AMENDMENT NO. 5 TO RAIL TRANSPORTATION SERVICES AGREEMENT



THIS AMENDMENT NO. 5 TO RAIL TRANSPORTATION SERVICES AGREEMENT (this “Amendment”), is entered into and effective as of the 22nd day of March, 2021 (the “Effective Date”), by and between Green Plains Logistics LLC (the “Operator”) and Green Plains Trade Group LLC (the “Customer”).  Customer and Operator are sometimes referred to in this Amendment as the “Parties” and individually as a “Party”.



WHEREAS,  Green Plains Ord LLC (the “Seller”) and GreenAmerica Biofuels Ord LLC  (the “Buyer”) have entered into the Asset Purchase Agreement dated January 25, 2021  (the “APA”) for the purchase by Buyer of Sellers’ ethanol plant in Ord, NE (the “Ethanol Plant”), as well as certain related assets and assumed liabilities, including, in conjunction, the assignment of certain railcar tank assets to Buyer (the “Transaction”); and



WHEREAS, in connection with the Transaction, Green Plains Inc. has agreed to purchase certain of Operator’s assets, including the assignment of certain railcar tank assets from Operator.



WHEREAS, Operator wishes to amend the Rail Transportation Services Agreement effective July 1, 2015, as amended, between the Parties (the “Agreement”) on the terms and conditions set forth herein, and may further amend the Agreement and desires to do so each time an Exhibit D changes due to the assignment of certain tank railcar assets in accordance with the APA;



NOW THEREFORE, in consideration of the mutual premises of the Parties and covenants and conditions hereinafter set forth, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, and intending to be legally bound, the Parties hereto agree as follows:







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IN WITNESS WHEREOF, the Parties hereto have executed this Amendment as of the day and year first above written.



OPERATOR: GREEN PLAINS LOGISTICS LLC





CUSTOMER: GREEN PLAINS TRADE GROUP LLC





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EXHIBIT E-4



Effective as of ________________

LOADING POINTS



O’Neill, Nebraska

Central City, Nebraska

Fairmont, Minnesota

Hopewell, Virginia

Madison, Illinois

Mount Vernon, Indiana

Obion, Tennessee

Otter Tail, Minnesota

Shenandoah, Iowa

Superior, Iowa

Wood River, Nebraska

York, Nebraska



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AMENDMENT NO. 5 TO ETHANOL STORAGE AND THROUGHPUT AGREEMENT



THIS AMENDMENT NO. 5 TO ETHANOL STORAGE AND THROUGHPUT AGREEMENT (this “Amendment”), is entered into and effective as of March 22, 2021 (the “Effective Date”), by and between Green Plains Ethanol Storage LLC (the “Operator”) and Green Plains Trade Group LLC (the “Customer”).  Customer and Operator are sometimes referred to in this Amendment as the “Parties” and individually as a “Party.”



WHEREAS, Operator wishes to amend the Ethanol Storage and Throughput Agreement effective July 1, 2015, as amended, between the Parties (the “Agreement”) on the terms and conditions set forth herein. Terms used herein not defined herein shall have the meaning set forth in the Agreement;



WHEREAS,  Operator now owns, operates and maintains 12 ethanol storage terminals as described on Exhibit G (each such terminal, a “Terminal” and collectively, the “Terminals”) at 11 ethanol plants described in Exhibit H which provide handling storage and throughput of denatured, fuel grade ethanol and have an aggregate shell capacity of 25.91 million gallons, which allows Operator to (a) receive deliveries of ethanol from various receipt point(s) from Customer’s Ethanol Production Facilities, (b) to store ethanol, (c) redeliver and load ethanol at various loading and/or delivery point(s), and (d) redeliver ethanol via pipeline to various other delivery points;



NOW, THEREFORE, in consideration of the mutual premises of the Parties and covenants and conditions hereinafter set forth, and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, and intending to be legally bound, the parties hereto agree as follows:















[Signature Page Follows]

 

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IN WITNESS WHEREOF, the parties hereto have executed this Amendment as of the day and year first above written.



OPERATOR: GREEN PLAINS ETHANOL STORAGE LLC







CUSTOMER: GREEN PLAINS TRADE GROUP LLC



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AMENDMENT NO. 5 TO OPERATIONAL SERVICES AND SECONDMENT AGREEMENT

THIS AMENDMENT NO. 5 TO OPERATIONAL SERVICES AND SECONDMENT AGREEMENT (this “Amendment”), is entered into and effective as of March 22, 2021 (the “Effective Date”), by and between Green Plains Inc., an Iowa corporation (“GPRE”) and Green Plains Holdings LLC, a Delaware limited liability company (“GP”).  GPRE and GP are sometimes herein referred to individually as a “Party” and collectively as the “Parties.”

WHEREAS, the Parties wish to amend the Operational Services and Secondment Agreement effective July 1, 2015, as amended, between the Parties (the “Agreement”) on the terms and conditions set forth herein. Terms used herein not defined herein shall have the meaning set forth in the Agreement.

NOW, THEREFORE, in consideration of the mutual premises of the Parties and covenants and conditions hereinafter set forth, and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, and intending to be legally bound, the Parties hereto agree as follows:

Exhibit A “Partnership Assets” is replaced in its entirety with the Exhibit A attached hereto and incorporated herein by reference.



[Signature Page Follows]

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IN WITNESS WHEREOF, the Parties hereto have executed this Amendment as of the day and year first above written.



GREEN PLAINS INC.





GREEN PLAINS HOLDINGS LLC





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EXHIBIT A

Partnership Assets

The Partnership Assets consist of all above and below-ground equipment, facilities and improvements owned (in whole or in part) or leased by any Partnership Entities, or with respect to which any of the Partnership Entities have the right and/or obligation to operate and/or maintain, at each of the following locations (including each of the railcar assets):

Terminals


Entity	Terminal Address
BBTL, LLC	1220 Brock Industrial Dr. Birmingham, AL 35208
Birmingham BioEnergy Partners, LLC	1904 16th Street North Birmingham, AL 35204
BlendStar LLC	n/a
Bossier City BioEnergy Partners, LLC	4800 Viking Dr. Bossier City, LA 71111
Collins BioEnergy Partners, LLC	4556 Highway 49 North Mount Olive, MS 39119
Green Plains Capital Company LLC	n/a
Green Plains Ethanol Storage LLC	See Ethanol Storage location Annex Below
Green Plains Hopewell LLC	701 South 6th Street Hopewell, VA 23860
Green Plains Logistics LLC	n/a
Green Plains Operating Company LLC	n/a
Green Plains Partners LP	n/a
Green Plains Trucking II LLC	None
Little Rock BioEnergy Partners, LLC	324 North Buckeye North Little Rock, AR 72114
Louisville BioEnergy Partners, LLC	3601 Ralph Avenue Louisville, KY 40211
Nashville BioEnergy Partners, LLC	1830 Linder Industrial Dr. Nashville, TN 37209   4900 Centennial Blvd. Nashville, TN 37209
Oklahoma City BioEnergy Partners, LLC	435 North Sunnylane Road Del City, OK 73117



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Green Plains Ethanol Storage LLC Locations Annex:



87950 Hillcrest Road

Atkinson, NE 68713



49131 US Hwy 20

O’Neill, Nebraska 68763



214 20th Street

Central City, NE  68826



1125 Bixby Road

Fairmont, MN 56031



395 Bissell Street

Madison, IL 62060



8999 West Franklin Road

Mount Vernon, IN 47620



1918 McDonald Road

Rives TN 38253



24096 - 170th Avenue

Fergus Falls, MN 56537-7518



4124 Airport Road

Shenandoah IA 51601



1495 320th Ave

Superior IA 51363



7874 South 140th Road

Wood River, NE 68883-9300



1414 Road O

York, NE 68467













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Storage Tanks

The ethanol storage facilities and the real property related thereto at the following locations:



Atkinson, Nebraska

O’Neill, Nebraska

Central City, Nebraska

Fairmont, Minnesota

Madison, Illinois

Mount Vernon, Indiana

Obion, Tennessee

Fergus Falls, Minnesota

Shenandoah, Iowa

Superior, Iowa

Wood River, Nebraska

York, Nebraska





Railcars

Approximately 2,274 leased railcars



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