violation of the Loan Documents or such representations and warranties.


 


If any conflicts exist between the
provisions of the Commercial Security Agreement and this Addendum, the terms of the Addendum shall control.


 


	Grantor:	 
	 	 
	JBGL Builder
    Finance, LLC	 
	 	 
	By:	/s/ James
    R. Brickman	 
	 	James R. Brickman,	 
	 	Manager of JBGL Builder
    Finance, LLC	 


 




    	2



    	 



    

 


	Lender:	 
	 	 
	Inwood
    National Bank	 
	 	 
	By:		 
	 	Authorized Signer	 


 




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