FIRST AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF PENN VIRGINIA RESOURCE PARTNERS, L.P.Penn Virginia Resource Partners L P • March 11th, 2003 • Bituminous coal & lignite mining • Delaware
THIS FIRST AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF PENN VIRGINIA RESOURCE PARTNERS, L.P. dated as of October 30, 2001, is entered into by and among Penn Virginia Resource GP, LLC, a Delaware limited liability company, as the General Partner, Penn Virginia Resource LP Corp., a Delaware corporation, Kanawha Rail Corp., a Virginia corporation, and Penn Virginia Holding Corp., a Delaware corporation, as the Organizational Limited Partner, together with any other Persons who become Partners in the Partnership or parties hereto as provided herein. In consideration of the covenants, conditions and agreements contained herein, the parties hereto hereby agree as follows:
AMENDMENT NO. 1 TO FIRST AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF PENN VIRGINIA RESOURCE PARTNERS, L.P.Penn Virginia Resource Partners L P • March 11th, 2003 • Bituminous coal & lignite mining • Delaware
THIS AMENDMENT NO. 1 TO FIRST AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF PENN VIRGINIA RESOURCE PARTNERS, L.P. (this “Amendment”), dated as of December 19, 2002, is entered into and effectuated by Penn Virginia Resource GP, LLC, a Delaware limited liability company, as the General Partner, pursuant to authority granted to it in Sections 5.6 and 13.1 of the Amended and Restated Agreement of Limited Partnership of Penn Virginia Resource Partners, L.P., dated as of October 30, 2001, as amended (the “Partnership Agreement”). Capitalized terms used but not defined herein are used as defined in the Partnership Agreement.
THIRD AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF PENN VIRGINIA RESOURCE GP, LLC A Delaware Limited Liability Company Dated as of December 19, 2002Limited Liability Company Agreement • March 11th, 2003 • Penn Virginia Resource Partners L P • Bituminous coal & lignite mining • Delaware
THIS THIRD AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (this “Agreement”) of Penn Virginia Resource GP, LLC, a Delaware limited liability company (the “Company”), dated as of the 19th day of December 2002 (the “Effective Date”), between Penn Virginia Resource GP Corp., a Delaware corporation and the managing member of the Company (the “Managing Member”), and Peabody Energy Corporation, a Delaware corporation and the special member of the Company (the “Special Member”).
AMENDMENT NO. 1 TO THE OMNIBUS AGREEMENTThe Omnibus Agreement • March 11th, 2003 • Penn Virginia Resource Partners L P • Bituminous coal & lignite mining
THIS AMENDMENT NO. 1 TO THE OMNIBUS AGREEMENT DATED OCTOBER 30, 2001 (the “Omnibus Agreement) among Penn Virginia Corporation, Penn Virginia Resource GP, LLC, Penn Virginia Operating Co., LLC and Penn Virginia Resource Partners, L.P., dated as of December 19, 2002 (this “Amendment”), is entered into and effectuated by Penn Virginia Corporation, a Virginia corporation (“Penn Virginia Corporation”), Penn Virginia Resource GP, LLC, a Delaware limited liability company (including any permitted successors and assigns under the MLP Agreement (as defined in the Omnibus Agreement), the “General Partner”), for itself and on behalf of the MLP in its capacity as general partner, Penn Virginia Operating Co., LLC, a Delaware limited liability company (the “OLLC”), and Penn Virginia Resource Partners, L.P. a Delaware limited partnership (the “MLP”). Capitalized terms used but not defined herein are used as defined in the Omnibus Agreement.
COAL MINING LEASE (FEDERAL #2 RESERVES) Between SUNCREST RESOURCES LLC And STERLING SMOKELESS COAL COMPANY Dated December 19, 2002Mining Lease • March 11th, 2003 • Penn Virginia Resource Partners L P • Bituminous coal & lignite mining • West Virginia
THIS COAL MINING LEASE (“Lease”) is made and entered into as of the 19th day of December, 2002, by and between Suncrest Resources LLC, a Delaware limited liability company, having its principal offices at 2550 East Stone Drive, Suite 200, Kingsport, TN 37660 (the “Lessor”), and Sterling Smokeless Coal Company, a West Virginia corporation, having its principal offices at 202 Laidley Tower, Charleston, WV 25324 (the “Lessee”).
COAL MINING LEASE AND SUBLEASE (LEE RANCH RESERVES) Between FIELDCREST RESOURCES LLC And GALLO FINANCE COMPANY Dated December 19, 2002Mining Lease and Sublease • March 11th, 2003 • Penn Virginia Resource Partners L P • Bituminous coal & lignite mining • New Mexico
