FOURTH AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OFAlliance Resource Partners Lp • July 28th, 2017 • Bituminous coal & lignite surface mining • Delaware
THIS FOURTH AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF ALLIANCE RESOURCE PARTNERS, L.P. dated and effective as of July 28, 2017, is entered into by and among Alliance Resource Management GP, LLC, a Delaware limited liability company (“MGP”), as the General Partner and as lawful agent and attorney-in-fact for the Limited Partners, together with any other Persons who become Partners in the Partnership or parties hereto as provided herein. In consideration of the covenants, conditions and agreements contained herein, the parties hereto hereby agree as follows:
CONTRIBUTION AGREEMENT by and among Alliance Resource Partners, L.P.,Contribution Agreement • July 28th, 2017 • Alliance Resource Partners Lp • Bituminous coal & lignite surface mining • Delaware
THIS CONTRIBUTION AGREEMENT (this “Agreement”) dated as of July 28, 2017 (the “Closing Date”), is entered into by and among Alliance Resource Partners, L.P., a Delaware limited partnership (the “Partnership”), Alliance Resource Management GP, LLC, a Delaware limited liability company (“ARLP Managing GP”), Alliance Resource GP, LLC, a Delaware limited liability company (“ARLP Special GP” and together with ARLP Managing GP, the “General Partners”), ARM GP Holdings, Inc., a Delaware corporation (“ARMH, Inc.”), MGP II, LLC, a Delaware limited liability company (“MGP II”), and Alliance Holdings GP, L.P., a Delaware limited partnership (“AHGP”). Unless otherwise defined herein, defined terms shall have the meaning ascribed to such terms in Article I of this Agreement.
AMENDED AND RESTATED OPERATING AGREEMENT OF MGP II, LLCOperating Agreement • July 28th, 2017 • Alliance Resource Partners Lp • Bituminous coal & lignite surface mining • Delaware
This Amended and Restated Operating Agreement (this “Agreement”) of MGP II, LLC, a Delaware limited liability company (the “Company”) is entered into and executed by Alliance Holdings GP, L.P., a Delaware limited partnership (“AHGP”) and ARM GP Holdings, Inc., a Delaware corporation (“ARMH” and together with AHGP, each a “Member” and collectively, the “Members”), as of July 28, 2017.
AMENDMENT NO. 1 TO THIRD AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF ALLIANCE RESOURCE PARTNERS, L.P.Alliance Resource Partners Lp • July 28th, 2017 • Bituminous coal & lignite surface mining • Delaware
This Amendment No. 1 (this “Amendment No. 1”) to the Third Amended and Restated Agreement of Limited Partnership (as amended, the “Partnership Agreement”) of Alliance Resource Partners, L.P. (the “Partnership”) is hereby adopted by Alliance Resource Management GP, LLC, a Delaware limited liability company (the “General Partner”), as managing general partner of the Partnership. Capitalized terms used but not defined herein are used as defined in the Partnership Agreement.
