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SEC Filings

10-Q
ARCH COAL INC filed this Form 10-Q on 10/31/2017
Entire Document
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Exhibit 10.7

Execution Copy

(c)    No Default. Both before and immediately after giving effect to this Amendment and the transactions contemplated hereby, no Purchase and Sale Termination Event, Unmatured Purchase and Sale Termination Event, Termination Event or Unmatured Termination Event exists or shall exist.
(d)    UCC Details. The legal names as well as all of the other information set forth on Schedules I, II, IV and V hereto with respect to Converted Originators shall be true and correct immediately after giving effect to the Subject Reorganizations.
SECTION 6.    Effect of Amendment. All provisions of the Agreement, as expressly amended and modified by this Amendment, shall remain in full force and effect. After this Amendment becomes effective, all references in the Agreement (or in any other Transaction Document) to “this Agreement”, “hereof”, “herein” or words of similar effect referring to the Agreement shall be deemed to be references to the Agreement as amended by this Amendment. This Amendment shall not be deemed, either expressly or impliedly, to waive, amend or supplement any provision of the Agreement other than as set forth herein.
SECTION 7.    Effectiveness. This Amendment shall become effective as of the date hereof (or with respect to Section 3 hereof, the Reorganization Effective Date) upon receipt by the Administrator of duly executed counterparts of this Amendment by each of the parties hereto in form and substance reasonably satisfactory to the Administrator.
SECTION 8.    Counterparts. This Amendment may be executed in any number of counterparts and by different parties on separate counterparts, each of which when so executed shall be deemed to be an original and all of which when taken together shall constitute but one and the same instrument. Delivery of an executed counterpart of a signature page to this Amendment by facsimile or electronic transmission shall be effective as delivery of a manually executed counterpart hereof.
SECTION 9.    Governing Law. This Amendment shall be governed by, and construed in accordance with, the internal laws of the State of New York.
SECTION 10.    Section Headings. The various headings of this Amendment are included for convenience only and shall not affect the meaning or interpretation of this Amendment, the Agreement or any provision hereof or thereof.
SECTION 11.    Ratification. After giving effect to this Amendment and the transactions contemplated by this Amendment, all of the provisions of the Performance Guaranty shall remain in full force and effect and the Performance Guarantor hereby ratifies and affirms the Performance Guaranty and acknowledges that (a) the Performance Guaranty has continued and shall continue in full force and effect in accordance with its terms, (b) each of the Subject Originators and each of the Converted Originators shall constitute “Covered Subsidiaries” (under and as defined in the Performance Guaranty) for purposes of the Performance Guaranty and (c) each of the Subject Originators’ and each of the Converted Originators’ obligations under the Agreement shall constitute “Guaranteed Obligations” (under and as defined in the Performance Guaranty) for purposes of the Performance Guaranty.

 
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