EXHIBIT 4.62
AMENDMENT TO
CONFIDENTIAL TRANSPORTATION AGREEMENT BCOL-C-0219
Effective as of the 6th day of September, 2005.
BETWEEN
CANADIAN NATIONAL RAILWAY COMPANY, a company under the laws of Canada
on behalf of and as successor to BC RAIL PARTNERSHIP
("CN")
AND
FALLS MOUNTAIN COAL INC., a company under the laws of British
Columbia with its registered office in the City of Vancouver, British
Columbia
("FALLS MOUNTAIN COAL");
WHEREAS:
A. CN and Falls Mountain Coal entered into a Confidential Transportation
Agreement, BCOL-C-02l9, dated June 9, 2004, (the "TRANSPORTATION AGREEMENT");
B. The Transportation Agreement contains CN's consent to any future assignment
of it from Falls Mountain Coal to Mitsui Matsushima Canada Ltd. ("MITSUI") and
Marubeni Corporation ("MARUBENI") pursuant to security agreements entered into
between Mitsui and Marubeni and Falls Mountain Coal;
C. The security agreements between Mitsui and Marubeni and Falls Mountain Coal
have been discharged and Falls Mountain Coal has entered into new security
agreements with Royal Bank Asset Based Finance, a division of Royal Bank of
Canada ("BANK"); and
D. CN and Falls Mountain Coal wish to amend the Transportation Agreement to
replace Mitsui and Marubeni with the Bank and to make, other changes as set out
in this Agreement.
NOW THEREFORE THE PARTIES AGREE, to amend the Transportation Agreement as
follows:
1. Paragraph 14B is revoked and replaced with the following:
"B. Assignment: This Contract may be assigned by BCOL, but shall not
be assigned by the Customer hereto without the consent of BCOL, which
consent shall not be withheld unreasonably. BCOL. hereby consents to
the assignment of this Contract to Royal Bank Asset Based Finance, a
division of Royal Bank of Canada, or any of the other divisions of the
Rank ("BANK"), or to the assignment
of only the benefit of and rights under this Contract to the Bank,
pursuant to security agreements entered into between the Bank and the
Customer."
2. Except as set out in. this Amending Agreement, all other provisions of the
Transportation Agreement remain in full force and effect.
IN WITNESS WHEREOF the parties have executed this Agreement as of the date first
above written.
CANADIAN NATIONAL RAILWAY COMPANY
Per:
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Authorized Signatory
I have authority to bind the
partnership
FALLS MOUNTAIN COAL INC.
Per: /s/ Xxxxxx Rip
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Authorized Signatory
I have authority to bind the partnership
