Exhibit 10.1
AMENDMENT
OF
LETTER OF CREDIT FACILITY
AGREEMENT
Effective October 2,
2008
This document shall
serve as an amendment of that Letter of Credit Facility Agreement
dated as of the 2 nd day of October, 2001, by and
between Bank of the Lakes, N.A. (“Lender”), and
Alliance Resource Partners, L.P ., a Delaware Limited
Partnership (“Borrower”) and shall be effective with
respect to all Letters of Credit that have been issued pursuant
thereto and remain outstanding.
RECITALS
FOR GOOD AND VALUABLE CONSIDERATION,
LENDER AND BORROWER hereby agree as follows, to-wit:
a. Paragraph 1.29 “Letter
of Credit fee”. This paragraph shall be amended to reduce
the Letter of Credit fee for any Letter of Credit issued hereunder
from .95% per annum to .75% per annum.
b. Paragraph 6.11. Debt is
amended to read as follows, to-wit: An event of default occurs
under (a) the Letter of Credit Facility Agreement entered into
by the Borrower with Fifth Third Bank as of August 30, 2001,
as the same may be amended, modified or supplemented from time to
time in accordance with the terms thereof, in the amount of
$26,000,000.00, or (b) any other indenture, loan agreement,
promissory note or other instrument of indebtedness, in the
principal amount of $10,000,000.00 or more, to which Borrower or
Guarantor is a party and which, in the case of clause (a) or
(b), is not cured within any applicable cure period permitted
thereunder.
c. Paragraph 8.1. Notices ,
is amended to provide the following notice requirements:
To Borrower:
ALLIANCE RESOURCE PARTNERS,
L.P.
c/o Alliance Resource Management GP,
LLC
1717 South Boulder Avenue, Suite
400
Tulsa, Oklahoma 74119
Attn: Cary Marshall, Vice-President,
Corporate Finance and Treasurer
Telefax: (918)295-7357
with a copy to:
ALLIANCE RESOURCE PARTNERS,
L.P.
c/o Alliance Resource Management GP,
LLC
1717 South Boulder Avenue, Suite
400
Tulsa, Oklahoma 74119
Attn: Brian L. Cantrell, Senior Vice
President and Chief Financial Officer
Telefax: (918)295-7361
And to:
Steven C., Schnitzer,
Esq.
Katten Muchin Rosenman,
LLP
2900 K Street, NW
Suite 200
Washington, DC 20007-5118
Telefax: (202)339-8293
To Lender:
BANK OF THE LAKES, NATIONAL
ASSOCIATION
12401 E. 86
th
Street
North
Owasso, Oklahoma 74055
Attn: C. M. Gibson,
