Amendment No. 3 to Operational Services and Secondment Agreement, dated November 15, 2018, between Green Plains Inc. and Green Plains Holdings LLC

AMENDMENT NO. 3 TO OPERATIONAL SERVICES AND SECONDMENT AGREEMENT

THIS AMENDMENT NO. 3 TO OPERATIONAL SERVICES AND SECONDMENT AGREEMENT (this “Amendment”), is entered into and effective as of November 15, 2018 (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]

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





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



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



4300 County Road 8

Hereford, TX 79045



701 S. 6th Avenue

Hopewell, VA 23860



395 Bissell Street

Madison, IL 62060



8999 West Franklin Road

Mount Vernon, IN 47620



1918 McDonald Road

Rives TN 38253



48267 Val-E Road

Ord, NE 68862



24096 - 170th Avenue

Fergus Falls, MN ###-###-####



4124 Airport Road

Shenandoah IA 51601



1495 320th Ave

Superior IA 51363



7874 South 140th Road

Wood River, NE ###-###-####



1414 Road O

York, NE 68467

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

Hereford, Texas

Hopewell, Virginia

Madison, Illinois

Mount Vernon, Indiana

Obion, Tennessee

Ord, Nebraska

Fergus Falls, Minnesota

Shenandoah, Iowa

Superior, Iowa

Wood River, Nebraska

York, Nebraska





Railcars

Approximately 3,040 leased railcars