HAS GOOD AND VALID TITLE TO ALL OF THEIR
OTHER RESPECTIVE ASSETS, IN THE CASE OF BOTH THE FOREGOING ITEMS (I) AND (II) OF
THIS SENTENCE, FREE AND CLEAR OF ALL SECURITY AND ENCUMBRANCES EXCEPT PERMITTED
SECURITY, AND SUBJECT TO THE TERMS AND CONDITIONS OF THE APPLICABLE LEASES AND
SUBJECT TO THE TERMS OF THE STANWELL ARRANGEMENTS; PROVIDED, HOWEVER, AN OBLIGOR
OR A SUBSIDIARY OF AN OBLIGOR SHALL NOT BE IN BREACH OF THE FOREGOING IN THE
EVENT THAT (X) IT FAILS TO OWN A VALID LEASEHOLD INTEREST WHICH, EITHER
CONSIDERED ALONE OR TOGETHER WITH ALL OTHER SUCH VALID LEASEHOLDS WHICH IT FAILS
TO OWN, IS NOT MATERIAL TO THE CONTINUED OPERATIONS OF SUCH OBLIGOR OR
SUBSIDIARY OF SUCH OBLIGOR OR (Y) SUCH OBLIGOR'S OR SUCH SUBSIDIARY'S INTEREST
IN A LEASEHOLD IS LESS THAN FULLY MARKETABLE BECAUSE THE CONSENT OF THE LESSOR
TO FUTURE ASSIGNMENTS HAS NOT BEEN OBTAINED.
21.41
SURETY BONDS
ALL SURETY, RECLAMATION AND SIMILAR BONDS REQUIRED TO BE MAINTAINED BY PARENT OR
ANY OF ITS SUBSIDIARIES UNDER ANY ENVIRONMENTAL HEALTH AND SAFETY LAWS,
RECLAMATION LAWS, MINING LAWS OR ANY PROVISIONS OF ANY SECURITY ISSUED BY SUCH
PERSON OR OF ANY AGREEMENT, INSTRUMENT OR OTHER UNDERTAKING TO WHICH SUCH PERSON
IS A PARTY OR BY WHICH IT OR ANY OF ITS PROPERTY IS BOUND (I) ARE IN FULL FORCE
AND EFFECT EXCEPT FOR ANY FAILURE WHICH INDIVIDUALLY OR WHEN TAKEN TOGETHER WITH
ALL FAILURES UNDER ALL SUCH BONDS WOULD NOT REASONABLY BE EXPECTED TO RESULT IN
A MATERIAL ADVERSE EFFECT, AND (II) WERE NOT AND WILL NOT BE TERMINATED,
SUSPENDED, REVOKED OR OTHERWISE ADVERSELY AFFECTED BY VIRTUE OF THE CONSUMMATION
OF THE FINANCING (INCLUDING ALL LOANS MADE AFTER THE FACILITY INITIATION DATE)
CONTEMPLATED BY THIS AGREEMENT, PROVIDED THAT CERTAIN OF SUCH BONDS MAY BE
TERMINATED, SUSPENDED OR REVOKED SO LONG AS, TAKEN TOGETHER, SUCH EVENTS COULD
NOT REASONABLY BE EXPECTED TO RESULT IN A MATERIAL ADVERSE EFFECT. ALL REQUIRED
GUARANTIES OF, AND LETTERS OF CREDIT WITH RESPECT TO, SUCH SURETY, RECLAMATION
AND SIMILAR BONDS ARE IN FULL FORCE AND EFFECT EXCEPT WHERE SUCH FAILURE TO BE
IN FULL FORCE AND EFFECT COULD NOT REASONABLY BE EXPECTED TO RESULT IN A
MATERIAL ADVERSE EFFECT.
21.42
MINE SITES
EXCEPT AS LISTED IN SCHEDULE 10 (REAL PROPERTY),
NO MINING TENEMENT OR INTEREST
IN REAL PROPERTY IS NECESSARY TO ENABLE THE MINING OF THE BUCHANAN MINE, THE
GREENBRIER MINE, THE LOGAN MINE OR THE CURRAGH MINE AND, SUBJECT TO CLAUSE 4.5
(CONDITIONS PRECEDENT - OTHER), EACH SUCH TENEMENT OR INTEREST IS SUBJECT TO A
MINING TENEMENT SECURITY.
113
21.43
SURFACE FACILITIES
ALL SURFACE FACILITIES ARE LOCATED ON THE SURFACE OF REAL PROPERTY THAT IS OWNED
(AND NOT LEASED) BY AN OBLIGOR AND IS SUBJECT TO A PERFECTED MINING TENEMENT
SECURITY, WITH THE FOLLOWING EXCEPTIONS:
(A)
ALL OF THE SURFACE FACILITIES SERVICING THE LOGAN MINE ARE ON LEASED
LAND; AND
(B)
SOME SMALL PART OF THE SURFACE FACILITIES SERVICING THE BUCHANAN MINE ARE
ON LEASED LAND
but in the case of both