Firm Throughput Service Agreement Rate Schedule TFX

EXHIBIT 10.7 – Firm Throughput Service Agreement

Firm Throughput Service Agreement
Rate Schedule TFX

Date: 09/11/2006

Shipper’s Name and Address for Notices: EAST FORK BIODIESEL, LLC ▇▇▇ ▇. ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ ATTN: ▇▇▇▇▇ ▇▇▇▇▇▇	Shipper’s Name and Address for Invoice: EAST FORK BIODIESEL, LLC ▇▇▇ ▇. ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ ATTN: ▇▇▇▇▇ ▇▇▇▇▇▇

CONTRACT NO.: 112744

Term: From 08/01/2007 to 07/31/2022

Rates shall be Northern’s maximum rates and charges plus all applicable surcharges in effect from time to time under the applicable Rate Schedule on file with the Commission unless otherwise agreed to by the parties in writing.

This transportation shall be provided pursuant to Subpart G of Part 284 of the Federal Energy Regulatory Commission’s regulations.

The contract maximum daily quantities and primary receipt and delivery points are set forth on Appendix A, and if necessary, Appendix B.

If made available by Shipper, Northern agrees to receive and deliver thermally equivalent volumes of natural gas as set forth in this Agreement.

The parties agree that a facsimile or other electronic version of this document, when properly executed and transmitted, shall be considered for all purposes to be an original document, and shall be deemed for all purposes to be signed and constitute a binding agreement. The entire agreement must be faxed or transmitted to Northern. Upon Northern’s acceptance and execution, an executed copy will be returned via FAX to the number appearing on the faxed offer or such other number as directed or otherwise electronically transmitted.

This Agreement constitutes the entire agreement between the parties with respect to the subject matter of this Agreement and shall be binding upon and shall inure to the benefit of the parties hereto and the respective successors and assigns. No promises, agreements or warranties additional to this Agreement other than as may be contained in Northern’s tariff will be deemed to be a part of this Agreement nor will any alteration, amendment or modification be effective unless confirmed in writing by the parties.

Any notice, statement, or ▇▇▇▇ provided for in this Agreement shall be in writing and shall be considered as having been given if delivered personally, or if mailed by United States mail, postage prepaid, or if sent by express mail, overnight delivery, telex, telecopy or other mutually agreeable means of electronic transmission, to Shipper when sent to the address set forth on this Agreement and to Northern when sent to the following:

All Notices/Accounting Matters: Northern Natural Gas Company ▇.▇. ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, ▇▇ ▇▇▇▇▇-▇▇▇▇ Attn: Customer Service Fax No. : ▇▇▇-▇▇▇-▇▇▇▇	Payments to Designated Depository: Northern Natural Gas Company First National Bank of Omaha Account No. ▇▇▇▇▇▇▇▇▇ ABA No. ▇▇▇▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇ ▇▇. ▇▇▇▇▇, ▇▇ ▇▇▇▇▇

1

---

This Agreement shall incorporate and in all respects shall be subject to the “GENERAL TERMS AND CONDITIONS” and the applicable Rate Schedule(s) set forth in Northern’s FERC Gas Tariff, as may be revised from time to time. Northern may file and seek Commission approval under Section 4 of the Natural Gas Act (NGA) at any time and from time to time to change any rates, charges or other provisions set forth in the applicable Rate Schedule(s) and the “GENERAL TERMS AND CONDITIONS” in Northern’s FERC Gas Tariff, and Northern shall have the right to place such changes in effect in accordance with the NGA, and this Throughput Service Agreement shall be deemed to include such changes and any changes which become effective by operation of law and Commission Order, without prejudice to Shipper’s right to protest the same.

NORTHERN NATURAL GAS COMPANY				EAST FORK BIODIESEL, LLC
By:				By:
Title:		Vice President		Title:		President
Date:				Date:		10/9/06

2

---

Northern Natural Gas Company
Amendment to TFX Throughput Service Agreement

Date: 09/11/2006

Shipper’s Name: EAST FORK BIODIESEL, LLC

Contract No.: 112744 (Agreement)

The above-referenced Agreement is amended for the period 08/01/2007 through 07/31/2022 as follows:

1. This Agreement is subject to the completion of the facilities necessary for Northern to provide the service.

2. The rate provisions shall be amended as follows:

a. For the contract MDQ, Shipper shall pay a total monthly reservation charge equal to $0.5080/Dth multiplied by the contract MDQ multiplied by 30.4. In addition, Shipper shall pay a commodity rate equal to the maximum rate provided in Northern’s FERC Gas Tariff as amended from time to time. These rates include the applicable Annual Charge Adjustment and electric compression charges.

b. In addition to the above rate(s), Shipper shall pay any applicable fuel use and unaccounted for.

c. The rate stated herein is applicable to the receipt and (or) delivery points listed below. Shipper agrees that if any other receipt or delivery points (POI) are used either on a primary or alternate basis, the higher of the maximum annual average rates or the $0.5080/DTH/day rate will apply for the entire contract during the month that any points not listed below are used.

Primary Points
Receipt	Delivery
▇▇▇ ▇▇▇▇/▇▇▇ ▇▇▇▇▇▇▇	▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇ BIODIESEL

Alternate Points

All Market Area MID 16 B - 17 receipt points effective only for the term set forth in this Amendment

3. In addition to the above rates, Shipper shall pay (i) the FERC approved Carlton surcharge and (ii) all FERC approved surcharges that are made effective after the effective date of this Amendment and applicable to the service provided hereunder.

4. Other Provisions Permitted By Tariff Under the Applicable Rate Schedule and pursuant to Section 58 of the GENERAL TERMS AND CONDITIONS of Northern’s FERC Gas Tariff:

a. Shipper agrees to limit hourly takes of natural gas to 5% (1/20 of the MDQ). of the entitlement at the primary delivery point and any alternate delivery points (including capacity release) during the term of the Agreement.

b. The entitlement is subject to the Right of First Refusal described in Section 52 of the GENERAL TERMS AND CONDITIONS of Northern’s FERC Gas Tariff.

5. The parties agree that a facsimile or other electronic version of this document, when properly executed and transmitted, shall be considered for all purposes to be an original document, and shall be deemed for all purposes to be signed and constitute a binding agreement. The entire agreement must be faxed or transmitted to Northern. Upon Northern’s acceptance and execution, an executed copy will be returned via FAX to the number appearing on the faxed offer or such other number as directed or otherwise electronically transmitted.

6. This Agreement, as amended, constitutes the entire agreement between the parties with respect to the subject matter of this Agreement and shall be binding upon and shall inure to the benefit of the parties hereto and the respective successors and assigns. No promises, agreements or warranties additional to this Agreement other than as may be contained in Northern’s tariff will be deemed to be a part of this Agreement nor will any alteration, amendment or modification be effective unless confirmed in writing by the parties.

The effective date of this Amendment is 08/01/2007.

Except as amended herein, all provisions of the Agreement are hereby confirmed by the parties to be and remain in full force and effect.

NORTHERN NATURAL GAS COMPANY				EAST FORK BIODIESEL, LLC
By:				By:
Title:		Vice President		Title:		President
Date:				Date:		10/9/06

---

page l

Appendix A	CR# 112744
Firm Throughput Service Agreement, TFX Rate Schedule	RQST# 64233
	Amd# 0
Dated: 08/01/2007 - 07/31/2022
Shipper: EAST FORK BIODIESEL, LLC
Contract Volumes:

MARKET				984		January To December
Maximum Daily Quantities
Volume Type		From				Volume
TFX		January To December				984

---

page 2

Appendix A	CR# 112744
Firm Throughput Service Agreement, TFX Rate Schedule	RQST# 64233
	Amd# 0
Dated: 08/01/2007 - 07/31/2022
Shipper: EAST FORK BIODIESEL, LLC
Part 1. Receipt and Delivery Point Descriptions and Volumes

RP/DP   Type		POI# (MIDS)		Point Description		Jan		Feb		Mar		Apr		May		Jun		Jul		Aug		Sep		Oct		Nov		Dec
R		192 (MID 17)		NBPL/NNG VENTURA		984		984		984		984		984		984		984		984		984		984		984		984
				Market Receipts		984		984		984		984		984		984		984		984		984		984		984		984
D		78858 (MID 17)		EAST FORK BIODIESEL		984		984		984		984		984		984		984		984		984		984		984		984
				Market Deliveries		984		984		984		984		984		984		984		984		984		984		984		984

---

The following is a general outline of Northern Natural Gas Company’s (Northern) offer to provide gas transportation services for the proposed biodiesel production plant to be built by East Fork Biodiesel LLC (East Fork).

Tariff rates are effective November 1, 2006 and are per Northern’s FERC Gas Tariff as revised from time to time.

The above terms are subject to finalization of East Fork service parameters, capacity availability, Northern management approval, the timely finalization of a definitive contract between the respective parties, the satisfaction of creditworthiness or security requirements, and any necessary FERC approvals.

This proposal and related discussions are confidential and are to be used only for the purpose of negotiating a definitive agreement between East Fork and Northern.

This proposal is valid until July 31, 2006.

---