ANY AND ALL PRIOR COMMITMENTS,
AGREEMENTS, REPRESENTATIONS, AND UNDERSTANDINGS, WHETHER WRITTEN OR ORAL,
RELATING TO THE SUBJECT MATTER HEREOF AND MAY NOT BE CONTRADICTED OR VARIED BY
EVIDENCE OF PRIOR, CONTEMPORANEOUS, OR SUBSEQUENT ORAL AGREEMENTS OR DISCUSSIONS
OF THE PARTIES HERETO. THERE ARE NO UNWRITTEN ORAL AGREEMENTS AMONG THE PARTIES
HERETO OR THERETO.
BORROWER ACKNOWLEDGES HAVING READ ALL THE PROVISIONS OF THIS AGREEMENT, AND
AGREES TO ITS TERMS. THIS AGREEMENT IS DATED AS OF THE DATE FIRST ABOVE STATED.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed
by their respective officers and duly authorized, as of the date first above
written.
[SIGNATURE PAGE ON FOLLOWING PAGE]
48
SIGNATURE PAGE TO:
FIFTH AMENDED AND RESTATED MASTER LOAN AGREEMENT
by and among
HERON LAKE BIOENERGY, LLC
and
AGSTAR FINANCIAL SERVICES, PCA
Dated to be effective as of September 1, 2011
BORROWER:
HERON LAKE BIOENERGY, LLC, a Minnesota limited liability company
/s/ Robert J. Ferguson
By Robert J. Ferguson
Its President
LENDER:
AGSTAR FINANCIAL SERVICES, PCA
a United States instrumentality
/s/ Mark Schmidt
By Mark Schmidt
Its Vice President
49
EXHIBIT A
COMPLIANCE CERTIFICATE
TO:
AGSTAR FINANCIAL SERVICES, PCA (the "Lender")
Pursuant to that certain Fifth Amended and Restated Master Loan Agreement dated
to be effective as of September 1, 2011, by and between HERON LAKE BIOENERGY,
LLC, a Minnesota limited liability company (the "Borrower"), and the Lender, and
any amendments thereto and extensions thereof (the "Loan Agreement"), the
undersigned hereby represents, warrants and certifies to the Lender as follows:
1.
The financial statement(s) attached
hereto are complete and correct in all material respects and fairly present the
financial condition of the Borrower as of the date of said financial
statement(s) and the result of its business operations for the period covered
thereby;
2.
Repeats and reaffirms to the Lender
each and all of the representations and warranties made by the Borrower in the
Loan Agreement and the agreements referred to therein or related thereto, and
represents and warrants to the Lender that each and all of said warranties and
representations are true and correct as of the date hereof except as set forth
in Schedule 1 to this Compliance Certificate;
3.
No Event of Default (as that term is
defined in the Loan Agreement), and no event which with the giving of notice or
the passage of time or both would constitute an Event of Default, has occurred
and is continuing as of the date hereof;
4.
All the calculations set forth below
are made pursuant to the terms of the Loan Agreement and are true and accurate
as of the date of the attached financial statements:
1.
Section 5.01(d) - Working Capital.
(tested quarterly)
(a)
Current Assets
$
(b)
Available Commitment on the Term Revolving Loan
$
(c)
Total Current Assets (line (a) plus line (b)
$
(d)
Current Liabilities
$
Line (c) less line (d)
$
In Compliance
Yes
o
No
o
2.
Section 5.01(e) - Tangible Net Worth.
(tested quarterly)
(a)
Required