|
FIRST AMENDMENT TO
CONSTRUCTION AND TERM LOAN AGREEMENT
THIS AMENDMENT TO CONSTRUCTION AND TERM LOAN
AGREEMENT (“Amendment”)
dated as of June 2, 2008, is entered into by and between
SHOW ME ETHANOL, LLC, a
Missouri limited liability company (the “
Borrower ”)
and
FCS FINANCIAL, PCA, as
agent (the “
Agent ”)
for itself and on behalf of the other Banks.
W I T N E S S E T H
:
WHEREAS,
that as of March 1, 2007, the parties hereto, along with the
Banks, entered into that certain Construction and Term Loan
Agreement (the “Loan Agreement”), wherein, among
other things, Agent provided funds to Borrower in connection
with the construction of the Project; and
WHEREAS,
in connection with Borrower’s construction of the
Project, Borrower experienced cost overruns which required
Borrower to obtain or raise additional funds to complete the
Project; and
WHEREAS,
Borrower has secured additional funds from various persons
that are “Accredited Investors” in an amount not
less than Three Million Dollars ($3,000,000.00) to assist in
completion of the Project (the “Member Loan”);
and
WHEREAS,
the Banks and the Agent have agreed to allow Borrower to
obtain the Member Loan in accordance with the provisions of
this Amendment; and
WHEREAS,
Borrower and Agent hereby desire to amend the Loan Agreement
as set forth hereinafter provided;
NOW,
THEREFORE, in consideration of the foregoing and of the terms
and conditions contained in this Amendment, and of any loans
or extensions of credit or other financial accommodations at
any time made to or for the benefit of Borrower by the Banks,
the Borrower, the Banks and Agent agree as
follows:
1.
Certain Defined Terms .
The parties hereto acknowledge and agree that the following items
of
Section 1.01 “Certain
Defined Terms” shall be deleted in their entirety and amended
as follows:
“
Excess Cash Flow ”
means, with respect to a fiscal year of the Borrower, the amount of
cash flow from operations that exceeds Net Income plus depreciation
for said fiscal year less (Capital Expenditures, scheduled Term
Loan principal payments, scheduled Member Loan payments and
Distributions for said fiscal year).”
“
Member Loan ”
means those certain loans from persons, who are “Accredited
Investors” to Borrower, as evidenced by that certain Loan and
Security Agreement by and among the Borrower and the contributing
person.”
“
Member Loan Documents ”
means those certain documents, including without limitation, the
Loan and Security
| 
