0000106455-17-000081 Sample Contracts

AMENDED AND RESTATED SUBSTITUTE ENERGY PURCHASE AGREEMENT BY AND BETWEEN WESTMORELAND PARTNERS AND VIRGINIA ELECTRIC AND POWER COMPANY Dated as of September 25, 2017
Substitute Energy Purchase Agreement • October 31st, 2017 • WESTMORELAND COAL Co • Bituminous coal & lignite surface mining • Virginia

THIS AMENDED AND RESTATED SUBSTITUTE ENERGY PURCHASE AGREEMENT (this "Agreement" ) is effective as of the 1st day of October, 2017 ( "Effective Date"), and is by and between WESTMORELAND – PARTNERS, a Virginia general partnership ("Westmoreland"), and VIRGINIA ELECTRIC AND POWER COMPANY, a Virginia public service corporation, operating in North Carolina as Dominion Energy North Carolina ("Dominion"). Both Westmoreland and Dominion are herein individually referred to as a "Party," and collectively referred to as the "Parties."

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ASSIGNMENT AND ASSUMPTION AGREEMENT
Assignment and Assumption Agreement • October 31st, 2017 • WESTMORELAND COAL Co • Bituminous coal & lignite surface mining

This Assignment and Assumption Agreement (this “Assignment”) is dated as of September 29, 2017 but effective as of October 1, 2017 (the “Effective Date”) and is entered into by and among BP Energy Company, a Delaware corporation (“BPEC”), Westmoreland Energy, LLC, a Delaware limited liability company (“WE”), Westmoreland Partners, a Virginia partnership (“WP”) and Virginia Electric and Power Company, a Virginia public service corporation (“VEPCO”). Each of BPEC, WE, WP and VEPCO are a “Party” and are, collectively, the “Parties.”

PURCHASE AND SALE AGREEMENT
Purchase and Sale Agreement • October 31st, 2017 • WESTMORELAND COAL Co • Bituminous coal & lignite surface mining • North Carolina

THIS PURCHASE AND SALE AGREEMENT (hereinafter referred to as the “Agreement”) is made and entered into as of the 2nd day of August, 2017 (the "Effective Date"), by and between ROVA VENTURE, LLC, a Delaware limited liability company (“Purchaser”), and WESTMORELAND PARTNERS (f/k/a Westmoreland-Hudson Partners and Westmoreland – LG&E Partners), a Virginia General Partnership (“Seller”).

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