POWER PURCHASE CONTRACT BETWEEN NORTHEAST NEBRASKA PUBLIC POWER DISTRICT AND SIOUXLAND ETHANOL, LLC

Exhibit 10.1

POWER PURCHASE CONTRACT
BETWEEN
NORTHEAST NEBRASKA PUBLIC POWER DISTRICT
AND
SIOUXLAND ETHANOL, LLC

THIS AGREEMENT, made and entered into as of the first day of April, 2007, by and between Northeast Nebraska Public power District (hereinafter called the “District’), a public power district organized under the laws of the State of Nebraska, and Siouxland Ethanol, LLC (hereinafter called, “Siouxland Ethanol”), a limited liability company authorized to conduct business under the laws of the State of Nebraska.

WHEREAS, the District is the owner and operator of certain electric transmission and distribution facilities primarily located in it’s certified service area within the State of Nebraska, and used for the sale of retail electric power and energy, and

WHEREAS, Siouxland Ethanol is the owner of certain facilities, and desires retail electric service at their ethanol processing plant located near Jackson, Nebraska, and

WHEREAS, the District presently has the necessary facilities and contractual arrangements to make retail power and energy available at the site to Siouxland Ethanol.

NOW, THEREFORE, IT IS AGREED between the District and Siouxland Ethanol that the District will sell, and Siouxland Ethanol will buy, Siouxland Ethanol’s electric power and energy requirements for the District under the following terms and conditions:

ARTICLE I

1.01

Service hereunder shall be provided on or before April 1, 2007, and in the form of three- phase, alternating current at a frequency of approximately 60 hertz at 69,000 volts. Service under this Agreement is limited to a maximum demand of 8,250 kW.

1.02

Where Siouxland Ethanol’s use of electric service is intermittent or causes unusual fluctuations, including but not limited to harmonics, flicker, voltage dips and spikes, phase imbalances, or other detrimental effects on the service supplied to other customers of the district and other power suppliers, the District reserves the right to require Siouxland Ethanol to furnish, install, and maintain, at Siouxland Ethanol’s expense, suitable corrective equipment which will limit or eliminate such fluctuations or disturbances in a reasonable manner. These fluctuations shall not exceed the recommended ANSI/IEEE Standards relevant to this service and outlines in Exhibit “C”. In addition to said standards, due to the operating constraints of the District’s load control equipment, Siouxland Ethanol agrees that as a result of its operations, the 5 th harmonic shall not exceed 2% and the 7 th harmonics shall not exceed 1% at the District’s Point of Delivery.

1.03

The District, upon request, may advise Siouxland Ethanol with regard to the use of corrective equipment necessary to limit fluctuations and disturbances on the District’s system or to improve the power factor of the Siouxland Ethanol’s load. The District shall not assume responsibility for the installation or maintenance of corrective equipment.

1.04

The District shall not be held responsible for the damage to motors or other current- consuming equipment resulting from any phase reversals, single-phasing of three-phase service, or other similar conditions where the conditions occur beyond the District’s control.

1.05

Siouxland Ethanol shall indemnify and save the District harmless from any and all loss and damage arising from the interruption of service, injury to persons (including death), or damage to property on the premises of Siouxland Ethanol or under the Siouxland Ethanol’s control, unless such loss, damage, or injury is natural, probable and reasonably foreseen consequences of the negligence, and such negligence is the sole and proximate cause thereof.

1.06

Siouxland Ethanol shall not use the electric power and energy furnished as an auxiliary or supplement to any source of power and shall not resell the electric power and energy purchased hereunder.

ARTICLE II

2.01		The term “District Point of Receipt” shall mean on the District’s system where power and energy is received by the District for the account of Siouxland Ethanol.
2.02		The term “District Point of Delivery” shall mean the point where facilities of the District and Siouxland Ethanol are interconnected and at which point the District delivers said power and energy to Siouxland Ethanol.
2.03		The term “Point of Measurement” shall mean the point where power and energy are metered by the District for the purposes of billing to Siouxland Ethanol.
2.04		The term “Billing Period” shall mean the period between two successive meter readings taken for the purpose of billing, which readings shall be taken as near as practicable to the first day of each calendar month.
2.05		The term “Energy” shall mean the electric energy expressed in kilowatthours (kWh) associated with the meter readings taken for a given billing period.
2.06		The term “Demand” shall mean the number of kilowatts (kW) which is equal to the number of kilowatthours (kWh) delivered during any clock hour, or such time period as is utilized for determining capacity purchased by the District from Nebraska Electric Generation and Transmission Cooperative Inc. (hereinafter referred to as “NEG&T”)
2.07		The term “Subtransmission Facilities” shall mean the District’s line, transformation, and associated facilities needed to transmit said power and energy to Siouxland Ethanol from the District’s Point of Receipt to the District’s Point of Delivery.

ARTICLE III

3.01		The District agrees to sell and Siouxland Ethanol agrees to purchase power and energy which Siouxland Ethanol may require for its own use, and said purchases shall be transacted in accordance with applicable District Rate Schedules/Such Rate Schedules, which may include monthly minimum billing amounts, and are approved by the District’s Board of Directors, shall become part of this Agreement. To the extent the District is obligated to pay the Production Demand charges to NEG&T as a result of Siouxland Ethanol’s load, said charges will continue beyond the term of this Contract to the extent outlined in Paragraph 15.02 of this Agreement.
3.02		The rates offered to Siouxland Ethanol by the District, and specified in the appropriate District rate schedules, are based upon the current rates and charges, including ratchet computations, now being paid by the District to NEG&T, and the District reserves the right to modify or adjust said rates to Siouxland

		Ethanol if at any time said rate and charges, including the Production Cost Adjustment (PCA), are modified by NEG&T.
3.03		Exhibits shall be provided for said power and energy purchases by Siouxland Ethanol showing characteristics of service, District Point of Receipt, District Point of Delivery, delivery voltage, period of service, metering, loss factors, and the facilities and equipment to be installed by each party, minimum monthly billing amounts, and special conditions (if any) applicable to said purchases.
3.04		At any time the District incurs High-Voltage Transmission Demand Charges from NEG&T, Siouxland Ethanol’s proportionate share of the charges will be calculated and billed at the rate specified in the current District Rate Schedules. To the extent the District is obligated to pay High-Voltage Transmission Demand charges to NEG&T as a result of Siouxland Ethanol’s load, said charges will continue beyond the term of this Agreement to the extent outlined in Paragraph 15.02 of this Agreement.
3.05		For the use of the subtransmission facilities of the District, Siouxland Ethanol agrees to pay to the District, an amount equal to the charges calculated and billed at the rate specified in the current District Rate Schedules.
3.06		It is recognized that there is a definite loss in the transmission and transformation of power in kilowatts (kW) and energy in kilowatthours (kWh). Said losses shall be determined by applying the loss factors as specified in the current District Rate Schedules to the power and energy purchases, high-voltage transmission and transformation charges, and subtransmission facilities charges incurred by Siouxland Ethanol from the District. Such loss factors may be changed from time to time pursuant to the calculation of said factors by NEG&T.
3.07		To prevent subsidization by the current customers of the Distr