Exhibit 10.3
FIFTH AMENDMENT TO
FORBEARANCE
AGREEMENT
THIS FIFTH AMENDMENT TO FORBEARANCE
AGREEMENT (this “ Amendment ”) is made as of
August 1, 2011 (the “ Effective Date ”),
between HERON LAKE BIOENERGY, LLC, a Minnesota limited liability
company (“ Borrower ”), and AGSTAR FINANCIAL
SERVICES, PCA, a United States instrumentality (“
Lender ”).
RECITALS
A.
The Borrower and the Lender have
previously entered into a Forbearance Agreement dated as of
July 2, 2010, a First Amendment to Forbearance Agreement dated
December 31, 2010, a Second Amendment to Forbearance Agreement
dated March 1, 2011, a Third Amendment to Forbearance
Agreement dated April 27, 2011, and a Fourth Amendment to
Forbearance Agreement dated June 30, 2011 (collectively, the
“ Forbearance Agreement ”), which provided for a
forbearance period which expires on or before August 1,
2011.
B.
The Borrower has requested an
extension of the Forbearance Period (as defined in the Forbearance
Agreement), and the Lender is willing to grant such an extension
upon the terms and conditions set forth in this
Amendment.
C.
Unless otherwise expressly defined
herein, capitalized terms used herein shall have the same meaning
ascribed to them in the Forbearance Agreement.
AGREEMENT
NOW, THEREFORE, in consideration of
the facts set forth in the foregoing Recitals, which the parties
agree are true and correct, and in consideration for entering into
this Amendment, the parties hereto agree as follows:
1.
Amendments to Forbearance
Agreement .
a.
Section 3 of the Forbearance
Agreement is amended, restated and replaced in its entirety by the
following:
3.
Forbearance
Period . Provided
that the Conditions Precedent set forth below have first been
satisfied and Borrower complies with the terms of this Agreement,
the Lender agrees it will not declare a default under the Loan
Documents or enforce any remedies available to it under the Loan
Documents or applicable law on account of the Borrower’s
default beginning on the Effective Date, and ending on the earlier
of (i) September 1, 2011 and (ii) the date of any
Event of Default (as defined below) hereunder (the “
Forbearance Period ”).