AMENDED AND RESTATED SECURITY AGREEMENTSecurity Agreement • April 5th, 2011 • America West Resources, Inc. • Bituminous coal & lignite mining • Utah
This Amended and Restated Security Agreement (the “Agreement”) is dated effective as of March 31, 2011, and is made by America West Resources, Inc, a Nevada corporation (“AWR”) and its wholly-owned subsidiary, America West Services, Inc., a Nevada corporation (“AWS”) (with AWR and AWS sometimes collectively referred to as “Debtors”), in favor of Denly Utah Coal, LLC, a Texas limited liability company (“Denly”), John Thomas Bridge and Opportunity Fund, L.P., a Delaware limited partnership (“JTBOF1”) and John Thomas Bridge and Opportunity Fund II, L.P., a Delaware limited partnership (“JTBOF2”)(with Denly, JTBOF1 and JTBOF2 sometimes referred to collectively as the “Lenders”) and Denly, as Collateral Agent for the Lenders (in such capacity, together with its successors in such capacity, the “Collateral Agent”) (collectively, the Lenders and Collateral Agent are hereinafter referred to as the “Secured Parties”).
AMENDMENT NO. 1 TO LOAN AGREEMENTLoan Agreement • April 5th, 2011 • America West Resources, Inc. • Bituminous coal & lignite mining
This Amendment No. 1 to Loan Agreement (this “Amendment”) dated March 31, 2011, amends that certain Loan Agreement (as amended, modified, restated or replaced, from time to time, the "Loan Agreement") dated February 11, 2011, by and among Denly Utah Coal, LLC, a Texas limited liability company (“Denly”), John Thomas Bridge and Opportunity Fund, L.P., a Delaware limited partnership (“JTBOF1”) and John Thomas Bridge and Opportunity Fund, L.P. II, a Delaware limited partnership (“JTBOF2”) (JTBOF1 and JTBOF2 being referred to, collectively, as “JTBOF”) (Denly and JTBOF being referred to, collectively, as “Lenders”), America West Resources, Inc., a Nevada corporation (“Borrower”) and America West Services, Inc., a Nevada corporation (“Guarantor”), and Denly as collateral agent for itself and JTBOF (in such capacity, together with its successors in such capacity, the “Collateral Agent”).
AMENDMENT NO. 2 TO ROYALTY ASSIGNMENT AND AGREEMENTRoyalty Assignment and Agreement • April 5th, 2011 • America West Resources, Inc. • Bituminous coal & lignite mining
This Amendment No. 2 to Royalty Assignment and Agreement dated February 11, 2011 (the “Amendment”) amends that certain that certain Royalty Assignment and Agreement, Grant of Security Interest and Financing Statement dated May 27, 2009, as amended by that certain Amendment No. 1 to Royalty Agreement dated October 23, 2009, (collectively, the “Royalty Agreement”) by and among Hidden Splendor Resources, Inc. (“Grantor”), Denly Utah Coal, LLC, a Texas limited liability company (“Denly”), John Thomas Bridge and Opportunity Fund, L.P., a Delaware limited partnership (“JTF” or “Fund”), Thomas Murch (“Murch”), James Moore (“Moore”) and John Meeks (“Meeks”) (Denly, JTF, Murch, Moore and Meeks are hereinafter collectively referred to as the “Grantees”). Unless otherwise specifically defined herein, the terms used in this Amendment have the same meanings given such terms in the Royalty Agreement.
LOAN AGREEMENT Dated as of February 11, 2011 AMONG DENLY UTAH COAL, LLC. JOHN THOMAS BRIDGE AND OPPORTUNITY FUND, L.P. AND JOHN THOMAS BRIDGE AND OPPORTUNITY FUND, L.P. II (Lenders) AND AMERICA WEST RESOURCES, INC. (Borrower) AND AMERICA WEST...Loan Agreement • April 5th, 2011 • America West Resources, Inc. • Bituminous coal & lignite mining • Utah
THIS LOAN AGREEMENT is dated and effective on and as of February 11, 2011, by and among Denly Utah Coal, LLC, a Texas limited liability company (“Denly”), John Thomas Bridge and Opportunity Fund, L.P., a Delaware limited partnership (“JTBOF1”) and John Thomas Bridge and Opportunity Fund, L.P. II, a Delaware limited partnership (“JTBOF2”) (JTBOF1 and JTBOF2 being referred to, collectively, as “JTBOF”) (Denly and JTBOF being referred to, collectively, as “Lenders”), and America West Resources, Inc., a Nevada corporation (“Borrower”) and America West Services, Inc., a Nevada corporation (“Guarantor”), and Denly as collateral agent for itself and JTBOF (in such capacity, together with its successors in such capacity, the “Collateral Agent”).
AMENDMENT NO. 1 TO ROYALTY ASSIGNMENT AND AGREEMENTRoyalty Assignment and Agreement • April 5th, 2011 • America West Resources, Inc. • Bituminous coal & lignite mining
This Amendment No. 1 to Royalty Assignment and Agreement dated February 11, 2011 (the “Amendment”) amends that certain that certain Royalty Assignment and Agreement dated October 9, 2009 (the “Royalty Agreement”) by and between Hidden Splendor Resources, Inc. (“Grantor”) and Denly Utah Coal, LLC, a Texas limited liability company (“Denly” or “Grantee”). Unless otherwise specifically defined herein, the terms used in this Amendment have the same meanings given such terms in the Royalty Agreement.
8% SECURED PROMISSORY NOTE AMERICA WEST RESOURCES, INC. DUE June 1, 2014Secured Promissory Note • April 5th, 2011 • America West Resources, Inc. • Bituminous coal & lignite mining • Utah
This Secured Promissory Note (the “Note”) is a duly authorized and issued secured promissory note of America West Resources, Inc., a Nevada corporation (the “Borrower”), issued to [__] (together with its permitted successors and assigns, the “Holder”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • April 5th, 2011 • America West Resources, Inc. • Bituminous coal & lignite mining • Nevada
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of this 31st day of March, 2011 is made by and among America West Resources, Inc., a Nevada corporation, (the “Company”), and Denly Utah Coal, LLC, a Texas limited liability company (“Denly”), John Thomas Bridge and Opportunity Fund, L.P., a Delaware limited partnership (“JTBOF1”) and John Thomas Bridge and Opportunity Fund, L.P. II, a Delaware limited partnership (“JTBOF2”), and any subsequent transferee of Restricted Securities (as defined below) that becomes a party to this Agreement pursuant to Section 2.4 of this Agreement.
