EXECUTION COPY Loan No. RX0583-T3 THIRD SUPPLEMENT TO THE MASTER LOAN AGREEMENT

Exhibit 10.1

EXECUTION COPY

Loan No. RX0583-T3

THIRD SUPPLEMENT

TO THE MASTER LOAN AGREEMENT

This THIRD SUPPLEMENT TO THE MASTER LOAN AGREEMENT (as the same may be amended, modified, supplemented, extended or restated from time to time, this “Third Supplement”), is entered into as of December 19, 2012, between COBANK, ACB (“CoBank”) and NEW ULM TELECOM, INC. (the “Borrower”), and supplements that certain Master Loan Agreement, dated as of January 4, 2008, between CoBank and the Borrower (as amended by that certain letter agreement, dated March 27, 2009, by that certain letter agreement, dated September 14, 2009, by that certain letter agreement, dated March 25, 2011, by that certain letter agreement, dated May 2, 2012, and as the same may further be amended, modified, supplemented, extended or restated from time to time, the “MLA”). Capitalized terms used and not otherwise defined in this Third Supplement shall have the meanings assigned to them in the MLA.

SECTION 1. The Term Loan. On the terms and conditions set forth in the MLA and this Third Supplement, CoBank agrees to make a loan to the Borrower (the “Loan”), by means of a single advance during the Availability Period (as hereinafter defined in Section 3 of this Third Supplement), in an aggregate principal amount not to exceed $4,500,000 (the “Commitment”). Under the Loan, amounts borrowed and later repaid or prepaid may not be re-borrowed. The Commitment shall expire on the earlier to occur of (A) the advance to the Borrower of the Loan, and (B) at 12:00 noon Mountain time on the last day of the Availability Period, or such later date as CoBank in its sole discretion shall provide in writing. Amounts advanced to the Borrower under this Third Supplement that are later repaid or prepaid may not be re-borrowed.

SECTION 2. Purpose. The proceeds of the Loan shall be used by the Borrower (A) to finance the acquisition by the Borrower of all of the outstanding equity interests of Sleepy Eye Telephone Company (“Sleepy Eye”), (B) to repay all Indebtedness of Hector Communications Corporation allocated to Sleepy Eye, (C) to finance the acquisition of certain cellular telephone towers from Arvig Enterprises, Inc., (D) to pay taxes attributable to the transactions contemplated by that certain Spin-Off Agreement, dated November 15, 2012 (the “Spin-Off Agreement”), and (E) to pay fees and expenses associated with the Loan. The Borrower agrees that the proceeds of the Loan shall be used only for the purposes set forth in this Section 2.

SECTION 3. Availability. Subject to Sections 2 and 6 of the MLA and Section 8 of this Third Supplement, during the period commencing on the date of this Third Supplement (the “Closing Date”) and ending on December 31, 2012 (the “Availability Period”), the Loan will be advanced in a single advance on the date on which all conditions precedent to the Loan are satisfied.

SECTION 4. Interest.

(A) Rate Options; Etc. The unpaid principal balance of the Loan shall accrue, and the Borrower agrees to pay interest at the rate or rates determined or selected by the Borrower in accordance with this Subsection 4(A).

Upon the occurrence and during the continuance of any Event of Default, as the Interest Periods for Portions of the Loan accruing interest at a LIBOR option expire, at CoBank’s option, such Portions of the Loan shall be converted to the Variable Rate option, and the LIBOR option will not be available to the Borrower until any such Events of Default have been waived.

Upon the occurrence and during the continuance of any Event of Default, as the Interest Periods for Portions of the Loan accruing interest at the Quoted Rate option expire, such Portions of the Loan shall be converted to the Variable Rate option, and the Quoted Rate option will not be available to the Borrower until any such Events of Default have been waived.

(B) Margins. Initially, and continuing through the day immediately preceding the first Adjustment Date (as hereinafter defined in this Subsection 4(B)) occurring on or after March 31, 2013 on which the Borrower demonstrates that a change in the LIBOR Margin is warranted and requests such change, the applicable LIBOR Margin shall be 3.00%. Commencing on such Adjustment Date, the LIBOR Margin shall be determined based on the consolidated Total Leverage Ratio of the Borrower, determined in accordance with Subsection 8(I)(1) of the MLA, on the last day of each fiscal quarter of the Borrower, as set forth in the following table:

The LIBOR Margin shall be (i) increased, if warranted, beginning on the date which is the fifth Business Day following CoBank’s receipt of the financial statements required pursuant to Subsections 8(H)(1) and 8(H)(2) of the MLA, and the compliance certificate required pursuant to Subsection 8(H)(9) of the MLA and (ii) decreased, if warranted, beginning on the date which is the fifth Business Day following CoBank’s receipt of such financial statements and compliance certificate and the Borrower’s written request to decrease such margin (each such date described in (i) and (ii), an “Adjustment Date”). In the event that CoBank shall not receive when due such financial statements and compliance certificate, then from such due date and until the fifth Business Day following CoBank’s receipt of such overdue financial statements and compliance certificate (and in the event a decrease in the applicable margin is then warranted, receipt of the Borrower’s written request to decrease such margin), or upon the occurrence of any Event of Default, then at the option of CoBank the LIBOR Margin shall be 3.50%.

(C) Payment and Calculation. The Borrower shall pay interest on the Loan monthly in arrears on the 20th day (or such other day as CoBank shall elect in writing) of each month, upon any prepayment of a fixed rate Portion (whether due to acceleration or otherwise) and on the Maturity Date; provided, however, at the election of CoBank with respect to the Portions accruing interest under the LIBOR option, rather than on a monthly basis interest shall be payable at the maturity of an Interest Period, or, if such Interest Period exceeds three months, in arrears on each three-month anniversary of the beginning date of such Interest Period and at the maturity of such Portion and upon any prepayment (whether due to acceleration or otherwise). Interest shall be calculated on the actual number of days the Loan, or any part thereof, is outstanding on the basis of a year consisting of 360 days. In calculating accrued interest, the date the Loan is made shall be included and the date any principal amount of the Loan is repaid or prepaid shall be excluded as to such amount. If any date for the payment of interest is not a Business Day, then the interest payment then due shall be paid on the next Business Day.

SECTION 5. Repayment, Prepayment and Surcharge. The Borrower may, (i) on any Business Day, prepay in full or in part any Portion of the Loan accruing interest at the Variable Rate option, and (ii) on three Business Days’ prior, irrevocable written notice, prepay in full or in part any Portion of the Loan accruing interest pursuant to a fixed rate option. All voluntary prepayments pursuant to this Section 5 shall be applied to scheduled principal installments under Subsection 6(A) of this Third Supplement in the inverse order of their maturities and to such Portions of the Loan as the Borrower specifies in writing, or in the absence of such direction, as CoBank specifies. Notwithstanding the foregoing, the Borrower’s right to prepay any amount accruing interest pursuant to a fixed rate option shall be conditioned upon the payment of a prepayment Surcharge as defined and calculated below. For purposes of calculating the Surcharge provided for in this Section 5, early conversion of a Portion of the Loan accruing interest pursuant to a fixed rate option so that it accrues interest at a different rate pursuant to Subsection 4(A)(5) shall be deemed a prepayment in full of that Portion of the Loan. Upon any such early conversion, any repayment required hereunder or under the MLA, any prepayment of any Portion of the Loan accruing interest pursuant to a fixed rate option, and as a condition to any voluntary prepayment (whether such conversion, repayment, prepayment or payment is made voluntarily, as a result of an acceleration, or otherwise), the Borrower shall pay to CoBank, on the date of such repayment, prepayment, payment or early conversion, a surcharge (“Surcharge”) in an amount equal to the greater of (i) $300 and (ii) the present value of any funding losses incurred or imputed by CoBank to have been incurred as a result of such repayment, prepayment, payment or conversion for the period such amount was scheduled to have been outstanding at such fixed rate (which, if less than $0, shall be deemed to be $0), plus, in the case of the repayment, prepayment, payment or conversion of any Portion of the Loan accruing interest pursuant to the Quoted Rate option, an amount equal to 0.5% of the amount repaid, prepaid or converted. Such Surcharge, including the amount of any funding losses incurred by CoBank, shall be determined and calculated in accordance with methodology established by CoBank.

SECTION 6. Repayment.

(A) Scheduled Repayments. Commencing on June 30, 2013, and on each September 30, December 31, March 31 and June 30 occurring thereafter (each such date a “Payment Date”), through and including December 31, 2014 (the “Maturity Date”), the outstanding principal balance of the Loan shall be repaid in consecutive quarterly equal principal payments of $225,000 on each such date. On the Maturity Date, the amount of the then unpaid principal balance of the Loan and any and all other amounts due and owing hereunder or under any other Loan Document relating to this Loan shall be due and payable. If any Payment Date is not a Business Day, then the installment then due shall be paid on the next Business Day and shall continue to accrue interest until paid.

(B) Applications of Repayments; Related Interest and Surcharge Payments. All repayments made pursuant to this Section 6 will be applied to such Portions of the Loan as the Borrower directs in writing and, in the absence of such direction, as CoBank specifies. At the time of each repayment pursuant to this Section 6, the Borrower must pay any applicable Surcharge (as defined in and as calculated in Section 5 of this Third Supplement).

SECTION 7. Security. The Loan is guaranteed and secured by those certain guarantees, pledge agreements, security agreements, mortgages and other security documents (collectively, the “Collateral Documents”) described in Section 7 of that certain First Supplement to the Master Loan Agreement, dated as of January 4, 2008, between the Borrower and CoBank, as such Collateral Documents are amended by that certain Agreement Regarding Amendments to Loan Documents and Reaffirmation, dated as of the date hereof, between the Borrower, each of the other Loan Parties, and CoBank, and as the same have otherwise been and may further be amended, modified, supplemented, extended or restated from time to time. In addition, following the Borrower’s acquisition of Sleepy Eye, the Loan and each other Loan made by CoBank to the Borrower will be guaranteed and secured by (i) that certain Joinder to Continuing Guaranty, dated on or about December 31, 2012, by Sleepy Eye in favor of CoBank (as the same may be amended, modified, supplemented, extended or restated from time to time, the “Guaranty Joinder”), (ii) that certain Security Agreement, dated on or about December 31, 2012, between Sleepy Eye and CoBank (as the same may be amended, modified, supplemented, extended or restated from time to time, individually, the “Sleepy Eye Security Agreement”), pursuant to which Sleepy Eye will grant to CoBank a first-priority lien and security interest in substantially all of its then owned or thereafter acquired personal property, and (iii) that certain Mortgage and Security Agreement and Fixture Financing Statement, dated on or about December 31, 2012, between Sleepy Eye and CoBank (as the same may be amended, modified, supplemented, extended or restated from time to time, the “Sleepy Eye Mortgage”), pursuant to which Sleepy Eye will grant to CoBank a first-priority lien on certain of its then owned or thereafter acquired real property.

The Borrower agrees, and agrees to cause each Loan Party, to take such steps, including, without limitation, the execution and filing and recordation of security agreements, financing statements, irrevocable stock power and collateral assignments, and amendments to any of the foregoing, and such other instruments and documents as CoBank may from time to time reasonably require to enable CoBank to obtain, perfect and maintain its security interests in such property and the payment of any applicable documentary stamp or similar taxes. Furthermore, the Borrower agrees, and agrees to cause each Loan Party, to take such steps, including the execution and recordation and filing of any mortgage agreements, or any fixture filings, and amendments to the foregoing, and such other instruments and documents, as CoBank may reasonably request from time to time to enable CoBank to obtain, perfect, and maintain a lien on any real property interests of such entity as CoBank shall determine in its reasonable discretion, and the payment of any applicable mortgage recording tax, documentary stamp taxes or similar taxes.

SECTION 8. Additional Conditions Precedent.

(A) Conditions to Effectiveness of Third Supplement. In addition to the conditions precedent set forth in the MLA, the effectiveness of this Third Supplement is subject to the satisfaction of the following conditions precedent:

(B) Conditions to Advance of Loan. In addition to the conditions precedent set forth in the MLA, and subject to the effectiveness of this Third Supplement as set forth in Subsection 8(A), CoBank’s obligation to make the Loan is subject to the satisfaction of the following conditions precedent on or before the date of such advance:

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IN WITNESS WHEREOF, the Borrower has caused this Agreement to be executed and delivered, and CoBank has caused this Agreement to be executed and delivered, each by its respective duly authorized officer as of the date first shown above.

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EXHIBIT A

CLOSING CERTIFICATE - LOAN NO. RX0583-T3

THIS CLOSING CERTIFICATE is given by [Name], [President] of New Ulm Telecom, Inc. (the “Borrower”), pursuant to Subsection 8(A)(4) of that certain Third Supplement to the Master Loan Agreement, dated as of December 19, 2012 (the “Third Supplement”), and under Section 6 of that certain Master Loan Agreement, dated as of January 4, 2008 (as the same has been and may further be amended, modified, supplemented, extended or restated from time to time, the “MLA”), each between CoBank, ACB and the Borrower. Capitalized terms used herein and not otherwise defined herein shall have the meanings ascribed to them in the MLA and in the Third Supplement.

I hereby certify as follows:

IN WITNESS WHEREOF, I have executed this Closing Certificate as of December __, 2012.

EXHIBIT B

ADVANCE CERTIFICATE - LOAN NO. RX0583-T3

THIS ADVANCE CERTIFICATE is given by [Name], [President] of New Ulm Telecom, Inc. (the “Borrower”), pursuant to Subsection 8(B)(4) of that certain Third Supplement to the Master Loan Agreement, dated as of December 19, 2012 (the “Third Supplement”), and under Section 6 of that certain Master Loan Agreement, dated as of January 4, 2008 (as the same has been and may further be amended, modified, supplemented, extended or restated from time to time, the “MLA”), each between CoBank, ACB and the Borrower. Capitalized terms used herein and not otherwise defined herein shall have the meanings ascribed to them in the MLA and in the Third Supplement.

I hereby certify as follows:

IN WITNESS WHEREOF, I have executed this Closing Certificate as of December __, 2012.