Common use of Notices to the Agent Clause in Contracts

Notices to the Agent. Each Transaction Party must notify the Agent as soon as it becomes aware of: (a) any Default occurring; (b) any material breach of, or material default under, any Document to which it is a party; (c) any material breach of any applicable license or law that may potentially affect the validity or good standing of a Project or the Project Assets, or the Borrower’s or CRL’s legal and beneficial title to their respective Project Assets, or the value of the Secured Property; (d) any event or circumstance which entitles a person to cancel, terminate or suspend any Mineral Rights, Environmental Approvals, Authorizations or a Project Document; (e) any revised estimate of measured reserves and resources in respect of a Project; (f) a material change in key personnel, mining or metallurgical method in respect of a Project; (g) any proposed changes to a Project Document; (h) any material adverse change in the position or prospects of a Project or a Transaction Party; (i) any representation, warranty, action or statement made, or taken to be made, by it is or becomes false, misleading or incorrect; (j) any intention by it to exercise any right, power or remedy under any Document to which it is a party as a consequence of any default under it; (k) any breach of an Authorization; (l) any breach of, or claim being made against a Transaction Party under, any Environmental Laws or Environmental Approvals; (m) any material notices given or received by a Transaction Party under any Project Document; (n) any litigation, arbitration, administration or other proceeding in respect of it or any of its assets being commenced or threatened which: (1) is in excess of US$500,000 (or the equivalent amount in another currency); or (2) if adversely determined would have or be likely to have a Material Adverse Effect; (o) a demand under a Surety Obligation given by that Transaction Party; (p) any Encumbrance that exists over any of its assets other than a Permitted Encumbrance or an Encumbrance disclosed to the Agent in the Xxxxxxx Title Reports; (q) any dispute between a Transaction Party and a Government Agency or any proposal of any Government Agency to compulsorily acquire any of its assets; (r) the acquisition by it of a Subsidiary; (s) the acquisition by it or any of its Subsidiaries of any interest in real property; (t) any replacement of a member of, or the addition of a member to, the senior operating and corporate management team which manages the operations of a Project or the Transaction Parties; and (u) any material land claims or other claims with respect to a Project, Project Areas or the Project Assets and any material dispute with landowners located in or around the Project Areas.

Notices to the Agent. Each Transaction Party Obligor must notify the Agent as soon as promptly after it becomes aware of: (a) any Default occurringrepresentation, action or warranty made or taken to be made by it under or in connection with a Relevant Document no longer being correct in all material respects or is misleading in a material respect; (b) any material unplanned stoppage or disruption to the Project greater than 3 consecutive days; (c) any Default or Review Event or any other event or circumstance that has or is reasonably likely to have a Material Adverse Effect; (d) any breach of, or material default under, any material term of any Project Document to which it is a party; (ce) any material breach of any applicable license or law that may potentially affect the validity or good standing of a Project or the Project Assets, or the Borrower’s or CRL’s legal and beneficial title to their respective Project Assets, or the value of the Secured Property; (d) any event or circumstance which entitles a person to cancel, terminate or suspend any Mineral Rights, Environmental Approvals, Authorizations or a Project Document; (e) any downward revised estimate of measured the Project’s coal resources or reserves or a material change to the mining and resources in respect metallurgical methods, forecasts or results of a the Project; (f) a material change in key personnel, mining or metallurgical method in respect of a Project; (g) any proposed changes to a Project Document; (h) any material adverse change in the position or prospects of a Project or a Transaction Party; (i) any representation, warranty, action or statement made, or taken to be made, by it is or becomes false, misleading or incorrect; (j) any intention by it to exercise any right, power or remedy under any Project Document to which it is a party as a consequence of any default by a counterparty under it; (kg) any breach of an Authorization; (l) any breach of, pending or claim being made against a Transaction Party under, any Environmental Laws or Environmental Approvals; (m) any material notices given or received by a Transaction Party under any Project Document; (n) any current litigation, arbitration, administration or other proceeding in respect of it or any of its assets being commenced or threatened which: (1) is involves a claim in excess of US$500,000 $250,000; (2) involves a material dispute or the equivalent amount default by a party under or in another currency)respect of a Project Document; or (23) if adversely determined would have or be is reasonably likely to have a Material Adverse Effect; (o) a demand under a Surety Obligation given by that Transaction Party; (ph) any Encumbrance that exists over any of its assets other than a Permitted Encumbrance or an Encumbrance disclosed to the Agent in the Xxxxxxx Title ReportsEncumbrance; (qi) any dispute between claim under a Transaction Party and a Guarantee given by an Obligor for an amount greater than $250,000; (j) any notice or other correspondence from any Government Agency relating to or alleging a violation of or non-compliance with any applicable law, regulation, Authorisation or other approval, that has or is reasonably likely to have a material impact on the Project’s operations or result in or require an Obligor to incur costs or expenditures in excess of $500,000; (k) any notice or other correspondence from any Government Agency relating to the withdrawal, cancellation or cessation of any Material Authorisation; (l) any proposal of any Government Agency to compulsorily acquire any of its assets; (rm) any change in statutory requirements that could reasonably be expected to have a material effect on mining or processing methods or coal production or titles with respect to the acquisition by it of a SubsidiaryProject or the Project Area; (sn) the acquisition by it or any of its Subsidiaries of any interest in real propertyproposed changes required to environmental bonding and collateral levels; (to) any replacement notice from LGE\KU regarding any dispute under or in respect of the LGE\KU Supply Agreement; (p) any data contained in a member of, registration under the PPSA with respect to a Security being or the addition of a member to, the senior operating and corporate management team which manages the operations of a Project or the Transaction Partiesbecoming incorrect; and (uq) any material land claims or such other claims with respect to a Project, Project Areas or information that the Project Assets and any material dispute with landowners located in or around the Project AreasAgent may reasonably request.

Notices to the Agent. Each Transaction Party Obligor must notify the Agent as soon as promptly after it becomes aware of: (a) any Default occurringrepresentation, action or warranty made or taken to be made by it under or in connection with a Relevant Document no longer being correct in all material respects or is misleading in a material respect; (b) any material unplanned stoppage or disruption to the Project greater than [***] consecutive days; (c) any Default or Review Event or any other event or circumstance that has or is reasonably likely to have a Material Adverse Effect; (d) any breach of, or material default under, any material term of any Project Document to which it is a party; (ce) any material breach of any applicable license or law that may potentially affect the validity or good standing of a Project or the Project Assets, or the Borrower’s or CRL’s legal and beneficial title to their respective Project Assets, or the value of the Secured Property; (d) any event or circumstance which entitles a person to cancel, terminate or suspend any Mineral Rights, Environmental Approvals, Authorizations or a Project Document; (e) any downward revised estimate of measured the Project’s coal resources or reserves or a material change to the mining and resources in respect processing methods, forecasts or results of a the Project; (f) a material change in key personnel, mining or metallurgical method in respect of a Project; (g) any proposed changes to a Project Document; (h) any material adverse change in the position or prospects of a Project or a Transaction Party; (i) any representation, warranty, action or statement made, or taken to be made, by it is or becomes false, misleading or incorrect; (j) any intention by it to exercise any right, power or remedy under any Project Document to which it is a party as a consequence of any default by a counterparty under it; (kg) any breach of an Authorization; (l) any breach of, pending or claim being made against a Transaction Party under, any Environmental Laws or Environmental Approvals; (m) any material notices given or received by a Transaction Party under any Project Document; (n) any current litigation, arbitration, administration or other proceeding in respect of it or any of its assets being commenced or threatened which: (1) is involves a claim in excess of US$500,000 [***]; (2) involves a material dispute or the equivalent amount default by a party under or in another currency)respect of a Project Document; or (23) if adversely determined would have or be is reasonably likely to have a Material Adverse Effect; (o) a demand under a Surety Obligation given by that Transaction Party; (ph) any Encumbrance that exists over any of its assets other than a Permitted Encumbrance or an Encumbrance disclosed to the Agent in the Xxxxxxx Title ReportsEncumbrance; (qi) any dispute between claim under a Transaction Party and a Guarantee given by an Obligor for an amount greater than [***]; (j) any notice or other correspondence from any Government Agency relating to or alleging a violation of or non-compliance with any applicable law, regulation, Authorisation or other approval, that has or is reasonably likely to have a material impact on the Project’s operations or result in or require an Obligor to incur costs or expenditures in excess of [***]; (k) any notice or other correspondence from any Government Agency relating to the withdrawal, cancellation or cessation of any Material Authorisation; (l) any proposal of any Government Agency to compulsorily acquire any of its assets; (m) any change in statutory requirements or receipt of any notice from Mine Safety and Health Administration that could reasonably be expected to have a material effect on mining or processing methods or coal production or titles with respect to the Project or the Project Area; (n) any proposed changes required to environmental bonding and collateral levels; (o) any notice from the counterparty to a Supply Agreement regarding any dispute under or in respect of that Supply Agreement; (p) any data contained in a registration under the PPSA with respect to a Security being or becoming incorrect; (q) the date on which the Borrower has made the initial capital expenditure related to the Third Production Unit; (r) date which is the acquisition by it of a Subsidiary;Relevant Supply Date; and (s) such other information that the acquisition by it or any of its Subsidiaries of any interest in real property; (t) any replacement of a member of, or the addition of a member to, the senior operating and corporate management team which manages the operations of a Project or the Transaction Parties; and (u) any material land claims or other claims with respect to a Project, Project Areas or the Project Assets and any material dispute with landowners located in or around the Project AreasAgent may reasonably request.

Notices to the Agent. Each Transaction Party must notify the Agent as soon as is reasonably practicable after it becomes aware of: (a) any Default occurring; (b) any material breach of, or material default under, any Document to which it is a party; (c) any material breach of any applicable license or law that may potentially would reasonably be expected to affect the validity or good standing of a the Project or the Project Assets, or the Borrower’s or CRL’s legal and beneficial title to their respective the Project Assets, Assets or the value of the Secured Property; (d) any event or circumstance which entitles a person to cancel, terminate or suspend any Key Mineral Rights, Environmental Approvals, Authorizations Authorisations or a Project Document; (e) any revised estimate of measured reserves and resources change in statutory requirements that may have a material effect on mining, metallurgical methods, tailings disposal, base metal production or title with respect of a to the Project; (f) a material change in key personnel, mining or metallurgical method revised downward estimate of Proven Reserves and Probable Reserves in respect of the Project other than as a Projectresult of mining; (g) a material change in Key Personnel; (h) any proposed changes to a the Project DocumentPlan or the Project Documents; (hi) Knight Piésold Ltd. giving notice to a Transaction Party of matters of concern in regard to the stability of the mine walls, ramps or slopes for the Project; (j) any unscheduled stoppage or disruption of ore mining or processing at the Project for a period greater than 3 consecutive days; (k) any material adverse change in the financial position of the Project, the Borrower or prospects of a Project or a another Transaction Party; (il) any representation, warranty, action or statement made, or taken to be made, by it is or becomes false, misleading or incorrectincorrect in any material respect; (jm) any intention by it to exercise any right, power or remedy under any Document to which it is a party as a consequence of any default under it; (kn) any material breach of an AuthorizationAuthorisation; (lo) any material breach of, or material claim being made against a Transaction Party under, any Environmental Laws or Environmental Approvals; (mp) any material notices given or received by a Transaction Party under any Project Document; (nq) except for the Xxxxxxxx Litigation, any litigation, arbitration, administration or other proceeding in respect of it or any of its assets being commenced or threatened which: (1) is in excess of US$500,000 (or the equivalent amount in another currency); or (2) if adversely determined would have or be reasonably likely to have a Material Adverse Effect; (or) a demand under a Surety Obligation given by that Transaction Party; (ps) any Encumbrance that exists over any of its assets other than a Permitted Encumbrance or an Encumbrance disclosed to the Agent in the Xxxxxxx Title ReportsEncumbrance; (qt) any material dispute between a Transaction Party and a Government Agency or any proposal of any Government Agency to compulsorily acquire any a material portion of its assets; (ru) the acquisition by it of a Subsidiary; (sv) a decision to accelerate or expand the acquisition by it or any level of its Subsidiaries of any interest in real property; (t) any replacement of a member of, or the addition of a member to, the senior operating and corporate management team which manages the operations of a Project or the Transaction Parties; and (u) any material land claims or other claims with respect to a Project, Project Areas or production from the Project Assets and any material dispute with landowners located above that contemplated in the Cashflow Model or around the Project Areas.Plan;

Notices to the Agent. Each Transaction Party must notify the Agent as soon as promptly after it becomes aware of: (a) any Default occurring; (b) any material breach of, or material default under, any Document to which it is a party; (c) any material breach of any applicable license or law that may potentially could reasonably be expected to affect the validity or good standing of a Project the Projects or the Project Assets, or the Borrower’s or CRL’s legal and beneficial title of the Borrower to their respective its Project Assets, or the value of the Secured Property; (d) any event or circumstance which entitles a person to cancel, terminate or suspend any Mineral Rights, Environmental Approvals, Authorizations or a Project Document; (e) any revised estimate of measured reserves and resources in respect of a Project, any revised estimate of proven and probable reserves or measured, indicated and inferred resources, each as construed, reported and calculated in accordance with the Canadian Institute of Mining (CIM) Definitions Standards on Mineral Resources and Mineral Reserves adopted by the CIM Council on 14 November 2004 and included by reference in Canadian National Instrument 43-101 (as amended from time to time); (f) a material change in key personnel, mining or metallurgical method in respect of a Project; (g) any proposed changes to a Project Document; (h) any material adverse change in the position or prospects of a Project or a Transaction Party; (i) any representation, warranty, action or statement made, or taken to be made, by it is or becomes false, misleading or incorrect; (jg) any intention by it to exercise any right, power or remedy under any Document to which it is a party as a consequence of any default under it; (k) any material breach of an Authorization; (lh) any breach of, or claim being made against a Transaction Party under, under any Environmental Laws or Environmental Approvals; (mi) any material notices given or received by a Transaction Party under any Project Document; (nj) any litigation, arbitration, administration or other proceeding in respect of it or a Transaction Party, any of its assets or any Project Assets being commenced or threatened which: (1) is in excess of US$$500,000 (or the equivalent amount in another currency); or (2) if adversely determined would have or could reasonably be likely expected to have a Material Adverse Effect; (o) a demand under a Surety Obligation given by that Transaction Party; (pk) any Encumbrance that exists over any of its assets other than a Permitted Encumbrance or an Encumbrance disclosed to the Agent in the Xxxxxxx Title ReportsEncumbrance; (ql) any material dispute between a Transaction Party and a Government Agency or any proposal of any Government Agency to compulsorily acquire any of its assetsassets or the Project Assets; (rm) the acquisition by it a Transaction Party of a Subsidiary; (sn) the acquisition by it a Transaction Party, or any Subsidiary of its Subsidiaries a Transaction Party, of any interest in real property; (t) any replacement of a member of, or the addition of a member to, the senior operating and corporate management team which manages the operations of a Project or the Transaction Parties; and (uo) any material land claims or other claims with respect to a Projectthe Projects, Project Areas or the Project Assets and any material dispute with landowners located in or around the Project Areas.

Notices to the Agent. Each Transaction Party must notify the Agent as soon as is reasonably practicable after it becomes aware of: (a) any Default occurring; (b) any material breach of, or material default under, any Document to which it is a party; (c) any material breach of any applicable license or law that may potentially would reasonably be expected to affect the validity or good standing of a the Project or the Project Assets, or the Borrower’s or CRL’s legal and beneficial title to their respective the Project Assets, Assets or the value of the Secured Property; (d) any event or circumstance which entitles a person to cancel, terminate or suspend any Key Mineral Rights, Environmental Approvals, Authorizations Authorisations or a Project Document; (e) any revised estimate of measured reserves and resources change in statutory requirements that may have a material effect on mining, metallurgical methods, tailings disposal, base metal production or title with respect of a to the Project; (f) a material change in key personnel, mining or metallurgical method revised downward estimate of Proven Reserves and Probable Reserves in respect of the Project other than as a Projectresult of mining; (g) a material change in Key Personnel; (h) any proposed changes to a the Project DocumentPlan or the Project Documents; (hi) Knight Piésold Ltd. giving notice to a Transaction Party of matters of concern in regard to the stability of the mine walls, ramps or slopes for the Project; (j) any unscheduled stoppage or disruption of ore mining or processing at the Project for a period greater than 3 consecutive days; (k) any material adverse change in the financial position of the Project, the Borrower or prospects of a Project or a another Transaction Party; (il) any representation, warranty, action or statement made, or taken to be made, by it is or becomes false, misleading or incorrectincorrect in any material respect; (jm) any intention by it to exercise any right, power or remedy under any Document to which it is a party as a consequence of any default under it; (kn) any material breach of an AuthorizationAuthorisation; (lo) any material breach of, or material claim being made against a Transaction Party under, any Environmental Laws or Environmental Approvals; (mp) any material notices given or received by a Transaction Party under any Project Document; (nq) except for the Xxxxxxxx Litigation, any litigation, arbitration, administration or other proceeding in respect of it or any of its assets being commenced or threatened which: (1) is in excess of US$500,000 (or the equivalent amount in another currency); or (2) if adversely determined would have or be reasonably likely to have a Material Adverse Effect; (or) a demand under a Surety Obligation given by that Transaction Party; (ps) any Encumbrance that exists over any of its assets other than a Permitted Encumbrance or an Encumbrance disclosed to the Agent in the Xxxxxxx Title ReportsEncumbrance; (qt) any material dispute between a Transaction Party and a Government Agency or any proposal of any Government Agency to compulsorily acquire any a material portion of its assets; (ru) the acquisition by it of a Subsidiary; (sv) a decision to accelerate or expand the acquisition by it level of production from the Project above that contemplated in the Cashflow Model or any of its Subsidiaries of any interest in real propertyProject Plan; (tw) a proposed change in mining or processing methods from those contemplated in the Cashflow Model or Project Plan in respect of the development or operation of the Project; (x) a material change in the proposed arrangements, term or conditions from those contemplated in the Cashflow Model or Project Plan for the sale of Product; (y) any replacement of a member of, or the addition of a member to, the senior operating and corporate management team which manages the operations of a the Project or the Transaction PartiesBorrower; and (uz) any material land claims or other claims disputes with respect to a the Project, Project Areas or Area and the Project Assets and any material dispute with landowners located in or around the Project AreasArea.

Notices to the Agent. Each Transaction Party must, and must notify ensure that Lost Creek, notifies the Agent as soon as promptly after it becomes aware of: (a) any Default occurring; (b) any material breach of, or material default under, any Document to which it a Transaction Party or Lost Creek is a party; (c) any material breach of any applicable license or law that may potentially could reasonably be expected to affect the validity or good standing of a Project the Projects or the Project Assets, or the Borrower’s or CRL’s legal and beneficial title of Pathfinder or Lost Creek to their respective its Project Assets, or the value of the Secured Property; (d) any event or circumstance which entitles a person to cancel, terminate or suspend any Mineral Rights, Environmental Approvals, Authorizations or a Project DocumentDocument to which a Transaction Party or Lost Creek is a party; (e) any revised estimate of measured reserves and resources in respect of a Project, any revised estimate of proven and probable reserves or measured, indicated and inferred resources, each as construed, reported and calculated in accordance with the Canadian Institute of Mining (CIM) Definitions Standards on Mineral Resources and Mineral Reserves adopted by the CIM Council on 27 November 2010 and included by reference in Canadian National Instrument 43-101 (as amended from time to time); (f) a material change in key personnel, mining or metallurgical method in respect of a Project; (g) any proposed changes to a Project Document; (h) any material adverse change in the position or prospects of a Project or a Transaction Party; (i) any representation, warranty, action or statement made, or taken to be made, by it in connection with any Transaction Document or with regard to a Project is or becomes false, misleading or incorrect; (jg) any intention by it to exercise any right, power or remedy under any Document to which it is a party as a consequence of any default under it; (k) any material breach of an Authorization; (lh) any material breach of, or claim being made against a Transaction Party under, or Lost Creek under any Environmental Laws or Environmental Approvals; (mi) any material notices given or received by a Transaction Party or Lost Creek under any Project DocumentDocument to which a Transaction Party or Lost Creek is a party; (nj) any litigation, arbitration, administration or other proceeding in respect of it a Transaction Party or Lost Creek, any of its assets or any Project Assets being commenced or threatened which: (1) is in excess of US$$500,000 (or the equivalent amount in another currency); or (2) if adversely determined would have or could reasonably be likely expected to have a Material Adverse Effect; (o) a demand under a Surety Obligation given by that Transaction Party; (pk) any Encumbrance that exists over any of its assets other than a Permitted Encumbrance or an Encumbrance disclosed to the Agent in the Xxxxxxx Title ReportsEncumbrance; (ql) any material dispute between a Transaction Party or Lost Creek and a Government Agency or any proposal of any Government Agency to compulsorily acquire any of its assetsassets or the Project Assets; (rm) the acquisition by it a Transaction Party or Lost Creek of a Subsidiary; (sn) the acquisition by it a Transaction Party or any of its Subsidiaries Lost Creek of any interest in real property; (t) any replacement of a member of, or the addition of a member to, the senior operating and corporate management team which manages the operations of a Project or the Transaction Parties; and (uo) any material land claims or other claims with respect to a Projectthe Projects, Project Areas or the Project Assets and any material dispute with landowners located in or around the Project Areas.