CONFIDENTIAL TREATMENT
INTERNATIONAL COAL GROUP, INC. HAS REQUESTED THAT THE
MARKED PORTIONS OF THIS DOCUMENT BE ACCORDED
CONFIDENTIAL TREATMENT PURSUANT TO RULE 24b-2 OF THE
SECURITIES EXCHANGE ACT OF 1934
Exhibit 10.34
PENN VIRGINIA OPERATING CO., LLC
TO
GREYMONT MINING CORP.
PREPARED: JULY 7, 2005
LESSOR: PENN VIRGINIA OPERATING CO., LLC
LESSEE: GREYMONT MINING CORP.
DATE OF LEASE: JULY 7, 2005
TABLE OF CONTENTS TO LEASE:
Page ARTICLE (1):
LEASED PREMISES
2 ARTICLE (2):
LESSEE'S
RIGHTS
2 ARTICLE (3):
NO WARRANTY
5 ARTICLE (4):
LESSOR'S RIGHTS
5 ARTICLE (5):
LANDLORD-TENANT RELATIONSHIP
6 ARTICLE (6):
TERM OF
LEASE
7 ARTICLE (7):
ESSENTIAL RELIANCE
7 ARTICLE (8):
MINIMUM
RENTAL
8 ARTICLE (9):
TONNAGE ROYALTY
9 ARTICLE (10):
MINING
OPERATIONS
13 ARTICLE (11):
SURVEYS, MAPS AND PERMITS
17 ARTICLE (12):
TAXES
20 ARTICLE (13):
ENGINEERING AUDIT
21 ARTICLE (14):
DAMAGES
21 ARTICLE (15):
PUBLIC LIABILITY AND INSURANCE
22 ARTICLE (16):
NOTICES
23 ARTICLE (17):
REMEDIES, DEFAULT, FORFEITURE
24 ARTICLE (18):
NO ASSIGNMENT, TRANSFERS AND ENCUMBRANCES
26 ARTICLE (19):
MODIFICATION
AND ALTERATION
27 ARTICLE (20):
WAIVER
28 ARTICLE (21):
POSSESSION
28 ARTICLE (22):
COMPLIANCE WITH LAWS
28 ARTICLE (23):
ENVIRONMENTAL
OBLIGATIONS
28 ARTICLE (24):
REMOVAL OF EQUIPMENT
29 ARTICLE (25):
DISPUTE SETTLEMENT AND ARBITRATION
29 ARTICLE (26):
INDEMNIFICATION
31
ARTICLE (27):
PERFORMANCE BOND, PERFORMANCE ESCROW ACCOUNT
32 ARTICLE
(28):
MISCELLANEOUS
35
- 1 -
CONFIDENTIAL MATERIAL HAS BEEN OMITTED AND
FILED SEPARATELY WITH THE SECURITIES AND
EXCHANGE COMMISSION. BOXES AND ASTERISKS
DENOTE SUCH OMISSION.
LEASE AND SUBLEASE AGREEMENT
THIS LEASE AND SUBLEASE AGREEMENT (this "Lease") made and entered into this 7th
day of July, 2005 by and by and between PENN VIRGINIA OPERATING CO., LLC, a
Delaware limited liability company, hereinafter called Lessor, and GREYMONT
MINING CORP., a Kentucky corporation, hereinafter called Lessee.
ARTICLE (1): LEASED AND SUBLEASED PREMISES
That for and in consideration of the sum of [
*
], cash in
hand paid by Lessee unto Lessor, the receipt of which is hereby acknowledged,
and in further consideration of the minimum rentals and tonnage royalties to be
paid by Lessee to Lessor as hereinafter stipulated, and of the covenants,
provisions, stipulations and agreements hereinafter contained and on part of
Lessee to be kept, performed and observed, Lessor does hereby give, grant, and
sublease unto Lessee, under and subject to all of the exceptions, reservations,
terms and conditions hereinafter contained, for the period of time hereinafter
mentioned, the exclusive right and privilege to (i) mine and take away by the
deep mining method only coal in the [
*
] and the
[
*
] and on certain parcels of real property lying in
Knott & Floyd Counties, Kentucky and (ii) remove, process, if necessary, and
sell the refuse material from the Huff Branch refuse pile, all of which is
identified more particularly on the map (the "Lease Map") attached hereto as
Exhibit A (the "Leased Premises"). To the extent any of the Leased Premises are
held by Lessor under the leases identified on Exhibit B attached hereto (the
"Prime Leases"), the