AMENDMENT FOUR TO UNDERGROUND COAL SALES AGREEMENT
Exhibit
10.89
AMENDMENT
FOUR TO UNDERGROUND COAL SALES AGREEMENT
THIS
AMENDMENT FOUR TO UNDERGROUND COAL SALES AGREEMENT
(“Amendment Four”), by and between SAN XXXX COAL COMPANY, a Delaware corporation
(referred to herein as “SJCC”) and PUBLIC SERVICE COMPANY OF NEW MEXICO, a New
Mexico corporation, and TUCSON ELECTRIC POWER COMPANY, an Arizona corporation
(collectively referred to herein as the “Utilities”) (with SJCC and Utilities
herein sometimes collectively referred to as “Parties”), amends that certain
Underground Coal Sales Agreement dated August 31, 2001 as amended (the “UG-CSA”)
between SJCC and the Utilities.
RECITALS
WHEREAS,
SJCC and
the Utilities wish to add the April 24, 2006 modification to Federal Coal
Xxxxx
XX 00000 as defined herein to the Coal Leases;
NOW
THEREFORE,
in
consideration of the terms, covenants and agreements contained in this Amendment
Four and for other good and valuable consideration, the Utilities jointly
and
severally agree with SJCC as follows:
AGREEMENT
| 1. |
The
April 24, 2006 modification to Federal Coal Xxxxx XX 00000 is hereby
added
to the Coal Leases. Specifically, the UG-CSA is amended by adding
the
following coal lease description to Exhibit “A” “Coal
Leases”:
|
NM
28093 Mod 1 - April 2006 modification to Federal Coal Xxxxx XX 00000, the
Deep
Lease, approx. 160.6 acres.
Township
29 North, Range 15 West, NMPM, approx. 160.6 acres
Section
1: Lots 3-4, S/2NW/4
The
attached map will replace the current map in Exhibit A.
| 2. |
The
UG-CSA is amended by deleting the following language at the end of
the
paragraph in Section A of Exhibit “F” Operating
Costs.
|
and
the
lease acquisition costs for NM HC-0004. Recovery of the NM HC-0004 lease
acquisition costs and other costs incurred in acquiring, developing, assessing,
or otherwise preparing for delivery of coal from NM HC-0004 shall be pursuant
to
the UG-CSA and contingent on delivery of coal to Utilities from NM
HC-0004.
And
replacing it with:
and
the
lease acquisition costs for NM HC-0004 and NM 28093 Mod 1. Recovery of the
NM
28093 Mod 1 lease acquisition costs and other costs incurred in acquiring,
developing, assessing, or otherwise preparing for delivery of coal from NM
28093
Mod 1 shall be pursuant to the UG-CSA and contingent on delivery of coal
to
Utilities from NM 28093 Mod 1.
| 3. |
All
other provisions of the UG-CSA not specifically amended by this Amendment
Four remain in full force and effect. Except as otherwise stated,
the
terms of this Agreement shall be effective upon execution by all
Parties.
|
IN
WITNESS WHEREOF,
the
Parties hereto have caused this Agreement to be executed on their behalf
by
their respective officers, thereunto duly authorized.
Public
Service Company of New Mexico
By: /s/
Xxxx X. Xxxxx
Name: Xxxx
X. Xxxxx
Title:Senior
Vice President, Energy Resources Date: 3/7/07
Tucson
Electric Power Company
By: /s/
Xxxxxxx X. XxXxxxxxx
Name: Xxxxxxx
X. XxXxxxxxx
Title: Senior
VP Date: 9/21/06
San
Xxxx
Coal Company
By: /s/
Xxxx X. Xxxxx
Name: Xxxx
X. Xxxxx
Title: VP
SJCC Date: 9/13/06
CONSENT
OF GUARANTOR
BHP
Minerals International Inc., a Delaware corporation, (formerly BHP-Utah
International Inc.), the guarantor of the obligations of San Xxxx Coal Company
under the Underground Coal Sales Agreement pursuant to the Guarantee dated
September 25, 2001 (the Guarantee”), hereby consents to the foregoing Amendment
Four to the Underground Coal Sales Agreement and agrees that all references
in
the Guarantee to the Underground Coal Sales Agreement shall be deemed to
be
references to the Underground Coal Sales Agreement as amended by this Amendment
Four.
BHP
Minerals International, Inc.
By: /s/
Xxxx X. Xxxxx
Name: Xxxx
X. Xxxxx
Title: President Date: December
7, 2006
By: /s/
M.
Xxxx Xxxxxx
Name: M.
Xxxx Xxxxxx
Secretary Date: December
7, 2006
(Corporate
Seal)
