Common use of Development Plans Clause in Contracts

Development Plans. (a) Coal Party and Gas Party acknowledge and agree that for the period from the Effective Time until the date Gas Party receives Coal Party’s Life of Mine Plan for a Mine, all operations of Gas Party throughout the Cooperation Area shall be deemed outside of any Mine Area. Coal Party shall, within sixty (60) days following the acquisition or permitting of any Mine, provide the pertinent Gas Party Representative with a Life of Mine Plan for such Mine; and Gas Party shall, within sixty (60) days following receipt of such Life of Mine Plan, provide the pertinent Coal Party Representative with a three (3) year plan generally describing the anticipated drilling and development activities of Gas Party (the “Gas Development Plan”) within the Mine Area of such Mine. (b) Other than with respect to calendar year 2017, each calendar year, with respect to each Mine in which Coal Party holds Coal Interests and in which Gas Party holds Gas Interests: (i) On or before October 1st of each calendar year, Coal Party will submit to the Coordination Committee (A) an update to the Life of Mine Plan for such Mine to extend such plan for an additional calendar year and to include any updates with respect to the calendar years already included in the Life of Mine Plan and (B) a plan for the anticipated mining activities of Coal Party during the following calendar year in such Mine Area, which shall include, with respect to each Mine, an accurate map of its current and completed mining areas, all then-permitted or planned Pillar Permit Areas for Gas Party’s well locations, line projections to designate its planned and proposed mining development headings and full extraction mining areas, and the proposed timing of such mining activities within such Mine Area, together with the location of Gas Party’s then-existing or planned ▇▇▇▇▇ or facilities as set forth in the most recent Annual Gas Development Plan that would reasonably be expected to be impacted by Coal Party’s mining operations in the Mine Area within the next six (6) years (the “Annual Coal Development Plan”); (ii) On or before October 1st of each calendar year, Gas Party will submit to the Coordination Committee (A) an update to the Gas Development Plan for such Mine to extend such plan for an additional calendar year and to include any updates with respect to the calendar years already included in the Gas Development Plan and (B) a plan generally describing the anticipated drilling and development activities of Gas Party in such Mine Area during the following calendar year, which shall include an accurate map of its current active and inactive ▇▇▇▇▇ and its proposed pad locations for proposed ▇▇▇▇▇ that it plans to drill within such Mine Area (the “Annual Gas Development Plan”); and (iii) Each member of a Coordination Committee shall review and provide suggestions with respect to the coordination of the proposed drilling and development plans and the updates to the Life of Mine Plan and Gas Development Plan for such Coordination Committee’s pertinent Mine. No later than December 1st of each calendar year immediately preceding the relevant calendar year, each Coordination Committee shall meet to finalize an Annual Coal Development Plan and an Annual Gas Development Plan for the pertinent Mine; provided, however, that the final Annual Coal Development Plan and the final Annual Gas Development Plan, respectively, for each successive calendar year shall be determined in the sole discretion of Coal Party and Gas Party, respectively, and finalized and circulated to the other Party and the Coordination Committee, on or before December 15th of the preceding calendar year, and shall in the title block thereof state the name of the pertinent Mine, the nature of the plan as a “final” Annual Coal Development Plan or a “final” Annual Gas Development Plan (as applicable), and the relevant calendar year for which the plan applies.

Development Plans. (a) In connection with the execution of this Agreement, (i) Coal Party and has provided Gas Party acknowledge and agree that for with a plan setting forth the period from mining operations anticipated by the Effective Time until the date Gas Party receives Coal Party’s Life of Mine Plan for a Mine, all operations of Gas Party throughout the Cooperation Area shall be deemed outside of any Mine Area. Coal Party shallin good faith to be conducted by Coal Party during the life of the mine and the Coal Area, within sixty a copy of which is attached hereto as Exhibit G (60) days following as updated from time to time, the acquisition or permitting of any Mine, provide the pertinent Gas Party Representative with a Life of Mine Plan for such Mine; and Gas Party shall, within sixty (60) days following receipt of such “Life of Mine Plan, provide the pertinent ”) and (ii) Gas Party has provided Coal Party Representative with a three (3) year plan generally describing the anticipated drilling and development activities of Gas Party Party, a copy of which is attached hereto as Exhibit H (as approved annually, the “Gas Development Plan”) within the Mine Area of such Mine). (b) Other than with respect to calendar year 20172015, on or before November 1st of each calendar year, with respect to each Mine in which Coal Party holds Coal Interests and in which Gas Party holds Gas Interests: (i) On or before October 1st of each calendar year, Coal Party will submit to the Coordination Committee (A) an update to the Life of Mine Plan for such Mine to extend such plan for an additional calendar year and to include any updates with respect to the calendar years already included in the Life of Mine Plan and (B) a plan for the anticipated mining activities of Coal Party during the following calendar year in such Mine Areayear, which shall include, with respect to each Minemine, an accurate map of its current and completed mining areas, all then-permitted or planned Pillar Permit Areas for Gas Party’s well locations, line projections to designate its planned and proposed mining development headings and full extraction mining areas, and the proposed timing of such mining activities within such Mine Area, together with the location of Gas Party’s then-existing or planned ▇▇▇▇▇ or facilities as set forth in the most recent Annual Gas Development Plan that would reasonably be expected to be impacted by Coal Party’s mining operations in the Pennsylvania Mine Area within the next six (6) years (the “Annual Coal Development Plan”); (ii) On or before October 1st of each calendar year, Gas Party will submit to the Coordination Committee (A) an update to the Gas Development Plan for such Mine to extend such plan for an additional calendar year and to include any updates with respect to the calendar years already included in the Gas Development Plan and (B) a plan generally describing the anticipated drilling and development activities of Gas Party in such Mine Area during the following calendar year, which shall include an accurate map of its current active and inactive ▇▇▇▇▇ and its proposed pad locations for proposed ▇▇▇▇▇ that it plans to drill within such the Pennsylvania Mine Area (the “Annual Gas Development Plan”); and (iii) Coal Party and Gas Party shall jointly prepare and develop a composite map of each such Party’s anticipated activities, which shall include identification, where possible, of locations for proposed ▇▇▇▇▇ in mains, longwall gate pillars, barriers, and/or other locations acceptable to Coal Party determined by them in good faith and in accordance with prudent mining activities to minimize conflicts between the Parties, and locations for Systems in locations reasonably likely to minimize the likelihood of any required relocation. Each member of a the Coordination Committee shall review and provide suggestions with respect to the coordination of the proposed drilling and development plans and the updates to the Life of Mine Plan and Gas Development Plan for such Coordination Committee’s pertinent MinePlan. No later than December 1st of each calendar year immediately preceding the relevant calendar year, each the Coordination Committee shall meet to finalize an Annual Coal Development Plan and an Annual Gas Development Plan for the pertinent MinePlan; provided, however, that the final Annual Coal Development Plan and the final Annual Gas Development Plan, respectively, for each successive calendar year Plan shall be determined in the sole discretion of Coal Party and Gas Party, respectively, and finalized and circulated to the other Party and the Coordination Committee, on or before December 15th of the preceding calendar year, and shall in the title block thereof state the name of the pertinent Mine, the nature of the plan as a “final” Annual Coal Development Plan or a “final” Annual Gas Development Plan (as applicable), and the relevant calendar year for which the plan applies.

Development Plans. (a) Coal Party and Gas Party acknowledge and agree that for the period from the Effective Time until the date Gas Party receives Coal Party’s Life of Mine Plan for a Mine, all operations of Gas Party throughout the Cooperation Area shall be deemed outside of any Mine Area. Coal Party shall, within sixty (60) days following the acquisition or permitting of any Mine, provide the pertinent Gas Party Representative Customer has provided Provider with a Life of Mine Plan for such Mine; and Gas Party shall, within sixty (60) days following receipt of such Life of Mine Plan, provide the pertinent Coal Party Representative with a three (3) year plan generally describing the anticipated drilling and development activities of Gas Party report attached hereto as Exhibit D (the “Gas Current Development Plan”) within describing in detail, as of January 1, 2017, the Mine Area planned development, drilling, production, processing, treating, marketing and other activities to take place with respect to Dedicated Crude Oil and certain Customer NGLs for the applicable Development Period. The information contained in the Current Development Plan is broken out, with respect to the first three Years covered by the Current Development Plan, on a Quarter-by-Quarter basis, and with respect to the remaining Years covered by the Current Development Plan, on a Year-by-Year basis. The Current Development Plan attached hereto has been approved by the Parties. (a) From time to time during each Year of the Term, the Parties shall meet to discuss the planned development, drilling, production, processing, treating, marketing and other activities that Customer expects to take place with respect to Dedicated Crude Oil and certain Customer NGLs for the then-applicable Development Period. Customer and Provider shall each make their respective representatives available to participate in such Minemeetings and discussions. No later than August 1 of each such Year, Customer shall provide (or cause to be provided) to Provider a proposed update of the then-currently agreed Development Plan, prepared on the same basis as the Current Development Plan and describing in detail the planned development, TERMS IN THIS EXHIBIT HAVE BEEN REDACTED BECAUSE CONFIDENTIAL TREATMENT FOR THOSE TERMS HAS BEEN REQUESTED. THE REDACTED MATERIAL HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION, AND THE TERMS HAVE BEEN MARKED AT THE APPROPRIATE PLACE WITH TWO ASTERISKS (**). drilling, production, processing, treating, marketing and other activities expected to take place with respect to Dedicated Crude Oil and certain Customer NGLs for the then-applicable Development Period (any such update, an “Updated Development Plan” and, together with the Current Development Plan, each, a “Development Plan”). (b) Other than with respect Each proposed Development Plan shall include information as to calendar year 2017the following, in each calendar yearcase, with respect to each Mine in which Coal Party holds Coal Interests the first three Years covered by such Development Plan, on a Quarter-by-Quarter basis, and in which Gas Party holds Gas Interestswith respect to the remaining Years covered by such Development Plan, on a Year-by-Year basis: (i) On or before October 1st of forward-looking production estimates for the applicable time period covered by such Development Plan for all Customer Crude Oil (broken out, in each calendar yearcase, Coal Party will submit to the Coordination Committee between Eligible Customer Crude Oil and Pass-Through Contract Crude Oil) (A) an update to that Customer reasonably and in good faith believes will become owned or Controlled by Customer during the Life of Mine Plan for time period covered by such Mine to extend such plan for an additional calendar year and to include any updates with respect to the calendar years already included in the Life of Mine Plan and Development Plan, and/or (B) a plan for that will be produced from (I) in the anticipated mining activities of Coal Party during the following calendar year in such Mine Area, which shall include, with respect to each Mine, an accurate map of its current and completed mining areasaggregate, all then-permitted or planned Pillar Permit Areas for Gas Party’s well locations, line projections to designate its planned and proposed mining development headings and full extraction mining areas, and the proposed timing of such mining activities within such Mine Area, together with the location of Gas Party’s then-existing or planned ▇▇▇▇▇ or facilities as set forth then-existing and (II) in the most recent Annual Gas Development Plan aggregate, all ▇▇▇▇▇ that would reasonably be are expected to be impacted drilled during the time period covered by Coal Party’s mining operations such Development Plan (each such Well reflected in the Mine Area within the next six such Development Plan, a “Planned Well” and, such collective estimates described in subsections (6A) years and (B), both with respect to a particular Quarter and an entire Year, the “Annual Coal Development PlanDedicated Crude Oil Estimates”); (ii) On or before October 1st of each calendar year, Gas Party will submit to forward-looking estimates for the Coordination Committee (A) an update to the Gas applicable time period covered by such Development Plan of the aggregate volumes of those Customer NGLs for which Customer intends to utilize the Terminals System and/or the Provider Tank Cars and receive the System Services hereunder (such Mine estimates, both with respect to extend such plan for a particular Quarter and an additional calendar year and to include any updates entire Year, the “System NGL Estimates” and, together with the Dedicated Crude Oil Estimates, the “System Production Estimates”); (iii) with respect to the calendar years already included in applicable (A) Dedicated Crude Oil Estimate, forward-looking estimates for the Gas applicable time period covered by such Development Plan of the aggregate volumes of such Customer Crude Oil which Customer estimates will utilize the Crude Oil Services described in (1) Section 3.1(a)(vii), (2) Section 3.1(a)(ix), and (3) Section 3.1(a)(xi) and (B) a plan generally describing System NGL Estimate, forward-looking estimates for the anticipated drilling and development activities applicable time period covered by such Development Plan of Gas Party the aggregate volumes of such Customer NGLs which Customer estimates will utilize the NGL Services described in Section 3.1(b)(v); (iv) (A) each new receipt point (including the location thereof) proposed by Customer with respect to the System Production Estimate reflected in such Mine Area during Development Plan (each such receipt point, a “Planned Receipt Point”), (B) each Receipt Point at which Customer expects to Tender Customer Hydrocarbons comprising the following calendar yearSystem Production Estimate reflected in such Development Plan into the Terminals System, and (C) the estimated portion of the System Production Estimate contained in such Development Plan that Customer expects to Tender at each such Receipt Point and Planned Receipt Point; TERMS IN THIS EXHIBIT HAVE BEEN REDACTED BECAUSE CONFIDENTIAL TREATMENT FOR THOSE TERMS HAS BEEN REQUESTED. THE REDACTED MATERIAL HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION, AND THE TERMS HAVE BEEN MARKED AT THE APPROPRIATE PLACE WITH TWO ASTERISKS (**). (v) (A) each new delivery point (including the location thereof) proposed by Customer with respect to the System Production Estimate reflected in such Development Plan (each such delivery point, a “Planned Delivery Point”), (B) each Delivery Point at which Customer expects to Nominate Customer Hydrocarbons comprising the System Production Estimate reflected in such Development Plan to be redelivered to Customer, and (C) the estimated portion of the System Production Estimate contained in such Development Plan that Customer expects to Nominate to each such Delivery Point; (vi) the earliest date on which each Planned Receipt Point and Planned Delivery Point included in the Development Plan is required by Customer to be placed into service, which date shall include an accurate map of its current active and inactive ▇▇▇▇▇ and its not be earlier than three Months after the January 1st that is immediately subsequent to the date that the Development Plan that initially reflected such Planned Receipt Point or Planned Delivery Point was delivered to Provider hereunder; (vii) any (A) proposed pad locations for proposed ▇▇▇▇▇ revision to the then-existing Dedicated Area and/or any then-existing Dedicated Contract and/or (B) any new contract that it plans Customer proposes to drill within such Mine Area (the “Annual Gas Development Plan”)be a Dedicated Contract; and (iiiviii) Each member of a Coordination Committee shall review and provide suggestions with respect other information reasonably requested by Provider that is relevant to the coordination design, construction, and operation of the Terminals System, including (A) any Terminal Expansion or Pipeline Extension proposed drilling and development plans and the updates to the Life of Mine Plan and Gas Development Plan for such Coordination Committee’s pertinent Mine. No later than December 1st of each calendar year immediately preceding by Customer, (B) the relevant calendar year, each Coordination Committee shall meet Receipt Point and Planned Receipt Point facilities applicable to finalize an Annual Coal Development Plan and an Annual Gas Development Plan for the pertinent Mine; provided, however, that the final Annual Coal Development Plan and the final Annual Gas such Development Plan, respectively, for each successive calendar year shall be determined in the sole discretion of Coal Party and Gas Party, respectively, and finalized and circulated to the other Party and the Coordination Committee, on or before December 15th of the preceding calendar year, and shall in the title block thereof state the name of the pertinent Mine, the nature of the plan as a “final” Annual Coal Development Plan or a “final” Annual Gas Development Plan (as applicable), and C) the relevant calendar year for which the plan appliesDownstream Facilities and Delivery Point and Planned Delivery Point facilities applicable to such Development Plan.

Development Plans. (a) Coal Party and Gas Party acknowledge and agree that for the period from the Effective Time until the date Gas Party receives Coal Party’s Life of Mine Plan for a Mine, all operations of Gas Party throughout the Cooperation Area shall be deemed outside of any Mine Area. Coal Party shall, within No later than sixty (60) days following the acquisition or permitting execution of any Minethis Agreement, (i) Coal Party shall provide the pertinent Gas Party Representative with a Life plan setting forth the mining operations anticipated by Coal Party in good faith to be conducted by Coal Party during the life of Mine Plan for such Mine; the mine and Gas Party shallthe Coal Area (as updated from time to time, within sixty (60) days following receipt of such the “Life of Mine Plan, ”) and (ii) Gas Party shall provide the pertinent Coal Party Representative with a three (3) year plan generally describing the anticipated drilling and development activities of Gas Party (as approved annually, the “Gas Development Plan”) within ). The Parties acknowledge and agree that for the period from the Execution Date until the date Gas Party receives Coal Party’s Life of Mine Area of such MinePlan, the Parties shall continue their operations under the coal mining plan set forth under that certain Master Cooperation and Safety Agreement, by and between CEI and CNX Gas Corporation, dated August 1, 2005, as amended, including by Amendment No. 1 to the Master Cooperation and Safety Agreement dated May 30, 2008 (the “MCSA”). (b) Other than with respect to calendar year 20172015, on or before November 1st of each calendar year, with respect to each Mine in which Coal Party holds Coal Interests and in which Gas Party holds Gas Interests: (i) On or before October 1st of each calendar year, Coal Party will submit to the Coordination Committee (A) an update to the Life of Mine Plan for such Mine to extend such plan for an additional calendar year and to include any updates with respect to the calendar years already included in the Life of Mine Plan and (B) a plan for the anticipated mining activities of Coal Party during the following calendar year in such Mine Areayear, which shall include, with respect to each Minemine, an accurate map of its current and completed mining areas, all then-permitted or planned Pillar Permit Areas for Gas Party’s well locations, line projections to designate its planned and proposed mining development headings and full extraction mining areas, and the proposed timing of such mining activities within such Mine Area, together with the location of Gas Party’s then-existing or planned ▇▇▇▇▇ or facilities as set forth in the most recent Annual Gas Development Plan that would reasonably be expected to be impacted by Coal Party’s mining operations in the Pennsylvania Mine Area within the next six (6) years (the “Annual Coal Development Plan”); (ii) On or before October 1st of each calendar year, Gas Party will submit to the Coordination Committee (A) an update to the Gas Development Plan for such Mine to extend such plan for an additional calendar year and to include any updates with respect to the calendar years already included in the Gas Development Plan and (B) a plan generally describing the anticipated drilling and development activities of Gas Party in such Mine Area during the following calendar year, which shall include an accurate map of its current active and inactive ▇▇▇▇▇ and its proposed pad locations for proposed ▇▇▇▇▇ that it plans to drill within such the Pennsylvania Mine Area (the “Annual Gas Development Plan”); and (iii) Coal Party and Gas Party shall jointly prepare and develop a composite map of each such Party’s anticipated activities, which shall include identification, where possible, of locations for proposed ▇▇▇▇▇ in mains, longwall gate pillars, barriers, and/or other locations acceptable to Coal Party determined by them in good faith and in accordance with prudent mining activities to minimize conflicts between the Parties, and locations for Systems in locations reasonably likely to minimize the likelihood of any required relocation. Each member of a the Coordination Committee shall review and provide suggestions with respect to the coordination of the proposed drilling and development plans and the updates to the Life of Mine Plan and Gas Development Plan for such Coordination Committee’s pertinent MinePlan. No later than December 1st of each calendar year immediately preceding the relevant calendar year, each the Coordination Committee shall meet to finalize an Annual Coal Development Plan and an Annual Gas Development Plan for the pertinent MinePlan; provided, however, that the final Annual Coal Development Plan and the final Annual Gas Development Plan, respectively, for each successive calendar year Plan shall be determined in the sole discretion of Coal Party and Gas Party, respectively, and finalized and circulated to the other Party and the Coordination Committee, on or before December 15th of the preceding calendar year, and shall in the title block thereof state the name of the pertinent Mine, the nature of the plan as a “final” Annual Coal Development Plan or a “final” Annual Gas Development Plan (as applicable), and the relevant calendar year for which the plan applies.