COAL SUPPLY AGREEMENT
Amendment No. 1
EXHIBIT 10.42
COAL SUPPLY AGREEMENT
THIS AMENDMENT IS entered into, effective as of January 1, 1991, by
and between Louisville Gas and Electric Company (hereinafter referred to
as Buyer), whose address is: 820 W. Broadway, Louisville, Kentucky 40232
and Shawnee Coal Company (herein referred to as "Seller"), whose address
is: 4205 Hillsboro Road, Nashville, Tennessee 73215, and Roberts Bros.
Coal Company (herein referred to as "Seller"), whose address is: Lafoon
Trail, P.O. Box 1223, Madisonville, Kentucky 42431. In consideration of
the agreements herein contained, the parties hereto agree as follows:
1. AMENDMENTS
The Coal Supply Agreement heretofore entered into by the parties,
dated effective August 9, 1989, (hereinafter referred to as "Coal Supply
Agreement"), is hereby amended as follows:
1.1 Article 2.2 set forth to this Coal Supply Agreement is amended
to add the following:
"As of August 31, 1990, a balance of 209,473.50 tons (189,000.00
prescheduled and 20,473.50 deficiency) remained to be delivered
during the 1990 contract year at the 1990 contract base price
($0.85470/MMBTU). Seller shall use its best efforts and full
abilities to insure the delivery of the prescheduled and
deficient tonnage prior to December 31, 1990. However, in the
event the 20,473.50 tons of deficient coal is scheduled by
Buyer, and for reasons other than those which are excusable
under Section 8. FORCE MAJEURE, Seller is unable to meet the
delivery requirements of the contract as amended hereunder by
December 31, 1990, Seller shall delivery the remaining deficient
tonnage during the 1991 Contract year at the 1990 contract
price. The first tonnage delivered by Seller during the 1991
contract year shall be deemed to be the deficient tonnage and
shall be in addition to the contract tonnage requirements for
the 1991 contract year."
1.2 Article 2.3 set forth to this Coal Supply Agreement is amended
to add the following:
"Buyer shall have the option of the first right of refusal to
purchase up to an additional 500,000 tons, if available, per
year for 1991 through 1995 and for any additional renewal
extensions thereafter if exercised by Buyer. Seller shall
notify Buyer in writing whenever additional coal is available.
Buyer must notify Seller, within 30 (thirty) calendar days from
date Seller offers the additional tonnage, of its interest in
exercising this option. After Buyer's notification of interest,
Buyer and Seller shall negotiate in good faith for 30 days to
reach a mutual agreement for the supply of such tonnage. If
Buyer rejects Seller's offer, or the parties are otherwise
unable to reach agreement on price, quality, or other terms and
conditions within the periods indicated above (60 calendar days
from the date of Seller's of first notice), Seller shall have
the right to place the coal on the market for purchase by other
buyers at the price, quality and other terms and conditions
Seller may deemed favorable."
1.3 The Coal Supply Agreement is amended to add the following:
"Section 18 CONFIDENTIAL INFORMATION. Specifications, annual
quantities, pricing and other information obtained by Seller
from Buyer in connection with this Coal Supply Agreement shall
be held in confidence by Seller and shall not be used by Seller
for any purpose other than for the supply of coal or as
authorized in writing by Buyer."
2. PRICING SUMMARY
2.1 The Base Price set forth in the Coal Supply Agreement is hereby
changed as follows to Seller for full and complete performance
by Seller of this Amendment in full compliance with all terms
and conditions of the Coal Supply Agreement:
2.1.1 Original Base Net Adjustment New Total
Price F.O.B. Pursuant to This Base Price Effective
Year Rail Amendment F.O.B. Rail Date
---- ------------- ---------------- ----------- ---------
1990 $0.85470 $___________ $0.85470 January 1, 1990
COAL SUPPLY AGREEMENT
Amendment No. 1
1991 $0.89085 $0.01282 $0.90367 January 1, 1991
1992 $0.92410 $0.01282 $0.93692 January 1, 1992
1993 $0.96171 $0.01282 $0.97453 January 1, 1993
1994 $1.00094 $0.01282 $1.01376 January 1, 1994
1995 $1.04017 $0.01282 $1.05299 January 1, 1995
<FN>
*All Prices in $/MMBTU
3. STATUS OF COAL SUPPLY AGREEMENT
As amended herein, the Coal Supply Agreement shall continue in full
force and effect.
IN WITNESS WHEREOF, the parties hereto have executed this Amendment
on the day and year below written, but effective as of the day and year
first set forth above.
Shawnee Coal Company Louisville Gas and Electric Company
By: ___________________________ By:_________________________________
Title: __________________________ Title:______________________________
Date: ___________ Date: _____________
Roberts Bros. Coal Co., Inc.
By: ___________________________
Title: __________________________
Date: ___________
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