Exhibit 10.17


  


REVOLVING TERM LOAN SUPPLEMENT


  


THIS
SUPPLEMENT to the Master
Loan Agreement
dated March
19, 20 12 (the
"MLA"), is
entered into as
of March 21, 2013 between CoBANK, ACB ("CoBank")
and SOUTH DAKOTA SOYBEAN PROCESSORS, LLC, Volga, South Dakota (the
"Company"), and amends
and restates the
Supplement dated October 4, 2012 and
numbered R IB05 lT05J.


 


SECTION 1.  The Revolving Term Loan
Commitment. On the terms and conditions set forth in the MLA and this Supplement, CoBank agrees to make loans to the Company
from the date hereof, up to and including March 20, 2018, in an aggregate principal amount not to exceed, at any one time outstanding,
$12,900,000.00 less the amounts scheduled to be repaid during the period set forth below in Section 5 (the "Commitment").
Within the limits of the Commitment, the Company may borrow, repay, and reborrow.


 


SECTION 2.  Purpose. The purpose
of the Commitment is to finance capital expenditures and to provide working capital to the Company.


 


SECTION
3.  Term. Intentionally
Omitted.


 


SECTION
4.  Interest. The Company
agrees to pay interest on the unpaid balance
of the loan(s) in accordance with one
or more of the following
interest rate
options, as selected by the Company:


 


(A)  One-Month
LIBOR Index Rate.At a rate (rounded
upward to the
nearest l/l00th and adjusted for
reserves required on "Eurocurrency
Liabilities" [as
hereinafter defined] for banks
subject
to "FRB Regulation
D" [as hereinafter
defined] or required
by any other federal
law or regulation)
per annum equal at
all times to
3.00%
above the rate quoted
by the British Bankers
Association (the "BBA")
at 11:00 a.m.
London
time for the offering
of one (1)-month U.S.
dollars deposits,
as published by Bloomberg
or another
major information
vendor listed on BBA's
official website on
the first
"U.S. Banking
Day" (as hereinafter
defined) in each week,
with such rate to
change weekly on such
day. The rate
shall
be reset
automatically,
without the
necessity
of notice
being provided
to the Company
or any other
party, on the first
"U.S. Banking
Day" of each succeeding
week, and
each change
in the rate shall
be applicable
to all balances
subject to this
option. Information about
the thencurrent
rate shall
be made available
upon telephonic request.
For purposes hereof: (1)
"U.S. Banking Day" shall
mean a day
on which CoBank is
open for business
and banks
are open for
business in
New York,
New York;
(2) "Eurocurrency
Liabilities" shall
have the meaning
as set forth in
"FRB Regulation
D"; and (3)
"FRB Regulation
D" shall mean
Regulation D as promulgated
by the
Board of Governors of
the Federal
Reserve System,
12 CFR Part
204, as amended.


 


(B)  Quoted
Rate. At
a fixed rate per annum
to be quoted
by CoBank in its sole
discretion
in each instance.
Under this option,
rates may be fixed
on such
balances and for
such
periods, as may
be agreeable to CoBank
in its sole
discretion in each
instance, provided
that: (1) the
minimum fixed
period shall be
30 days; (2)
amounts may be fixed
in increments
of $100,000.00 or multiples
thereof; and
(3) the maximum number
of fixes in place at
any one time
shall be five.


 




    	 



    	 



    

 





	Revolving Term Loan Supplement RIB051T05K 	-2-




SOUTH DAKOTA SOYBEAN PROCESSORS, LLC


Volga, South Dakota


 


The Company
shall
select the
applicable rate option
at the time it
requests a loan hereunder
and may, subject
to the limitations
set forth above, elect
to convert
balances bearing interest at
the variable rate
option to
one of the
fixed rate options.
Upon the
expiration of any fixed
rate period, interest
shall automatically
accrue at the variable
rate option
unless the amount fixed is repaid
or fixed for an additional
period in accordance with the
terms hereof. Notwithstanding
the foregoing,
rates may not be fixed
for periods expiring
after the maturity date of the
loans and rates
may not be fixed in
such a manner as
to cause
the Company to
have to break any
fixed rate balance in order to pay
any installment
of principal. All elections
provided
for herein
shall
be made telephonically
or in writing
and must be received
by 12:00
Noon Company's
local time. Interest
shall be calculated
on the actual
number of days each
loan is
outstanding
on the basis of a year
consisting
of 360 days and shall
be payable monthly
in arrears by the 20th
day of the following
month or on such
other
day in such
month as CoBank shall
require in a written
notice to the Company.


 


SECTION
5.   Promissory Note.The
Company promises to repay
on the date of each
reduction in the Commitment,
the outstanding
principal, if any,
that is in excess
of the available balance.
The available balance shall be
decreased by $1,300,000.00
on the 20th day
of each March and September
beginning September
20, 2013, and
continuing through
and including September 20,
2017, followed
by a final reduction
at the expiration
of the Commitment on
March
20, 2018, at
which time any
outstanding
balance shall be
due and payable in
full. If any installment
due date is not a day
on which
CoBank is open for business,
then such
payment shall be made
on the next
day on which
CoBank is
open for business.
In addition to
the above, the Company
promises to pay interest on the unpaid
principal balance hereof
at the times and in
accordance
with the provisions set forth
in Section 4 hereof.
This note
replaces and supersedes,
but does not
constitute payment
of the indebtedness
evidenced by, the
promissory note set
forth in the Supplement
being amended and restated
hereby.


 


SECTION
6.   Security.The Company's
obligations
hereunder
and, to the extent
related hereto,
under the MLA, including
without limitation
any future advances
under any existing
mortgage or deed
of trust , shall
be secured as provided
in the Security Section
of the MLA.


 


SECTION
7.   Commitment Fee.In
consideration
of the Commitment,
the Company
agrees to pay to CoBank a commitment
fee on the average
daily unused portion
of the Commitment
at the rate of 0.50%
per annum (calculated
on a 360-day basis),
payable monthly in
arrears by the 20th
day following each
month. Such
fee shall be payable for
each month (or portion
thereof) occurring
during the original
or any extended
term of the Commitment.


 


 


IN WITNESS
WHEREOF, the parties have
caused this
Supplement to be executed
by their
duly authorized
officers as of the
date shown above.


 





	CoBANK, ACB	 	SOUTH DAKOTA
    SOYBEAN
	 	 	PROCESSORS, LLC
	 	 	 
	By:	 	 	By:	 
	 	 	 
	Title:	 	 	Title: