EXHIBIT 10.8
------------
SEVENTH AMENDMENT TO SENIOR REVOLVING LOAN AGREEMENT
THIS AMENDMENT, made and entered into this 19th day of January, 1999, by
and between CONSOLIDATION COAL COMPANY, a Delaware corporation ("Borrower") and
XXXXXX GUARANTY TRUST COMPANY OF NEW YORK ("Bank").
WITNESSETH:
WHEREAS, Borrower and Bank are parties to a Senior Revolving Loan Agreement
dated as of December 23, 1993, as amended (the "Loan Agreement"); and
WHEREAS, Borrower and Bank desire to hereby amend SECTION 2.1 of the Loan
Agreement, effective January 19, 1999.
NOW, THEREFORE, in consideration of the foregoing premises, and intending
to be legally bound hereby, Borrower and Bank hereby agree as follows:
1. SECTION 2.1 of the Loan Agreement is hereby amended in its entirety to
read as follows, effective January 19, 1999:
SECTION 2.1 Commitment. Subject to the terms and conditions of this
----------
Agreement (including Article V), the Bank agrees that it will, from time to
---------
time on any Business Day occurring during the period commencing January 19,
1999 and continuing to (but not including) the Commitment Termination Date,
make loans ("Loans") to the Borrower equal to the amount of the Borrowing
-----
requested on each such Business Day; provided, however, that all such Loans
-------- -------
shall be made on a pro rata basis with loans from all other banks which
have Senior Revolving Loan Agreements with the Borrower, and the Bank shall
not be permitted or required to make any Loan if, after giving effect
thereto, the sum of the aggregate amount of Commercial Paper Indebtedness
and the aggregate principal amount of all Loans outstanding at any one time
from the Bank plus the aggregate of all loans outstanding under Borrower's
other Senior Revolving Loan Agreements would exceed $800,000,000. Subject
to the terms hereof, the Borrower may from time to time prior to the
Commitment Termination Date
borrow, prepay, and reborrow amounts pursuant to this Commitment.
2. All other terms and conditions of the Loan Agreement shall remain in
full force and effect and are hereby ratified.
3. This Seventh Amendment may be executed by the parties hereto in
several counterparts, and all of said counterparts taken together shall be
deemed to constitute one and the same instrument.
4. This Seventh Amendment shall be governed by the internal laws of the
State of New York.
5. Each Guarantor consents to the terms of this Seventh Amendment
including, without limitation, the increase to the Total Commitment Amount,
confirms the continuing validity and effectiveness of its guaranty and agrees
that its guaranty shall be unaffected by the terms of this Seventh Amendment.
IN WITNESS WHEREOF, Borrower, Bank and the Guarantors have caused this
Seventh Amendment to the Senior Revolving Loan Agreement to be executed by their
respective, duly authorized officers or representatives as of the day and year
first above written.
CONSOLIDATION COAL COMPANY
/s/Xxxxx X. Xxxxx
By----------------------
Xxxxx X. Xxxxx
Vice President and Treasurer
XXXXXX GUARANTY TRUST COMPANY OF
NEW YORK
By_____________________
Name___________________
Title__________________
-2-
CONSOL INC.
/s/ Xxxxx X. Xxxxx
By-------------------------------
Xxxxx X. Xxxxx
Vice President and Treasurer
CONSOL ENERGY INC.
/s/ X.X. Xxxxxxxxxx
By-------------------------------
X. X. Xxxxxxxxxx, Xx.,
Assistant Secretary
-3-
SCHEDULE TO EXHIBIT 10.8
In addition, to Exhibit 10.8, Consolidation Coal Company entered into
Seventh Amendments to the Senior Revolving Loan Agreements of the same date with
each of the following banks, all of which are substantially identical to Exhibit
10.8 in all material respects:
PNC Bank
The Bank of Nova Scotia
Citibank X.X.
Xxxxxx Bank, N.A.
