0000106455-14-000212 Sample Contracts

CREDIT AGREEMENT among
Credit Agreement • December 22nd, 2014 • WESTMORELAND COAL Co • Bituminous coal & lignite surface mining

CREDIT AGREEMENT, dated as of December 16, 2014, among Westmoreland Coal Company, a Delaware corporation, the Lenders party hereto from time to time and Bank of Montreal, as Administrative Agent. All capitalized terms used herein and defined in Section 1.01 are used herein as therein defined.

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SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT dated as of December 16, 2014 among
Loan and Security Agreement • December 22nd, 2014 • WESTMORELAND COAL Co • Bituminous coal & lignite surface mining • Illinois

THIS SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT (as amended, modified or supplemented from time to time, this “Agreement”) made this 16th day of December , 2014 by and among the financial institutions that are or may from time to time become parties hereto (together with their respective assigns, the “Lenders”), THE PRIVATEBANK AND TRUST COMPANY, as Administrative Agent and Sole Lead Arranger (in such capacity, “Administrative Agent” and in its individual capacity, “PrivateBank”), 120 South LaSalle Street, Suite 200, Chicago, Illinois 60603, as administrative agent and sole lead arranger, and each of WESTMORELAND COAL COMPANY, a Delaware corporation (“Westmoreland Parent”), WESTMORELAND ENERGY LLC, a Delaware limited liability company (“Westmoreland Energy”), WESTMORELAND - NORTH CAROLINA POWER, L.L.C., a Virginia limited liability company (“Westmoreland NC”), WEI-ROANOKE VALLEY, INC., a Delaware corporation (“WEI”), WESTMORELAND - ROANOKE VALLEY, L.P., a Delaware limited

WESTMORELAND COAL COMPANY AND EACH OF THE SUBSIDIARY GUARANTORS PARTY HERETO 8.75% SENIOR SECURED NOTES DUE 2022
WESTMORELAND COAL Co • December 22nd, 2014 • Bituminous coal & lignite surface mining • New York

INDENTURE dated as of December 16, 2014 among Westmoreland Coal Company (the “Issuer”), a Delaware corporation, the Subsidiary Guarantors (as defined herein) and U.S. Bank National Association, as trustee (the “Trustee”) and collateral agent (the “Notes Collateral Agent”).

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