Item 1.02 Termination of a Material Definitive Agreement
On September 26, 2013, Highwater Ethanol, LLC (the "Company") entered into a
series of related definitive agreements with Butamax Advanced Biofuels, LLC
("Butamax") which included an Easement for Construction and Process
Demonstration Agreement, an Equipment Lease Agreement, a Technology License
Agreement, a Technology Demonstration Risk Reduction Agreement and a Security
Agreement pursuant to which Butamax installed and leased its corn oil separation
system and licensed to the Company its proprietary, patent-protected corn oil
separation technology.
On December 3, 2020, the Company and Butamax entered into a Termination and
Asset Purchase Agreement (the "Purchase Agreement"). Pursuant to the Purchase
Agreement, Butamax agreed to (i) sell the corn oil separation system to the
Company; and (ii) amend the Technology License Agreement to provide for a
license of its corn oil separation technology to remain in effect until
expiration of the patents unless earlier terminated in accordance with the terms
of the Technology License Agreement. In exchange for the purchase of the corn
oil separation system and the license, the Company paid a one-time fee to
Butamax.
The Purchase Agreement also provided for the termination of the Easement for
Construction and Process Demonstration Agreement, the Equipment Lease Agreement,
the Technology Demonstration Risk Reduction Agreement and the Security Agreement
as of December 3, 2020.
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