Common use of Leases and Leased Real Property Clause in Contracts

Leases and Leased Real Property. (a) Schedule 3.06(a)(i) contains a true and complete list of all the Leases held by the Sellers or any of their Affiliates and used by any Seller or any Affiliate of such Seller in the operation of the Purchased Business and recording information for the Assumed Leases that have been recorded, and the Assumed Leases have not been amended or modified, assigned or subleased except as set forth on Schedule 3.06(a)(i). To the Knowledge of the Sellers, the property maps attached to Schedule 3.06(a)(i) include a depiction in a reasonably accurate manner of the location and boundaries of the Purchased Leased Real Property. Schedule 3.06(a)(ii) contains a true and complete list of all prepaid royalties and un-recouped minimum royalties for each Assumed Lease as of July 31, 2014. A true and complete copy of each Assumed Lease, including all material amendments and exhibits, has heretofore been furnished to Buyer. Each of the Assumed Leases is in full force and effect and constitutes a valid and binding obligation of each applicable Seller and, to such Seller’s Knowledge, the other parties thereto. The leasehold estate created by each Assumed Lease is free and clear of all Encumbrances created by, through or under the applicable Seller other than Permitted Encumbrances. Except as disclosed in Schedule 3.06(a)(i), to the Knowledge of the Sellers, there are no material defaults, breaches or uncured violations by any Seller under any of the Assumed Leases, including any lost coal events, and to the Knowledge of the Sellers no event has occurred that (whether with or without notice, lapse of time or the happening or occurrence of any other event) would constitute a material default, breach or uncured violation by any Seller under any Assumed Lease, including any lost coal events, except for any such defaults or breaches that would be cured through payment of the Cure Costs or arising solely as a consequence of the Bankruptcy Case. To the Knowledge of the Sellers, except as disclosed in Schedule 3.06(a)(i), there are no material defaults, breaches or uncured violations by any other party, or to the Knowledge of the Sellers any events, which with notice, the passage of time or both, would constitute such material defaults, breaches or violations by any other party under any of the Assumed Leases, except for any such defaults or breaches that would be cured through payment of the Cure Costs or arising solely as a consequence of the Bankruptcy Case. To the Knowledge of the Sellers, there are no existing disputes between any Seller and any other party to any of the Assumed Leases or, to the Knowledge of the Sellers, any party having rights under or with respect to the Assumed Leases that are expected to result in a claim of material default or breach or termination thereof, except for any such defaults or breaches that would be cured through payment of the Cure Costs or arising solely as a consequence of the Bankruptcy Case. Each applicable Seller has paid all rent, royalties, and other payments due and payable under each Assumed Lease, and has otherwise complied in all material respects with the Assumed Leases, and such Seller has not subleased, assigned or otherwise granted to any Person the right to use or occupy such Purchased Leased Real Property or any portion thereof, except for any such non-payments that would be cured through payment of the Cure Costs or arising solely as a consequence of the Bankruptcy Case. Seller has not received any notice in writing, and has no Knowledge, that any lessor or landlord will cancel, terminate, or fail to perform its obligations under the Assumed Leases. (b) There are no outstanding options or rights of first refusal to purchase or sublease any of the Sellers’ interest in the Assumed Leases or any interest therein.

Leases and Leased Real Property. (a) Schedule 3.06(a)(i‎3.06(a)(i) contains a true and complete list of (x) all the Leases held by the Sellers or any of their Affiliates and used by any Seller or any Affiliate of such Seller in the operation of the Purchased Business and (y) recording information for the Assumed Leases that have been recorded, and and, to the Knowledge of the Sellers, the Assumed Leases have not been amended or modified, assigned or subleased except as set forth on Schedule 3.06(a)(i‎3.06(a)(i). To Except as to the Xxxxxxxx Complex, which is addressed in ‎Section 7.12, to the Knowledge of the Sellers, the property maps attached to Schedule 3.06(a)(i‎3.06(a)(i) include a depiction in a reasonably materially accurate manner of the location and boundaries of the Purchased Leased Real Property. Schedule 3.06(a)(ii‎3.06(a)(ii) contains a true and complete list of (x) each application by any Seller or any of its Affiliates for a lease from the U.S. government or any agency or instrumentality thereof that is in progress and that is intended to be used or held for use in connection with the Purchased Business and (y) any such lease currently used or held for use by any Seller or any of its Affiliates. Schedule ‎3.06(a)(iii) contains a true and complete list of all prepaid royalties and un-recouped minimum royalties for each Assumed Lease as of July January 31, 20142016. A true and complete copy of each Assumed Lease, including all material amendments and exhibits, has heretofore been furnished made available to Buyer. Each of the Assumed Leases is in full force and effect and constitutes a valid and binding obligation of each applicable Seller and, to such Seller’s Knowledge, the other parties thereto. The leasehold estate created by each Assumed Lease is free and clear of all Encumbrances created by, through or under the applicable Seller other than Permitted Encumbrances. Except as disclosed in Schedule 3.06(a)(i‎3.06(a)(iv), to the Knowledge of the Sellers, there are no material defaults, breaches or uncured violations by any Seller under any of the Assumed Leases, including any lost coal events or lost natural gas events, and to the Knowledge of the Sellers no event has occurred that (whether with or without notice, lapse of time or the happening or occurrence of any other event) would constitute a material default, breach or uncured violation by any Seller under any Assumed Lease, including any lost coal events or lost natural gas events, except for any such defaults or breaches that would be cured through payment of the Cure Costs or arising solely as a consequence of the Bankruptcy CaseCosts. To the Knowledge of the Sellers, except as disclosed in Schedule 3.06(a)(i‎3.06(a)(iv), there are no material defaults, breaches or uncured violations by any other party, or to the Knowledge of the Sellers any events, which with notice, the passage of time or both, would constitute such material defaults, breaches or violations by any other party under any of the Assumed Leases, except for any such defaults or breaches that would be cured through payment of the Cure Costs or arising solely as a consequence of the Bankruptcy Case. To the Knowledge of the Sellers, there are no existing disputes between any Seller and any other party to any of the Assumed Leases or, to the Knowledge of the Sellers, any party having rights under or with respect to the Assumed Leases that are expected to result in a claim of material default or breach or termination thereof, except for any such defaults or breaches that would be cured through payment of the Cure Costs or arising solely as a consequence of the Bankruptcy CaseCosts. Each applicable Seller has paid all rent, royalties, and other payments due and payable under each Assumed Lease, and has otherwise complied in all material respects with the Assumed Leases, and such Seller has not subleased, assigned or otherwise granted to any Person the right to use or occupy any such Purchased Leased Real Property or any portion thereof, except for any such non-payments that would be cured through payment of the Cure Costs or arising solely as a consequence of the Bankruptcy CaseCosts. Since January 1, 2013, no Seller has not received any written notice that there exists any default, breach, violation, lost coal claim or lost natural gas claim or condition which with the passage of time would constitute a default, breach, violation or lost coal claim or lost natural gas claim on the part of any Seller under any Assumed Lease. Except as disclosed in Schedule ‎3.06(a)(iv) or in connection with the Cure Costs, no Seller has received any notice in writing, and has no Knowledge, that any lessor or landlord will cancel, terminate, or fail to perform its obligations under the Assumed Leases. (b) There are no outstanding options or rights of first refusal to purchase or sublease any of the Sellers’ interest in the Assumed Leases or any interest therein. (c) The Sellers have obtained all material easements and rights of way, including proofs of dedication, required to use and operate the Purchased Leased Real Property in all material respects in the manner in which the Purchased Leased Real Property is currently being used and operated. Except as set forth on Schedule ‎3.06(c), since January 1, 2013, no Seller has received written notice from any Governmental Authority stating an intention to cancel, suspend or modify any material approvals relating to the Purchased Leased Real Property, and no such notice has been received prior to such date that is not resolved in all material respects.

Leases and Leased Real Property. (a) Schedule 3.06(a)(i) contains a true and complete list of (x) all the Leases held by the Sellers or any of their Affiliates and used by any Seller or any Affiliate of such Seller in the operation of the Purchased Business and (y) recording information for the Assumed Leases that have been recorded, and and, to the Knowledge of the Sellers, the Assumed Leases have not been amended or modified, assigned or subleased except as set forth on Schedule 3.06(a)(i). To Except as to the Xxxxxxxx Complex, which is addressed in Section 7.12, to the Knowledge of the Sellers, the property maps attached to Schedule 3.06(a)(i3.06(a) (i) include a depiction in a reasonably materially accurate manner of the location and boundaries of the Purchased Leased Real Property. Schedule 3.06(a)(ii) contains a true and complete list of (x) each application by any Seller or any of its Affiliates for a lease from the U.S. government or any agency or instrumentality thereof that is in progress and that is intended to be used or held for use in connection with the Purchased Business and (y) any such lease currently used or held for use by any Seller or any of its Affiliates. Schedule 3.06(a)(iii) contains a true and complete list of all prepaid royalties and un-recouped minimum royalties for each Assumed Lease as of July January 31, 20142016. A true and complete copy of each Assumed Lease, including all material amendments and exhibits, has heretofore been furnished made available to Buyer. Each of the Assumed Leases is in full force and effect and constitutes a valid and binding obligation of each applicable Seller and, to such Seller’s Knowledge, the other parties thereto. The leasehold estate created by each Assumed Lease is free and clear of all Encumbrances created by, through or under the applicable Seller other than Permitted Encumbrances. Except as disclosed in Schedule 3.06(a)(i3.06(a)(iv), to the Knowledge of the Sellers, there are no material defaults, breaches or uncured violations by any Seller under any of the Assumed Leases, including any lost coal events or lost natural gas events, and to the Knowledge of the Sellers no event has occurred that (whether with or without notice, lapse of time or the happening or occurrence of any other event) would constitute a material default, breach or uncured violation by any Seller under any Assumed Lease, including any lost coal events or lost natural gas events, except for any such defaults or breaches that would be cured through payment of the Cure Costs or arising solely as a consequence of the Bankruptcy CaseCosts. To the Knowledge of the Sellers, except as disclosed in Schedule 3.06(a)(i3.06(a)(iv), there are no material defaults, breaches or uncured violations by any other party, or to the Knowledge of the Sellers any events, which with notice, the passage of time or both, would constitute such material defaults, breaches or violations by any other party under any of the Assumed Leases, except for any such defaults or breaches that would be cured through payment of the Cure Costs or arising solely as a consequence of the Bankruptcy Case. To the Knowledge of the Sellers, there are no existing disputes between any Seller and any other party to any of the Assumed Leases or, to the Knowledge of the Sellers, any party having rights under or with respect to the Assumed Leases that are expected to result in a claim of material default or breach or termination thereof, except for any such defaults or breaches that would be cured through payment of the Cure Costs or arising solely as a consequence of the Bankruptcy CaseCosts. Each applicable Seller has paid all rent, royalties, and other payments due and payable under each Assumed Lease, and has otherwise complied in all material respects with the Assumed Leases, and such Seller has not subleased, assigned or otherwise granted to any Person the right to use or occupy any such Purchased Leased Real Property or any portion thereof, except for any such non-payments that would be cured through payment of the Cure Costs or arising solely as a consequence of the Bankruptcy CaseCosts. Since January 1, 2013, no Seller has not received any written notice that there exists any default, breach, violation, lost coal claim or lost natural gas claim or condition which with the passage of time would constitute a default, breach, violation or lost coal claim or lost natural gas claim on the part of any Seller under any Assumed Lease. Except as disclosed in Schedule 3.06(a)(iv) or in connection with the Cure Costs, no Seller has received any notice in writing, and has no Knowledge, that any lessor or landlord will cancel, terminate, or fail to perform its obligations under the Assumed Leases. (b) There are no outstanding options or rights of first refusal to purchase or sublease any of the Sellers’ interest in the Assumed Leases or any interest therein. (c) The Sellers have obtained all material easements and rights of way, including proofs of dedication, required to use and operate the Purchased Leased Real Property in all material respects in the manner in which the Purchased Leased Real Property is currently being used and operated. Except as set forth on Schedule 3.06(c), since January 1, 2013, no Seller has received written notice from any Governmental Authority stating an intention to cancel, suspend or modify any material approvals relating to the Purchased Leased Real Property, and no such notice has been received prior to such date that is not resolved in all material respects.

Leases and Leased Real Property. (a) Schedule 3.06(a)(i) 8.6.3 contains a true an accurate and complete list of all the Leases held by the Sellers or any of their Affiliates Seller and used by any Seller or any Affiliate of such Seller in the operation of the Purchased Business Business, together with a list of all prepaid royalties and recording information un-recouped minimum royalties for the Assumed Leases that have been recordedeach Lease, and the Assumed Leases have not been amended or modified, assigned or subleased except as set forth on such Schedule 3.06(a)(i)8.6.3. To the Knowledge of the SellersSeller’s Knowledge, the property maps attached to hereto as Schedule 3.06(a)(i) include a depiction 8.6.3 depict in a reasonably accurate manner of the location and boundaries of the Purchased Leased Real Property. Schedule 3.06(a)(ii) contains a true and complete list of all prepaid royalties and un-recouped minimum royalties for each Assumed Lease as of July 31, 2014. A true and complete copy of each Assumed Lease, including all material amendments and exhibits, has heretofore been furnished delivered to BuyerPurchaser. Each of the Assumed Leases is in full force and effect and constitutes a valid and binding obligation of each applicable the Seller that is a party to such Lease and, to such Seller’s Knowledge, the other parties theretoparty thereto except as enforcement may be limited by bankruptcy, insolvency, moratorium, reorganization, liquidation or similar laws affecting the enforcement of creditors’ rights generally and by general equitable principles. The leasehold estate created by each Assumed Lease is free and clear of all Encumbrances created by, through or under the applicable any Seller or Affiliate of any Seller other than Permitted Encumbrances. Except as disclosed in Schedule 3.06(a)(i), to the Knowledge of the Sellers8.6.3, there are no material defaults, breaches or uncured violations that could lead to a default by any Seller under any of the Assumed Leases, including any lost coal events, Leases and to the Knowledge of the Sellers no event has occurred that (whether with or without notice, lapse of time or the happening or occurrence of any other event) would constitute a material default, breach or uncured violation that could lead to a default by any Seller under any Assumed Lease, including any lost coal events, except for any such defaults or breaches that would be cured through payment of the Cure Costs or arising solely as a consequence of the Bankruptcy Case. To the Knowledge of the SellersSeller’s Knowledge, except as disclosed in Schedule 3.06(a)(i)8.6.3, there are no material defaults, breaches or uncured violations that could lead to defaults, by any other party, or to the Seller’s Knowledge of the Sellers any events, which with notice, the passage of time or both, would constitute such material defaults, breaches or violations by any other party under any of the Assumed Leases, except for any such defaults or breaches that would be cured through payment of the Cure Costs or arising solely as a consequence of the Bankruptcy Case. To the Knowledge of the Sellers, there There are no existing disputes between any Seller and any other party to any of the Assumed Leases or, to the Knowledge of the Sellers, or any party having rights under or with respect to the Assumed Leases that are expected to result in a claim of material default or breach default, breach, or termination thereof, except for any such defaults or breaches that would be cured through payment of the Cure Costs or arising solely as a consequence of the Bankruptcy Case. Each applicable Seller has Sellers have paid all rentrents, royalties, and other payments due and payable under each Assumed Lease, and has otherwise complied in all material respects with the Assumed Leases. Except as set forth on Schedule 8.6.3, and such no Seller has not subleased, assigned or otherwise granted to any Person the right to use or occupy such Purchased Leased Real Property or any portion thereof. Within the past four (4) years, except for any such non-payments that would be cured through payment of the Cure Costs or arising solely as a consequence of the Bankruptcy Case. no Seller has not received any notice that there exists any default, breach, violation, lost coal claim or condition which with the passage of time would constitute a default or lost coal claim on the part of Seller under any Lease, except as set forth in writing, and Schedule 8.17.1. No Seller nor any Affiliate of a Seller has no Knowledge, received any notice that any lessor or landlord under any Lease will cancel, terminatecancel or terminate such Lease, or fail to perform its obligations under such Lease and to Seller’s Knowledge, no lessor or landlord under any Lease intends to cancel or terminate such Lease or fail to perform its obligations under such Lease. (a) Subject to the Assumed LeasesConsents described on Schedule 8.21, each Seller has the power and right to assign the Leases to Purchaser. (b) Each Seller has obtained all appropriate certificates of occupancy, Licenses, easements and rights of way, including proofs of dedication, required to use and operate the Leased Real Property in the manner in which the Leased Real Property is currently being used and operated. Neither any Seller nor any Affiliates of any Seller has received notice of any intention on the part of the issuing authority to cancel, suspend or modify any approvals, Licenses or Permits, or bonds related thereto, relating to the Leased Real Property. (c) There are no Actions pending or, to Seller’s Knowledge, threatened, regarding the ownership, use or possession of the Leased Real Property, including subsidence claims, condemnation, expropriation or similar proceedings except as listed in Schedule 8.17. 1. Each Seller’s use and operation of the Leased Real Property as currently conducted does not violate, in any material respect, any Laws, and all coal facilities on the Leased Real Property are constructed, occupied and used by each Seller in compliance, in all material respects, with all Laws. (d) Except as set forth in Schedule 8.6.3, there are no outstanding options or rights of first refusal to purchase or sublease any of the Sellers’ each Seller’s interest in the Assumed Leases or any interest therein. (e) There are no commitments, obligations or Liabilities with respect to the payment of rents or royalties, including overriding royalties, under any Leases or relating to any Leased Real Property that are not otherwise set forth in the Leases. (f) All royalties due and payable under the Leases have been paid in full on or before their due dates.