Common use of Reclamation Bonds Clause in Contracts

Reclamation Bonds. (a) The Purchaser shall, at its sole cost, provide all bonds, bond riders, transfers of existing bonds or other security necessary for the filing of any Transfer Application or for the completion of any Transfer; and (b) From and after the Closing, Purchaser shall use its reasonable commercial efforts to obtain promptly the full and unconditional release of the Seller from any liability to the issuing surety associated with the issuance of any Reclamation Bond and/or the Transfer of each Reclamation Bond from the Seller to Purchaser set forth on Schedule 6.9, including the following: (i) furnishing a letter of credit or other security (“Substitute Security”) to replace and cause the release of any letter of credit or other security provided by the Seller (“Seller’s Security”) to secure each Reclamation Bond; and/or (ii) obtaining and posting with the relevant Governmental Authority new bonds necessary to fully obtain the Permits and the replacement and release of Seller’s Security (“Substitute Bonds”). In no event shall the Substitute Security and/or Substitute Bond be supplied, and the Seller’s Security be released, more than fifteen (15) Business Days after the Closing Date; provided, that such period may be extended only for so long as the sole impediment to the Purchaser providing the Substitute Security and/or Substitute Bond and obtaining the release of Seller’s Security is a delay by the surety in accepting the Substitute Security and/or Substitute Bond. (c) The Seller shall maintain each Seller’s Security until such time as the Seller’s Security has been completely and unconditionally released in connection with a Reclamation Bond and the related Transfer have been completed. Until such time as the Seller’s Security has been completely and unconditionally released in connection with a Reclamation Bond and the related Transfer have been completed, Purchaser shall not effect any amendments or modifications or any other changes to the Permits related to such Transfer, the Contracts related thereto or any obligations to which such Reclamation Bond relates, or to otherwise take any action, in each case that increases, extends or accelerates the liability of the Seller or Seller’s Security under such Reclamation Bond, without the Seller’s prior written consent. The Purchaser shall reimburse the Seller on a monthly basis for all costs and expenses incurred by the Seller or the Affiliates of the Seller with respect to all Seller’s Security and Reclamation Bonds that remain outstanding following the Closing Date to the extent such costs and expenses accrue on or after the Closing Date.

Reclamation Bonds. (a) The Purchaser shallTWCC shall maintain in full force and effect and/or replace such bonds and in such amounts as it has provided to the RCT on or prior to the Effective Date, at including third-party bonding in the amount of approximately $26,000,000 and self-bonding (supported by the corporate guarantee referred to in Section 12.4(b)(i)) in the amount of approximately $50,000,000 (the “Current Bonding Level”) to secure TWCC’s reclamation obligations under its sole cost, provide all bonds, bond riders, transfers of existing bonds or other security necessary mining permits for the filing of any Transfer Application or for the completion of any Transfer; andMine. (b) From and after the Closing, Purchaser NRG shall use its reasonable commercial efforts to obtain promptly the full and unconditional release of the Seller from any liability to the issuing surety associated with the issuance of any Reclamation Bond and/or the Transfer of each Reclamation Bond from the Seller to Purchaser set forth on Schedule 6.9, including the following: (i) furnishing a letter maintain and/or replace the corporate guarantee provided under Article G, subsection 1, of credit or other security (“Substitute Security”) to replace the Settlement Agreement for TWCC’s self-bonding included within the Current Bonding Level and cause the release of any letter of credit or other security provided by the Seller (“Seller’s Security”) to secure each Reclamation Bond; and/or (ii) obtaining provide to the RCT any and posting with all additional bonds, additional bond amounts or bond collateral over and above the relevant Governmental Authority new bonds Current Bonding Level (the “Additional Bonds”) that are necessary to fully obtain secure TWCC’s reclamation obligations under TWCC’s mining permits for the Permits Mine, unless and the replacement and release of Seller’s Security (“Substitute Bonds”)until a Special TWCC Default Termination has occurred. In no the event that a Special TWCC Default Termination has occurred, NRG shall have the Substitute Security and/or Substitute Bond be suppliedright to withdraw any credit support for any Current Bonding Level obligation, and the Seller’s Security be released, more than fifteen TWCC shall as soon as is commercially practical replace such credit support (15including with additional third-party bonds) Business Days after the Closing Date; provided, that such period and any Additional Bonds provided by NRG. The Additional Bonds may be extended only for so long as the sole impediment to the Purchaser providing the Substitute Security and/or Substitute Bond and obtaining the release of Seller’s Security is a delay provided in any form permitted by the surety in accepting the Substitute Security and/or Substitute BondRCT regulations. (c) The Seller If any Special TWCC Default Termination occurs and Security Document Delivery has not occurred prior to such termination, any Additional Bond is forfeited or there is otherwise a drawing under such Additional Bond and NRG incurs any reimbursement obligation in connection therewith, then TWCC shall maintain each Seller’s Security until (i) immediately reimburse the issuer of such time as Additional Bond for the Seller’s Security has been completely amount of such forfeiture or drawing and unconditionally released (ii) defend and indemnify NRG against any and all claims by any such issuer of such Additional Bond in connection with a Reclamation Bond and the related Transfer have been completed. Until any such time as the Seller’s Security has been completely and unconditionally released in connection with a Reclamation Bond and the related Transfer have been completed, Purchaser shall not effect any amendments forfeiture or modifications or any other changes to the Permits related to such Transfer, the Contracts related thereto or any obligations to which such Reclamation Bond relates, or to otherwise take any action, in each case that increases, extends or accelerates the liability of the Seller or Seller’s Security under such Reclamation Bond, without the Seller’s prior written consent. The Purchaser shall reimburse the Seller on a monthly basis for all costs and expenses incurred by the Seller or the Affiliates of the Seller with respect to all Seller’s Security and Reclamation Bonds that remain outstanding following the Closing Date to the extent such costs and expenses accrue on or after the Closing Datedrawing.

Reclamation Bonds. (a) The Purchaser shall, at its sole cost, provide all bonds, bond riders, transfers of existing bonds or other security necessary for the filing of any Transfer Application or for the completion of any Transfer; and (b) From and after the Closing, Purchaser shall use its reasonable commercial efforts to obtain promptly the full and unconditional release of the Seller Principal Member from any liability to the issuing surety associated with the issuance of any Reclamation Bond and/or the Transfer transfer of each Reclamation Bond from the Seller Principal Member to Purchaser set forth on Schedule 6.9, including the following: (i) furnishing a letter of credit or other security (“Substitute Security”) to replace and cause the release of any letter of credit or other security provided by the Seller Principal Member (“Seller’s Security”) to secure each Reclamation Bond; and/or (ii) obtaining and posting with the relevant Governmental Authority new bonds necessary to fully obtain the Permits and the replacement and release of Seller’s Security (“Substitute Bonds”). In no event shall the Substitute Security and/or Substitute Bond be supplied, and the Seller’s Security be released, more than fifteen (15) Business Days after the Closing Date; provided, that such period may be extended only for so long as the sole impediment to the Purchaser providing the Substitute Security and/or Substitute Bond and obtaining the release of Seller’s Security is a delay by the surety in accepting the Substitute Security and/or Substitute Bond. (c) The Seller Principal Member shall maintain each Seller’s Security until such time as the Seller’s Security has been completely and unconditionally released in connection with a Reclamation Bond and the related Transfer have been completed. Until such time as the Seller’s Security has been completely and unconditionally released in connection with a Reclamation Bond and the related Transfer have been completed, Purchaser shall not effect any amendments or modifications or any other changes to the Permits related to such Transfer, the Contracts related thereto or any obligations to which such Reclamation Bond relates, or to otherwise take any action, in each case that increases, extends or accelerates the liability of the Seller Principal Member or Seller’s Security under such Reclamation Bond, without the SellerPrincipal Member’s prior written consent. The Purchaser shall reimburse the Seller Principal Member on a monthly basis for all costs and expenses incurred by the Seller Principal Member or the Affiliates of the Seller Principal Member with respect to all Seller’s Security and Reclamation Bonds that remain outstanding following the Closing Date to the extent such costs and expenses accrue on or after the Closing Date.