EXHIBIT 10(i)113)
AMENDMENT I TO THE AGREEMENT
FOR THE SALE AND PURCHASE OF COAL
THIS AMENDMENT ("AMENDMENT"), dated as of November 1,
1997 TO THAT AGREEMENT ("AGREEMENT") FOR THE SALE AND PURCHASE OF
COAL made and entered into as of the lst day of December 1996 by
and between CENTRAL XXXXXX GAS & ELECTRIC CORPORATION, (herein-
after referred to as "BUYER") and INTER-AMERICAN COAL N.V.,
(hereinafter referred to as "PRODUCER") and INTER-AMERICAN COAL,
INC., (hereinafter referred to as "SALES AGENT"). PRODUCER and
SALES AGENT are hereinafter collectively referred to as "SELLER".
WITNESSETH:
WHEREAS, Article VI of the AGREEMENT provides that
beginning July 1, 1997, BUYER and SELLER shall commence good
faith negotiations with respect to the price of coal for the next
Contract Year; and
WHEREAS, notice was duly given and BUYER and SELLER
entered into good faith negotiations; and
WHEREAS, after completion of good faith negotiations,
BUYER and SELLER desire to amend the AGREEMENT to provide for the
pricing of coal and certain other AGREEMENT provisions;
NOW, THEREFORE, in consideration of the premises and
the mutual covenants set forth herein, the parties hereto agree
as follows:
ARTICLE II (TERM OF AGREEMENT), ARTICLE IV
(SPECIFICATION & QUALITY & WEIGHT) , ARTICLE VI (BASE PRICE) and
ARTICLE VII (ADJUSTMENT IN PRICE FOR QUALITY) of the AGREEMENT
shall be respectively amended in their entirety to read as
follows:
"ARTICLE II
TERM OF AGREEMENT
The Term of this Agreement shall be for the period
commending January 1, 1997 and continuing until midnight,
December 31, 2000, unless sooner terminated as provided for
herein. This Agreement shall terminate automatically, without
further obligation or liability to either party, except for
payments for coal delivered, at the end of the Term.
ARTICLE IV
SPECIFICATION & QUALITY & WEIGHT
Section 1. Origin: The coal shall be from the
Producer's operations as per the component blend indicated and
meet the specifications as per Attachment I:
Santander 50%
Mina Norte 30%
Tachira 20%
If the coal blend of the shipment is within a 5%
deadband per component (Santander 47.5% - 52.5%; Mina Norte 27.5%
- 32.5%; Tachira 17.5% - 22.5%) there will be no adjustment to
the Base Price. If the coal blend is outside of the 5% deadband
the price will be adjusted to the actual weighted blend using the
rates as per Attachment III. The Base Price will not be
increased unless Central Xxxxxx requests a change to the desired
blend of the delivery which, on actual loading, falls outside the
above ranges. The 5% deadband methodology shall- also be used if
a replacement blend is requested.
ARTICLE VI
BASE PRICE
Section 1. The Base Price for coal shipped under the
terms of this Agreement will be $XX.XX DES per NT for the
Contract Year 1998.
Section 2. On or before July 1, 1998, Buyer and Seller
will enter into negotiations to fix the Base Price for coal
delivered hereunder for the ensuing year. This Agreement will
terminate on December 31, 1998, if negotiations for the following
year have not been completed by October 1.
ARTICLE VII
ADJUSTMENT IN PRICE FOR QUALITY
Section 3. Adjustment for Ash Value: The Price to
be paid to Seller by Buyer is based upon coal with an ash content
(Ash Value) of seven percent (7%) by weight of the "as received"
analysis of the coal. If the Ash Value is between X.X% and X.X%,
there will be no adjustment for Ash Value. If the Ash Value is
less than X.X%, then a premium of $.XXX per net ton shall be paid
to Seller for each .X% Ash Value variation below 7.0%. If the Ash
Value is greater than X.X%, then a penalty of $X.XXX per net ton
shall be deducted from the Price for each .X% Ash Value variation
in excess of 7.0%.
IN WITNESS WHEREOF, each party hereto has caused
this AGREEMENT to be executed in its behalf by its proper officer
thereunder duly authorized, all as of the day and year first
above written.
BUYER: CENTRAL XXXXXX GAS & ELECTRIC CORPORATION
BY: (SGD.) XXXX X. XXXXX
XXXX X. XXXXX
ITS: President and Chief Operating Officer
PRODUCER: INTER-AMERICAN COAL N.V.
BY: (SGD.) XXXXXX X. X. VAN DEN XXXX
XXXXXX X. X. VAN DEN XXXX
ITS: President and Chief Executive Officer
SALES AGENT: INTER-Al
BY: (SGD.) XXXXXX X. X. VAN DEN XXXX
XXXXXX X. X. VAN DEN XXXX
ITS: President
Attachment III
Base Price/Blend:
COMPONENT $/MMBtu min % max %
Mina Norte $X.XX 30 100
Norte de Santander $X.XX - 50
Tachira $X.XX - 25
Weighted Prices per short ton determined using the above $/MmBtu
and the guaranteed contract Btu/Lb shall be decreased by
$0.10/ton.
