ALLIANCE RESOURCE OPERATING PARTNERS, L.P. (as successor in interest to Alliance Resource GP, LLC) FIRST AMENDMENT Dated as of June 26, 2008 to NOTE PURCHASE AGREEMENT Dated as of August 16, 1999 Re: $180,000,000 8.31% Senior Notes Due August 20, 2014Note Purchase Agreement • July 1st, 2008 • Alliance Resource Partners Lp • Bituminous coal & lignite surface mining • New York
THIS FIRST AMENDMENT dated as of June 26, 2008 (the or this “First Amendment”) to the Note Purchase Agreement dated as of August 16, 1999 is between ALLIANCE RESOURCE OPERATING PARTNERS, L.P. (as successor in interest to Alliance Resource GP, LLC), a Delaware limited partnership (the “Company”), and each of the institutions which is a signatory to this First Amendment (collectively, the “Signatory Noteholders”).
LETTER AMENDMENT No. 1Intercreditor Agreement • July 1st, 2008 • Alliance Resource Partners Lp • Bituminous coal & lignite surface mining • New York
We refer to the Second Amended and Restated Credit Agreement dated as of September 25, 2007 (as amended, supplemented or otherwise modified through the date hereof, the “Credit Agreement”) among the undersigned and you. Capitalized terms not otherwise defined in this Letter Amendment have the same meanings as specified in the Credit Agreement.
ALLIANCE RESOURCE OPERATING PARTNERS, L.P. $205,000,000 6.28% Senior Notes, Series A, due June 26, 2015 $145,000,000 6.72% Senior Notes, Series B, due June 26, 2018 NOTE PURCHASE AGREEMENT Dated as of June 26, 2008Subsidiary Guaranty Agreement • July 1st, 2008 • Alliance Resource Partners Lp • Bituminous coal & lignite surface mining • New York
ALLIANCE RESOURCE OPERATING PARTNERS, L.P., a Delaware limited partnership (the “Company”), agrees with each of the purchasers whose names appear at the end hereof (each, a “Purchaser” and, collectively, the “Purchasers”) as follows:
