Exhibit 10.10


 


TERM NOTE 2


 


	
  Note Date:

  	
  June 23, 2003

  	
   

  	
  $15,732,500.00 

  
	
  Maturity Date: 

  	
  June 1, 2008

  	
   

  	
   

  



 


FOR
VALUE RECEIVED, LSCP, L.P., an Iowa limited
partnership (“BORROWER”) promises to pay to the order of First National Bank of
Omaha (“BANK”), at its principal office or such other address as BANK or holder
may designate from time to time, the principal sum of Fifteen Million Seven
Hundred Thirty-Two Thousand Five Hundred and No/100 Dollars ($15,732,500.00),
or the amount shown on the BANK’s records to be outstanding, plus interest
(calculated on the basis of actual days elapsed in a 360-day year) accruing
each day on the unpaid principal balance at the annual interest rates defined
below.  Absent manifest error, the
BANK’s records shall be conclusive evidence of the principal and accrued
interest owing hereunder.


 


This promissory note is executed pursuant to a Construction Loan
Agreement (“CONSTRUCTION LOAN AGREEMENT”) between BORROWER and BANK dated as of
July 25, 2002, which, together will all amendments thereto, is
collectively called the “AGREEMENT”. 
All capitalized terms not otherwise defined in this note shall have the
meanings provided in the CONSTRUCTION LOAN AGREEMENT.


 


INTEREST ACCRUAL.  Interest on the principal amount
outstanding shall accrue based on a three month LIBOR +280 bps.  Interest shall be calculated on the basis of
a 360-day year, counting the actual number of days elapsed.


 


REPAYMENT
TERMS. 
Interest on the outstanding principal balance shall be due
and payable quarterly, in arrears, with the first payment commencing on
September 1, 2003.  Principal shall
be due and payable in the amounts and on the dates set forth in attached
Schedule I, which is incorporated herein by reference.  In all events, the entire outstanding
principal balance, together with all accrued and unpaid interest, shall be
immediately due and payable in full on June 1, 2008.


 


PREPAYMENT.  The BORROWER may
prepay this promissory note in full or in part at any time.  Provided, however, a condition of any
prepayment is that a fee shall be paid to BANK sufficient to make BANK whole
for any expenses related to breaking fined interest rates.  Each prepayment may be applied in inverse
order of maturity or as the BANK in its sole discretion may deem
appropriate.  Such prepayment shall not
excuse the BORROWER from making subsequent payments each quarter until the
indebtedness is paid in full.  No
payment of EXCESS CASH FLOW shall be the cause of a payment to BANK for
interest rate breakage fees or otherwise result in any prepayment fee.


 


ADDITIONAL
TERMS AND CONDITIONS.  The
LOAN AGREEMENT, and any amendments or substitutions, contains additional terms
and conditions, including default and acceleration provisions, which are
incorporated into this promissory note by reference.  The BORROWER agrees to pay all costs of collection, including
reasonable attorneys fees and legal expenses incurred by the BANK if this
promissory note is not


 

















paid as provided
above.  This promissory note shall be
governed by the substantive laws of the State of Nebraska.


 


WAIVER OF PRESENTMENT AND NOTICE OF
DISHONOR.  BORROWER
and any other person who signs, guarantees or endorses this promissory note, to
the extent allowed by law, hereby waives presentment, demand for payment,
notice of dishonor, protest, and any notice relating to the acceleration of the
maturity of this promissory note.


 


	
   

  	
  LSCP, L.P., an Iowa Limited Partnership

  By Little Sioux Corn Processors, L.L.C., Its

  General Partner

  
	
   

  	
   

  
	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Daryl J. Haack

  	
   

  
	
   

  	
   

  	
  Daryl J. Haack, President of Little

  Sioux Corn Processors, L.L.C.

  
	
   

  	
   

  
	
  STATE OF IOWA

  	
  )

  	
   

  
	
   

  	
  ) ss.

  	
   

  
	
  COUNTY OF Cherokee

  	
  )

  	
   

  



 


On this 20 day of June, 2003, before me, the undersigned, a Notary Public, personally appeared
Daryl J. Haack, President of Little
Sioux Corn Processors, L.L.C., General Partner of LSCP, L.P., on behalf
of said entity, who executed the foregoing instrument, and acknowledged that he
executed the same as his voluntary act and deed.


 


	
   

  	
  /s/ Becky J. Nothem

  	
   

  	
  [SEAL]

  	
   

  
	
  Notary Public