Partial Release of Security Interest, dated as of April 30, 2018, by and among Green Plains Inc., its subsidiaries and BNP Paribas, as collateral agent
Exhibit 10.3
PARTIAL RELEASE OF SECURITY INTEREST
THIS PARTIAL RELEASE OF SECURITY INTEREST is made as of April 30, 2018 (the “Release”), by BNP PARIBAS, as collateral agent (in such capacity, the “Collateral Agent”).
RECITALS:
| 1. Green Plains Inc. (the “Borrower”), BNP Paribas, as administrative agent, the Collateral Agent, and the Lenders named therein have entered into that certain Term Loan Agreement dated as of August 29, 2017 (as from time to time amended, restated, supplemented or otherwise modified, the “Term Loan Agreement”). |
| 2. In connection with the Term Loan Agreement, Green Plains Commodity Management LLC, a Delaware limited liability company (the “Company”), has executed and delivered that certain Security Agreement dated as of August 29, 2017 (as from time to time amended, restated, supplemented or otherwise modified, the “Security Agreement”), pursuant to which the Company granted to the Collateral Agent, a continuing security interest in and to all right, title and interest of the Company in the Collateral (as defined in the Security Agreement), including all right, title and interest of the Company in the Collateral described in Exhibit A attached hereto (the “Released Collateral”). |
| 3. The Borrower and the Company hereby request that Collateral Agent release its security interests under the Security Agreement in the Released Collateral. |
RELEASE:
The Collateral Agent hereby releases its security interests, created under the Security Agreement or any other Loan Document (as defined in the Term Loan Agreement), in all of the Released Collateral.
The Borrower and the Company represent and warrant that (a) the release of the security interests in the Released Collateral pursuant hereto is made in connection with transactions relating to the Released Collateral that are permitted by the terms and conditions of the Term Loan Agreement and the other Loan Documents (as defined in the Term Loan Agreement), (b) the proceeds of such transactions will be applied in accordance with such Loan Documents, to the extent any such application is required by such Loan Documents, and (c) such Loan Documents do not require any application of the proceeds of such transactions.
The Collateral Agent shall, from time to time at the request of the Borrower or the Company, in each case at the sole expense of the Borrower and the Company, execute and deliver to such requesting party any instruments reasonably necessary or desirable to carry out the release of the security interests granted under this Release, including without limitation any UCC-3's or comparable financing statement amendments.
IN WITNESS WHEREOF, Collateral Agent has executed and delivered this Release as of the date first written above.
BNP PARIBAS,
as Collateral Agent
By: /s/ Keith Richards
Name: Keith Richards
Title: Director
By: /s/ A-C Mathlot
Name: A-C Mathlot
Title: Director
Signature Page to
Partial Release of Security Interest
Acknowledged by:
MACQUARIE BANK LIMITED,
as a third-party beneficiary
By: /s/ Thomas Morgan
Name: Thomas Morgan
Title: Associate Director
By: /s/ Ian Steddon
Name: Ian Steddon
Title: Associate Director
MACQUARIE FUTURES USA LLC,
as a third-party beneficiary
By: /s/ Ray Turbridy
Name: Ray Turbridy
Title: President
By: /s/ Michelle A. Crutchfield
Name: Michelle A. Crutchfield
Title: Senior Vice President
Signature Page to
Partial Release of Security Interest
Agreed and Acknowledged by:
Green Plains Commodity Management LLC,
as the Company
By: /s/ Phil Boggs
Name: Phil Boggs
Title: VP Finance & Treasurer
Green Plains INC.,
as the Borrower
By: /s/ Phil Boggs
Name: Phil Boggs
Title: VP Finance & Treasurer
Signature Page to
Partial Release of Security Interest
Exhibit A
RELEASED COLLATERAL
“Released Collateral” means all of Company’s right, title and interest in, to and under (i) one or more commodity interest accounts maintained by Company at Macquarie Futures USA LLC (collectively, the “Futures Account”), (ii) all cash, securities, commodity contracts, swap agreements, investment property, financial assets, general intangibles and other assets transferred by Company to the Futures Account or otherwise held in, credited to or deposited in the Futures Account, (iii) all interest and distributions with respect to the Futures Account or property therein or credited thereto, and (iv) all cash and non-cash proceeds of any of the foregoing.
