Exhibit 10.7


 


Second Amendment to Construction Loan
Agreement


 


This
Second Amendment to Construction Loan Agreement is dated as of the 1st day of
June 2003, and is by and between LSCP, L.P., an Iowa limited partnership
(“BORROWER”) and FIRST NATIONAL BANK OF OMAHA (“BANK’), a national banking
association established at Omaha, Nebraska.


 


WHEREAS,
the BANK and BORROWER executed a written Construction Loan Agreement dated as
of July 25, 2002, which, together will all amendments thereto, is
collectively called the “AGREEMENT”.


 


Now,
Therefore, in consideration of the AGREEMENT, and their mutual promises made
herein, BANK and BORROWER agree as follows:


 


1.                                       Terms which are typed herein as all
capitalized words and are not defined herein shall have same meanings as when
described in the AGREEMENT.


 


2.                                       By execution hereof, the parties agree that
the initial principal amount of the TERM LOAN shall be $31,465,000.00, the
proceeds of which will retire the CONSTRUCTION LOAN.  The TERM NOTE will be in the form attached hereto as Exhibit A,
by this reference made a part hereof.


 


3.                                       Section 1.19 of the AGREEMENT is hereby
amended to read as follows, effective immediately:


 


1.19         “LOAN TERMINATION DATE” means the
earliest to occur of the following: (i) as to the REVOLVING NOTE, July 24,
2003 and as to  the TERM NOTE,
June 1, 2008, (ii) the date the OBLIGATIONS are accelerated pursuant to
this AGREEMENT, and (iii) the date BANK receives (a) notice in writing from
BORROWER of BORROWER’s election to terminate this AGREEMENT and (b)
indefeasible payment in full of the OBLIGATIONS.


 


4.                                       BORROWER certifies by its execution hereof
that the representations and warranties set forth in Section 5 of the
AGREEMENT are true as of this date, and that no EVENT OF DEFAULT under the
AGREEMENT, and no event which, with the giving of notice or passage of time or
both, would become such an EVENT OF DEFAULT, has occurred as of this date.


 


5.                                       Except as amended hereby the parties ratify
and confirm as binding upon them all of the terms of the AGREEMENT.


 


(signatures on next page)


 

















 


Any
remaining principal balance, plus any accrued but unpaid interest, shall be
fully due and payable on Maturity Date.


 


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
fixed 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.


 


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 28 day of May, 2003, before me, the undersigned, a Notary Public,
personally appeared Darryl J. Haack, President of Little Sioux Corn Processors,
LLC, 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