Common use of USE AND MAINTENANCE Clause in Contracts

USE AND MAINTENANCE. In addition to the requirements of Section 6 of this Lease, and without limiting the generality of subsection (a) of Section 4 of this Lease, Lessee agrees to comply strictly and in all respects with all Applicable Laws (including all Environmental Laws) pertaining to the Equipment or related property (without regard to which person such Applicable Laws shall, by their terms, be nominally imposed), unless Lessee shall be contesting the validity thereof in good faith and by appropriate proceedings, but only so long as Lessee's failure to so comply during the existence of such proceedings shall not (i) involve any material risk of the sale, forfeiture or loss of such Equipment, or any part thereof or interest therein, (ii) result in, or involve any substantial probability of resulting in, the creation of any Lien (other than a Permitted Lien) on or with respect to such Equipment, or any part thereof or interest therein, and (iii) involve the risk of the imposition of civil or criminal fines or penalties on Lessor, Lessee, or generally to the operators or holders of title to or other interests in the Equipment. Lessee will maintain all records, logs and other materials required by any Governmental Authority having jurisdiction to be maintained in respect of any Equipment, without regard to which person any such requirements shall, by their terms, be nominally imposed. Lessee will procure and pay for all Permits, franchises, inspections and licenses necessary or appropriate in connection with any Equipment and any repair, restoration, replacement, renewal, addition or improvement thereof and thereto that may be required pursuant to the first sentence of this paragraph. Lessee shall promptly forward to Lessor copies of all orders, notices, Permits, applications or other communications and reports in connection with any discharge or the presence of any Hazardous Substances or any other matters relating to the Environmental Laws or similar Applicable Laws, as they may affect Lessee, the Equipment or Lessor's or Lessee's right, title, or interest therein. Promptly upon the written request of Lessor, from time to time, Lessee shall provide Lessor with environmental site assessments or environmental audit reports prepared by an environmental engineering firm acceptable to Lessor, to assess with a reasonable degree of certainty the presence or absence of any Hazardous Substances and the potential cost in connection with any Remedial Action pertaining to the Equipment or related property.

USE AND MAINTENANCE. In addition to the requirements of Section 6 of this Lease, and without limiting the generality of subsection (a) of Section 4 of this Lease, Lessee agrees to comply strictly and in all respects with all Applicable Laws (including all Environmental Laws) pertaining to the Equipment or related property (without regard to which person such Applicable Laws shall, by their terms, be nominally imposed), unless Lessee shall be contesting the validity thereof in good faith and by appropriate proceedings, but only so long as Lessee's failure to so comply during the existence of such proceedings shall not (i) involve any material risk of the sale, forfeiture or loss of such Equipment, or any part thereof or interest therein, (ii) result in, or involve any substantial probability of resulting in, the creation of any Lien (other than a Permitted Lien) on or with respect to such Equipment, or any part thereof or interest therein, and (iii) involve the risk of the imposition of civil or criminal fines or penalties on Lessor, Lessee, or generally to the operators or holders of title to or other interests in the Equipment. , Lessee will maintain all records, logs and other materials required by any Governmental Authority having jurisdiction to be maintained in respect of any Equipment, without regard to which person any such requirements shall, by their terms, be nominally imposed. Lessee will procure and pay for all Permits, franchises, inspections and licenses necessary or appropriate in connection with any Equipment and any repair, restoration, replacement, replacement,- renewal, addition or improvement thereof and thereto that may be required pursuant to the first sentence of this paragraph. Lessee shall promptly forward to Lessor copies of all orders, notices, Permits, applications or other communications and reports in connection with any discharge or the presence of any Hazardous Substances or any other matters relating to the Environmental Laws or similar Applicable Laws, as they may affect Lessee, the Equipment or Lessor's or Lessee's right, title, or interest therein. Promptly upon the written request of Lessor, from time to time, Lessee shall provide Lessor with environmental site assessments or environmental audit reports prepared by an environmental engineering firm acceptable to Lessor, to assess with a reasonable degree of certainty the presence or absence of any Hazardous Substances and the potential cost in connection with any Remedial Action pertaining to the Equipment or related propertypropertv.

USE AND MAINTENANCE. In addition to (a) Lessee shall: (1) use the Equipment solely in the Continental United States and in the conduct of its business, for the purpose for which the Equipment was designed, in a careful and proper manner, and shall not permanently discontinue use of the Equipment; (2) operate, maintain, service and repair the Equipment, and maintain all records and other materials relating thereto, (i) in accordance and consistent with (A) the Supplier's recommendations and all maintenance and operating manuals or service agreements, whenever furnished or entered into, including any subsequent amendments or replacements thereof, issued by the Supplier or service provider, (B) the requirements of Section 6 all applicable insurance policies, (C) the Supply Contract, so as to preserve all of this LeaseLessee's and Lessor's rights thereunder, including all rights to any warranties, indemnities or other rights or remedies, (D) all applicable laws, and (E) the prudent practice of other similar companies in the same business as Lessee, but in any event, to no lesser standard than that employed by Lessee for comparable equipment owned or leased by it; (ii) without limiting the generality of subsection (a) of Section 4 of this Leaseforegoing, Lessee agrees so as to comply strictly cause the Equipment to be in good repair and operating condition and in all respects with all Applicable Laws (including all Environmental Laws) pertaining at least the same condition as when delivered to the Equipment or related property (without regard to which person such Applicable Laws shallLessee hereunder, by their terms, be nominally imposed), unless Lessee shall be contesting the validity thereof in good faith except for ordinary wear and by appropriate proceedings, but only so long as tear resulting despite Lessee's failure to so comply during full compliance with the existence of such proceedings shall not (i) involve any material risk of the sale, forfeiture or loss of such Equipment, or any part thereof or interest therein, (ii) result in, or involve any substantial probability of resulting in, the creation of any Lien (other than a Permitted Lien) on or with respect to such Equipment, or any part thereof or interest therein, terms hereof; and (iii) involve shall not discriminate against the risk Equipment with respect to scheduling of maintenance, parts or service; (3) provide written notice to Lessor not less than thirty (30) days after any change of the imposition location of civil any Equipment (or criminal fines or penalties on Lessor, Lessee, or generally to the operators or holders location of title to or other interests in the Equipment. Lessee will maintain all records, logs and other materials required by any Governmental Authority having jurisdiction to be maintained in respect principal garage of any Equipment, to the extent that such Equipment is mobile equipment) as specified in the Equipment Schedule; and (4) not attach or incorporate the Equipment to or in any other item of equipment in such a manner that the Equipment may be deemed to have become an accession to or a part of such other item of equipment without regard to the prior written consent of Lessor (which person consent shall not be unreasonably withheld). (b) Within a reasonable time, Lessee will replace any such requirements shallparts of the Equipment which become worn out, lost, destroyed, damaged beyond repair or otherwise permanently rendered unfit for use, by their termsnew or reconditioned replacement parts which are free and clear of all liens, encumbrances or rights of others and have a value, utility and remaining useful life at least equal to the parts replaced. Any modification or addition to the Equipment which is required by law shall be nominally imposedmade by Lessee, at its expense. Lessee will procure Title to all parts, improvements and pay for all Permitsadditions to the Equipment immediately shall vest in Lessor, franchiseswithout cost or expense to Lessor or any further action by any other person, inspections and licenses necessary or appropriate such parts, improvements and additions shall be deemed incorporated in connection with any the Equipment and any repair, restoration, replacement, renewal, addition or improvement thereof and thereto that may be required pursuant subject to the first sentence terms of this paragraphLease as if originally leased hereunder, if such parts are required by law or are otherwise essential to the operation of the Equipment or cannot be detached from the Equipment without materially interfering with the operation of the Equipment or adversely affecting the value, utility and remaining useful life which the Equipment would have had without the addition thereof. Lessee shall promptly forward to Lessor copies of all orders, notices, Permits, applications or other communications and reports in connection with not make any discharge or the presence of any Hazardous Substances or any other matters relating material alterations to the Environmental Laws Equipment without the prior written consent of Lessor except those alterations which are clearly prudent and reasonable in accordance with industry practice or similar Applicable Lawsmanufacturer or advisor recommendations and so long as such alterations do not adversely affect the value, as they may affect Lessee, utility or remaining useful life of the Equipment or Lessor's or Lessee's right, title, or interest thereinEquipment. Promptly upon the written request of Lessor, from time to time(c) Upon forty-eight (48) hours' notice, Lessee shall provide afford Lessor with environmental site assessments access to the premises where the Equipment is located for the purpose of inspecting such Equipment and all applicable maintenance or environmental audit reports prepared by an environmental engineering firm acceptable to Lessorother records at any reasonable time during normal business hours; provided, to assess with however, if a reasonable degree Default or Event of certainty the presence or absence Default shall have occurred and then be continuing, no notice of any Hazardous Substances and the potential cost in connection with inspection by Lessor shall be required. If any Remedial Action pertaining discrepancies are found as they pertain to the Equipment or related propertygeneral condition of the Equipment, Lessor will communicate these discrepancies to Lessee in writing. Lessee shall then have ten (10) days to commence good faith efforts to rectify these discrepancies at its sole expense; provided, however, that Lessee shall in no event have more than sixty (60) days after receiving notice from Lessor to cure such discrepancies. Lessee shall pay all expenses of a re-inspection by Lessor's appointed representative, if corrective measures were required.

USE AND MAINTENANCE. In addition to the requirements of Section 6 of this Lease, and without limiting the generality of subsection (a) of Section 4 of this LeaseLessee shall (1) except as otherwise disclosed on the date hereof in Schedule 1-1, Lessee agrees to comply strictly use the Equipment solely in the continental United States and in all respects with all Applicable Laws (including all Environmental Laws) pertaining to the conduct of it business, for the purpose for which the Equipment or related property (without regard to which person such Applicable Laws shallwas designed, by their termsin a careful and proper manner, be nominally imposed), unless Lessee shall be contesting the validity thereof in good faith and by appropriate proceedings, but only so long as Lessee's failure to so comply during the existence of such proceedings shall not permanently discontinue use of the Equipment; (2) operate, maintain, service and repair the Equipment, and maintain all records and other materials relating thereto, (A) in accordance and consistent with (i) involve the applicable Supplier’s recommendations and all maintenance and operating manuals or service agreements, whenever furnished or entered into, including any material risk of the salesubsequent amendments or replacements thereof, forfeiture issued by any Supplier or loss of such Equipment, or any part thereof or interest thereinservice provider, (ii) result inthe requirements of all applicable insurance policies, (iii) the Supply Contract, so as to preserve all of Lessee’s and Lessor’s rights thereunder, including all rights to any warranties, indemnities or involve any substantial probability of resulting in, the creation of any Lien (other than a Permitted Lien) on rights or with respect to such Equipment, or any part thereof or interest thereinremedies, and (iiiiv) involve all applicable laws; and (B) without limiting the risk foregoing, so as to cause the Equipment to be in good repair and operating condition and in at least the same condition as when delivered to Lessee hereunder, except for ordinary wear and tear resulting despite Lessee’s full compliance with the terms hereof; (3) provide written notice to Lessor not less than thirty (30) days after any change of the imposition location of civil any Equipment (or criminal fines or penalties on Lessor, Lessee, or generally to the operators or holders location of title to or other interests in the Equipment. Lessee will maintain all records, logs and other materials required by any Governmental Authority having jurisdiction to be maintained in respect principal garage of any Equipment, without regard to which person the extent that such Equipment is mobile equipment) as specified in the Schedule; and (4) not attach or incorporate the Equipment to or in any other property in such requirements shall, by their terms, be nominally imposed. Lessee will procure and pay for all Permits, franchises, inspections and licenses necessary or appropriate in connection with any a manner that the Equipment and any repair, restoration, replacement, renewal, addition or improvement thereof and thereto that may be required pursuant deemed to the first sentence have become an accession to or a part of this paragraph. Lessee shall promptly forward to Lessor copies of all orders, notices, Permits, applications or such other communications and reports in connection with any discharge or the presence of property; (5) not allow any Hazardous Substances Material (as hereafter defined) to be used, generated, released, stored, disposed of or any other matters relating to transported in, on or around the Environmental Laws or similar Applicable Laws, as they may affect Lessee, the Equipment or Lessor's or Lessee's right, title, or interest thereinEquipment. Promptly upon the written request of Lessor, from time to (b) Within a reasonable time, Lessee shall provide Lessor with environmental site assessments will replace any parts of the Equipment which become worn out, lost, destroyed, or environmental audit reports prepared damaged beyond repair or otherwise unfit for use, by an environmental engineering firm acceptable new or reconditioned replacement parts which are free and clear of all Liens and have a value, utility and remaining useful life at least equal to Lessor, to assess with a reasonable degree of certainty the presence parts replace d (assuming that they were in the condition required by this Lease). Any modification or absence of any Hazardous Substances and the potential cost in connection with any Remedial Action pertaining addition to the Equipment or related property.that is required by this Lease shall be made by Lessee. Title to all such parts, modifications and additions to the Equipment

USE AND MAINTENANCE. In addition to the requirements of Section 6 of this Lease, and without limiting the generality of subsection (a) of Section 4 of this LeaseLessee shall (1) use the Equipment solely at Mine #1 in Mcleansboro, Lessee agrees to comply strictly Illinois (or such other location as shall have been previously approved by Lessor in writing) and in all respects with all Applicable Laws (including all Environmental Laws) pertaining to the conduct of its business, for the purpose for which the Equipment or related property (without regard to which person such Applicable Laws shallwas designed, by their termsin a careful and proper manner, be nominally imposed), unless Lessee shall be contesting the validity thereof in good faith and by appropriate proceedings, but only so long as Lessee's failure to so comply during the existence of such proceedings shall not permanently discontinue use of the Equipment; (2) operate, maintain, service and repair the Equipment, and maintain all records and other materials relating thereto, (A) in accordance and consistent with (i) involve the Supplier’s recommendations and all maintenance and operating manuals or service agreements, whenever furnished or entered into, including any material risk of subsequent amendments or replacements thereof, issued by the sale, forfeiture Supplier or loss of such Equipment, or any part thereof or interest thereinservice provider, (ii) result inthe requirements of all applicable insurance policies, (iii) the Purchase Agreement, so as to preserve all of Lessee’s and Lessor’s rights thereunder, including all rights to any warranties, indemnities or involve any substantial probability of resulting inother rights or remedies, the creation of any Lien (other than a Permitted Lieniv) on or with respect to such Equipment, or any part thereof or interest thereinall applicable laws, and (iiiv) involve the risk prudent practice of other similar companies in the same business as Lessee, but in any event, to no lesser standard than that employed by Lessee for comparable equipment owned or leased by it; and (B) without limiting the foregoing, so as to cause the Equipment to be in good repair and operating condition and in at least the same condition as when delivered to Lessee hereunder, except for ordinary wear and tear resulting despite Lessee’s full compliance with the terms hereof; (3) provide written notice to Lessor not less than thirty (30) days after any change of the imposition location of civil any Equipment (or criminal fines or penalties on Lessor, Lessee, or generally to the operators or holders location of title to or other interests in the Equipment. Lessee will maintain all records, logs and other materials required by any Governmental Authority having jurisdiction to be maintained in respect principal garage of any Equipment, without regard to the extent that such Equipment is mobile equipment) as specified in the Schedule (for the avoidance of doubt, the Lessee shall not move the Equipment to any location other than the location or locations permitted pursuant to clause (a)(1) of this Section 7); and (4) not attach or incorporate the Equipment to or in any other property in such a manner that the Equipment may be deemed to have become an accession to or a part of such other property. (b) Within a reasonable time, Lessee will replace any parts of the Equipment which person any such requirements shallbecome worn out, lost, destroyed, damaged beyond repair or otherwise unfit for use, by their termsnew or reconditioned replacement parts which are free and clear of all Liens and have a value, utility and remaining useful life at least equal to the parts replaced (assuming that they were in the condition required by this Lease). Any modification or addition to the Equipment that is required by this Lease shall be nominally imposedmade by Lessee. Lessee will procure An interest in all such parts, modifications and pay additions to the Equipment immediately shall vest in Lessor, without any further action by Lessor or any other person, and they shall be deemed incorporated in the Equipment for all Permitspurposes of the related Schedule. Unless replaced in accordance with this Section, franchisesLessee shall not remove any parts originally or from time to time attached to the Equipment, inspections if such parts are essential to the operation of the Equipment, are required by any other provision of this Lease or cannot be detached from the Equipment without materially interfering with the operation of the Equipment or adversely affecting the value, utility and licenses necessary or appropriate remaining useful life which the Equipment would have had without the addition of such parts. Except as permitted in connection with this Section, Lessee shall not make any material alterations to the Equipment. (c) Upon forty-eight (48) hours’ notice, Lessee shall afford Lessor and/or its designated representatives access to the premises where the Equipment is located for the purpose of inspecting such Equipment and all applicable maintenance or other records relating thereto at any repairreasonable time during normal business hours; provided, restorationhowever, replacementif a Default or Event of Default shall have occurred and then be continuing, renewal, addition or improvement thereof and thereto that may no notice of any inspection by Lessor shall be required pursuant required. If any discrepancies are found as they pertain to the first sentence general condition of this paragraphthe Equipment, Lessor will communicate these discrepancies to Lessee in writing. Lessee shall promptly forward then have thirty (30) days to Lessor copies of all orders, notices, Permits, applications or other communications and reports in connection with any discharge or the presence of any Hazardous Substances or any other matters relating to the Environmental Laws or similar Applicable Laws, as they may affect Lessee, the Equipment or Lessor's or Lessee's right, title, or interest thereinrectify these discrepancies at its sole expense. Promptly upon the written request of Lessor, from time to time, Lessee shall provide Lessor with environmental site assessments or environmental audit reports prepared pay all expenses of a re-inspection by an environmental engineering firm acceptable to Lessor’s appointed representative, to assess with a reasonable degree of certainty the presence or absence of any Hazardous Substances and the potential cost in connection with any Remedial Action pertaining to the Equipment or related propertyif corrective measures were required.