0000950123-10-073989 Sample Contracts

AMENDMENT NO. 1 TO PURCHASE AND SALE AGREEMENT
Purchase and Sale Agreement • August 6th, 2010 • Natural Resource Partners Lp • Bituminous coal & lignite surface mining

THIS AMENDMENT NO. 1 TO PURCHASE AND SALE AGREEMENT (this “Agreement”) dated as of July 29, 2010 is by and between WPP LLC, a Delaware limited liability company (“WPP” or “Buyer”) and Colt, LLC, a Delaware limited liability company (“Seller”). WPP and Seller are sometimes referred to collectively herein as the “Parties” and individually as a “Party.”

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FIRST AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT
Credit Agreement • August 6th, 2010 • Natural Resource Partners Lp • Bituminous coal & lignite surface mining • New York

THIS FIRST AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT (this “First Amendment”) is entered into on the 11th day of May, 2010 (the “First Amendment Closing Date”), by and among NRP (OPERATING) LLC, a Delaware limited liability company (the “Borrower”), the banks and other financial institutions listed on the signature pages hereto (together with each other person who becomes a Lender, collectively the “Lenders”) including CITIBANK, N.A., a national banking association, as Administrative Agent and as a Lender.

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