Common use of Additional Notes Clause in Contracts

Additional Notes. Subject to compliance with Sections 4.07 and 4.10, the Issuer shall be entitled to issue Additional Notes under this Indenture in an unlimited aggregate principal amount, each of which shall have identical terms as the Initial Notes, respectively, other than with respect to the date of issuance and issue price and first payment of interest (and, if such Additional Notes shall be issued in the form of Restricted Global Notes or Restricted Certificated Notes, other than with respect to transfer restrictions with respect thereto). The Initial Notes and any Additional Notes shall be treated as a single class, in each case for all purposes under this Indenture, including without limitation, waivers, amendments, redemptions and offers to purchase; provided, however, that Additional Notes shall be issued under a separate CUSIP and ISIN unless the Additional Notes are issued pursuant to a “qualified reopening” of the Initial Notes, are otherwise treated as part of the same “issue” of debt instruments as the Initial Notes or are issued with less than a de minimis amount of original issue discount, in each case for U.S. federal income tax purposes. Holders of Additional Notes actually issued shall share equally and ratably in the Collateral with the Holders of the Notes issued on the Issue Date. Unless the context requires otherwise, references to “Notes” for all purposes of this Indenture include any Additional Notes that are actually issued. With respect to any Additional Notes, the Issuer shall set forth in a resolution of its Board of Directors and an Officer’s Certificate, a copy of each which shall be delivered to the Trustee and the Agent, the following information:

Additional Notes. Subject to compliance with Sections 4.07 and 4.10the covenants described below, the Issuer shall be entitled to Company may issue additional notes (the “Additional Notes under this Indenture Notes”), in an unlimited aggregate principal amount, each of which shall have identical amount from time to time under the indenture having the same terms in all respects as the Initial notes except that interest on such Additional Notes may, if provided in such Additional Notes, respectively, other than with respect to accrue from the date of their issuance or from the most recent interest payment date and issue price and first payment of interest (and, if such not from the Issue Date. Any Additional Notes shall will be issued in secured, equally and ratably, with the form of Restricted Global Notes or Restricted Certificated Notesnotes and any other Priority Lien Obligations. Except as otherwise stated herein, other than with respect to transfer restrictions with respect thereto). The Initial Notes the notes offered hereby and any Additional Notes shall subsequently issued under the indenture will be treated as a single class, in each case class for all purposes under this Indenturethe indenture, including including, without limitation, waivers, amendments, redemptions and offers to purchase; providedpurchase and will vote together as one class on all matters. Notwithstanding the foregoing, however, that any Additional Notes that are not fungible with the notes offered hereunder for United States federal income tax purposes shall be issued under have a separate CUSIP number and ISIN unless from the Additional Notes are issued pursuant to a “qualified reopening” of the Initial Notes, are otherwise treated as part of the same “issue” of debt instruments as the Initial Notes or are issued with less than a de minimis amount of original issue discount, in each case for U.S. federal income tax purposes. Holders of Additional Notes actually issued shall share equally and ratably in the Collateral with the Holders of the Notes issued on the Issue Datenotes. Unless the context requires otherwise, references to “Notesnotes” for all purposes of the indenture and this Indenture “Description of the New Peabody Notes” include any Additional Notes that are actually issued. With respect The Note Guarantees The obligations of the Company pursuant to the notes, including any Additional Notesrepurchase obligation resulting from a Change of Control, will be unconditionally guaranteed, jointly and severally, on a senior secured basis, by each of the Company’s Restricted Subsidiaries that guarantees the obligations of the Company under the Existing Credit Facility, the Issuer shall set forth in a resolution of its Board of Directors and an Officer’s Certificate, a copy of each which shall be delivered to the Trustee and the AgentLC Agreement, the following information2025 Notes Indenture, the 2022 Notes Indenture and any other Priority Lien Debt. Each Note Guarantee of the notes:

Additional Notes. Subject to compliance with Sections 4.07 and 4.10If authorized by a resolution of the Board of Directors, the Issuer Company shall be entitled to issue Additional additional Notes under this Indenture in an unlimited aggregate principal amount, each of (“Additional Notes”) which shall have substantially identical terms as the Initial Notes, respectively, other than with respect to (i) the date of issuance issuance, (ii) the issue price, (iii) the accretion rate on the Notes (to the extent such Additional Notes are issued with a different “CUSIP”, “ISIN” or “Common Code” number than the Notes), and issue price and first payment of interest (and, iv) if such Additional Notes shall be issued in the form of Restricted Global Unrestricted Notes or Transfer Restricted Certificated NotesNotes (in which case the Transfer Restricted Notes will bear the legends set forth in Exhibit D (collectively, other than with respect to the “Transfer Restriction Legend”)), the transfer restrictions in respect of Notes that are, respectively, Transfer Restricted Notes or Unrestricted Notes; provided that such issuance shall be made in compliance with respect thereto)this Indenture; provided, further, that no Additional Notes may be issued with the same “CUSIP”, “ISIN” or “Common Code” number as other Notes unless it is so permitted in accordance with applicable law and such Additional Notes are fungible with the Notes for U.S. federal tax purposes. The Initial Notes issued on the Closing Date and any Additional Notes shall be treated as a single class, in each case class for all purposes under this Indenture, including without limitation, waivers, amendments, redemptions and offers to purchase; provided, however, that Additional Notes shall be issued under a separate CUSIP and ISIN unless the Additional Notes are issued pursuant to a “qualified reopening” of the Initial Notes, are otherwise treated as part of the same “issue” of debt instruments as the Initial Notes or are issued with less than a de minimis amount of original issue discount, in each case for U.S. federal income tax purposes. Holders of Additional Notes actually issued shall share equally and ratably in the Collateral with the Holders of the Notes issued on the Issue Date. Unless the context requires otherwise, references to “Notes” for all purposes of this Indenture include any Additional Notes that are actually issued. With respect to any Additional Notes, the Issuer Company shall set forth in a resolution of its Board of Directors and an Officer’s Officers’ Certificate, a copy of each which shall be delivered to the Trustee and the AgentTrustee, or in a supplemental indenture, the following information:

Additional Notes. (a) Subject to compliance with Sections 4.07 and 4.10the limitations set forth under Section 4.1(a), the Issuer shall be entitled may, from time to time, without notice to or the consent of the Holders, create and issue Additional Notes under this Indenture in an unlimited aggregate principal amount, each of which shall have identical terms as the Initial Notes, respectively, other than with respect to the date of issuance and issue price and first payment of interest (and, if such Additional Notes shall be issued in the form of Restricted Global Notes or Restricted Certificated Notes, other than with respect to transfer restrictions with respect thereto). The Initial Notes and any Additional Notes shall be treated as a single class, in each case for all purposes under this Indenture, including without limitation, waivers, amendments, redemptions and offers to purchase; provided, however, that Additional Notes shall be issued under a separate CUSIP and ISIN unless the Additional Notes are issued pursuant to a “qualified reopening” of the Initial Notes, are otherwise treated as part of having the same “issue” of debt instruments terms and conditions as the Initial Notes or are issued with less than a de minimis amount of original issue discount, in each case for U.S. federal income tax purposes. Holders of Additional Notes actually issued shall share equally and ratably in the Collateral with the Holders of the Notes issued on the Issue Date. Unless Closing Date (including the context requires otherwisebenefit of the Parent Guarantee and any Subsidiary Guarantees) in all respects (or in all respects except for the issue date, references issue price and the first Interest Payment Date and, to the extent necessary, certain temporary securities law transfer restrictions) (“Notes” for all purposes of this Indenture include any Additional Notes that are actually issued. With respect to any Additional Notes, ”); provided that the Issuer shall set forth in a resolution of its Board of Directors and an Officer’s Certificate, a copy of each which shall be have delivered to the Trustee (i) an Officers’ Certificate certifying that the issuance of such Additional Notes does not contravene any provision of Section 4.1(a) and any other information the Issuer may determine to include or the Trustee may reasonably request, and (ii) an Opinion of Counsel (subject to customary qualifications) that (A) the form and terms of such Additional Notes have been established in conformity with the provisions of this Indenture and (B) such Additional Notes, when authenticated and delivered by the Trustee and issued by the Issuer in the manner and subject to any conditions specified in such Opinion of Counsel, and the AgentNote Guarantees will constitute valid and legally binding obligations of the Issuer and (in a separate Opinion of Counsel if necessary) the Guarantors, as applicable, enforceable in accordance with their terms, subject to bankruptcy, insolvency, reorganization and other laws of general applicability relating to or affecting the following information:enforcement of creditors’ rights and to general equity principles.

Additional Notes. Subject to compliance with Sections 4.07 and 4.10If authorized by a resolution of the Board of Directors, the Issuer Company shall be entitled to issue Additional additional Notes under this Indenture in an unlimited aggregate principal amount, each of (“Additional Notes”) which shall have substantially identical terms as the Initial Notes, respectively, other than with respect to (i) the date of issuance and issuance, (ii) the issue price and first payment price, (iii) the amount of interest payable on the first interest payment date applicable thereto (andto the extent such Additional Notes are issued with a different “CUSIP”, “ISIN” or “Common Code” number than the Notes), and (iv) if such Additional Notes shall be issued in the form of Restricted Global Unrestricted Notes or Transfer Restricted Certificated NotesNotes (in which case the Transfer Restricted Notes will bear the legends set forth in Exhibit D (collectively, other than with respect to the “Transfer Restriction Legend”)), the transfer restrictions in respect of Notes that are, respectively, Transfer Restricted Notes or Unrestricted Notes; provided that such issuance shall be made in compliance with respect thereto)this Indenture; provided, further, that no Additional Notes may be issued with the same “CUSIP”, “ISIN” or “Common Code” number as other Notes unless it is so permitted in accordance with applicable law and such Additional Notes are fungible with the Notes for U.S. federal tax purposes. The Initial Notes issued on the Closing Date and any Additional Notes shall be treated as a single class, in each case class for all purposes under this Indenture, including without limitation, waivers, amendments, redemptions and offers to purchase; provided, however, that Additional Notes shall be issued under a separate CUSIP and ISIN unless the Additional Notes are issued pursuant to a “qualified reopening” of the Initial Notes, are otherwise treated as part of the same “issue” of debt instruments as the Initial Notes or are issued with less than a de minimis amount of original issue discount, in each case for U.S. federal income tax purposes. Holders of Additional Notes actually issued shall share equally and ratably in the Collateral with the Holders of the Notes issued on the Issue Date. Unless the context requires otherwise, references to “Notes” for all purposes of this Indenture include any Additional Notes that are actually issued. With respect to any Additional Notes, the Issuer Company shall set forth in a resolution of its Board of Directors and an Officer’s Officers’ Certificate, a copy of each which shall be delivered to the Trustee and the AgentTrustee, or in a supplemental indenture, the following information:

Additional Notes. Subject to compliance with Sections 4.07 and 4.10, the Issuer The Company shall be entitled to issue Additional Notes under this Indenture in an unlimited aggregate principal amount, each of which amount under this Indenture. The Company shall have identical terms as the Initial Notes, respectively, other than with respect only be permitted to the date of issuance and issue price and first payment of interest (and, if such Additional Notes shall be issued if, at the time of such issuance, the Company is in compliance with the form of Restricted Global Notes or Restricted Certificated Notes, other than with respect to transfer restrictions with respect thereto)covenants contained in this Indenture. The Initial Notes currently being offered and any Additional Notes subsequently issued under this Indenture shall be treated as a single classclass for all purposes, in each case for all purposes under this Indentureincluding, including without limitation, waivers, amendments, redemptions and offers to purchase; provided, however, that if any Additional Notes shall be subsequently issued under a separate CUSIP and ISIN unless the Additional Notes are issued pursuant to a “qualified reopening” of the Initial Notes, are otherwise treated as part of the same “issue” of debt instruments as the Initial Notes or are issued with less than a de minimis amount of original issue discount, in each case not fungible for U.S. federal income tax purposes. Holders of purposes with any Notes previously issued, such Additional Notes actually shall trade separately from such previously issued Notes under a separate CUSIP or ISIN but shall share equally and ratably in the Collateral otherwise be treated as a single class with the Holders of the all other Notes issued on the Issue Date. Unless the context requires otherwise, references to “Notes” for all purposes of under this Indenture include any Additional Notes that are actually issuedIndenture. With respect to any Additional Notes, the Issuer Company and the Notes Guarantor shall set forth in a resolution resolutions of its their respective Board of Directors and an Officer’s Certificatein Officers’ Certificates, a copy of each of which shall be delivered to the Trustee and the AgentTrustee, the following information:: (1) the aggregate principal amount of such Additional Notes to be authenticated and delivered pursuant to this Indenture; and (2) the issue price, the issue date, the CUSIP or ISIN number of such Additional Notes, the first interest payment date and the amount of interest payable on 54 beneficial owner of the Securities, and shall apply mutatis mutandis to any Taxing Jurisdiction with respect to any successor Person to the Company or the Notes Guarantor. Section 310.

Additional Notes. Subject to compliance with Sections 4.07 and 4.10If authorized by a resolution of the Board of Directors, the Issuer Company shall be entitled to issue Additional Notes under this Indenture in an unlimited aggregate principal amount, each of addition to the Initial Notes (“Additional Notes”) which shall have substantially identical terms as the Initial Notes, respectively, other than with respect to (i) the date of issuance and issuance, (ii) the issue price and first payment price, (iii) the amount of interest payable on the first interest payment date applicable thereto (andto the extent such Additional Notes are issued with a different “CUSIP”, “ISIN” or “Common Code” number than the Notes), and (iv) if such Additional Notes shall be issued in the form of Restricted Global Unrestricted Notes or Transfer Restricted Certificated NotesNotes (in which case the Transfer Restricted Notes will bear the legends set forth in Exhibit D (collectively, other than with respect to the “Transfer Restriction Legend”)), the transfer restrictions in respect of Notes that are, respectively, Transfer Restricted Notes or Unrestricted Notes; provided that such issuance shall be made in compliance with respect thereto)this Indenture; provided, further, that no Additional Notes may be issued with the same “CUSIP”, “ISIN” or “Common Code” number as other Notes unless it is so permitted in accordance with applicable law and such Additional Notes are fungible with such other Notes for U.S. federal tax purposes. The Initial Notes issued on the Closing Date and any Additional Notes shall be treated as a single class, in each case class for all purposes under this Indenture, including without limitation, waivers, amendments, redemptions and offers to purchase; provided, however, that Additional Notes shall be issued under a separate CUSIP and ISIN unless the Additional Notes are issued pursuant to a “qualified reopening” of the Initial Notes, are otherwise treated as part of the same “issue” of debt instruments as the Initial Notes or are issued with less than a de minimis amount of original issue discount, in each case for U.S. federal income tax purposes. Holders of Additional Notes actually issued shall share equally and ratably in the Collateral with the Holders of the Notes issued on the Issue Date. Unless the context requires otherwise, references to “Notes” for all purposes of this Indenture include any Additional Notes that are actually issued. With respect to any Additional Notes, the Issuer Company shall set forth in a resolution of its Board of Directors and an Officer’s Certificate, a copy of each which shall be delivered to the Trustee and the AgentTrustee, or in a supplemental indenture, the following information:

Additional Notes. Subject to compliance with Sections 4.07 and 4.10, the Issuer The Company shall be entitled to issue Additional Notes under this Indenture in an unlimited aggregate principal amount, each of which amount under this Indenture. The Company shall have identical terms as the Initial Notes, respectively, other than with respect only be permitted to the date of issuance and issue price and first payment of interest (and, if such Additional Notes shall be issued if, at the time of such issuance, the Company is in compliance with the form of Restricted Global Notes or Restricted Certificated Notes, other than with respect to transfer restrictions with respect thereto)covenants contained in this Indenture. The Initial Notes currently being offered and any Additional Notes subsequently issued under this Indenture shall be treated as a single classclass for all purposes, in each case for all purposes under this Indentureincluding, including without limitation, waivers, amendments, redemptions and offers to purchase; provided, however, that if any Additional Notes shall be subsequently issued under a separate CUSIP and ISIN unless the Additional Notes are issued pursuant to a “qualified reopening” of the Initial Notes, are otherwise treated as part of the same “issue” of debt instruments as the Initial Notes or are issued with less than a de minimis amount of original issue discount, in each case not fungible for U.S. federal income tax purposes. Holders of purposes with any Notes previously issued, such Additional Notes actually shall trade separately from such previously issued Notes under a separate CUSIP or ISIN but shall share equally and ratably in the Collateral otherwise be treated as a single class with the Holders of the all other Notes issued on the Issue Date. Unless the context requires otherwise, references to “Notes” for all purposes of under this Indenture include any Additional Notes that are actually issuedIndenture. With respect to any Additional Notes, the Issuer Company and the Notes Guarantor shall set forth in a resolution resolutions of its their respective Board of Directors and an Officer’s Certificatein Officers’ Certificates, a copy of each of which shall be delivered to the Trustee and the AgentTrustee, the following information:: (1) the aggregate principal amount of such Additional Notes to be authenticated and delivered pursuant to this Indenture; and (2) the issue price, the issue date, the CUSIP or ISIN number of such Additional Notes, the first interest payment date and the amount of interest payable on 54