“Subordinated Debt Documents” means all documents and instruments relating to the Subordinated Debt and all amendments and modifications thereof approved by Agent.

Modifications to Subordinated Debt Documents. Until the Senior Debt has been Paid in Full, and notwithstanding anything to the contrary contained in the Subordinated Debt Documents, Subordinated Creditor shall not, without the prior written consent of Senior Lender, agree to any amendment, modification or supplement to the Subordinated Debt Documents the effect of which is to # increase the Installment Sale Credit Amount or rate of interest on any of the Subordinated Debt, other than the imposition and accrual, but not payment in cash, of a default rate of interest of no more than fifteen percent (15%) of any amounts owed, including interest, charges and fees, according to the Subordinated Debt Documents (as in effect on the date hereof), # accelerate the amortization of any portion of the Subordinated Debt from the amortization currently set forth in the Subordinated Loan Agreement as in effect on the date hereof, # decrease the Installment Sale Period applicable to any contemporaneous Installment Sale to less than six (6) months, # add or make more restrictive any default, event of default or any covenant with respect to the Subordinated Debt or make any change to any default or any covenant which would have the effect of making such default or covenant more restrictive than currently set forth in the Installment Sale Agreement; provided, that if the Senior Documents are amended or otherwise modified to provide for additional covenants or events of default or to make more restrictive any existing covenants or events of default applicable to the Obligors, then Subordinated Creditor may, without the prior written consent of Senior Lender, amend the Subordinated Debt Documents to provide for such additional covenants or events of default or such more restrictive covenants or events of default, as the case may be, so long as, in each such case, any applicable cushion is maintained (determined on a percentage basis based on the relevant levels under the Senior Documents and the Subordinated Debt Documents on the date hereof), # change any redemption, put or prepayment provisions of the Subordinated Debt, # alter the subordination provisions with respect to the Subordinated Debt, including, without limitation, subordinating the Subordinated Debt to any other indebtedness, # take or perfect any liens or security interests in any assets of any Obligor or any other obligor on the Subordinated Debt or any other Person unless Senior Lender, on behalf of itself and the other Senior Secured Parties, also has a lien and security interest on such assets, # cause any Person to be obligated, whether primarily, secondarily or otherwise, on the Subordinated Debt other than the Obligors, unless such Person also becomes so obligated on the Senior Debt, # subordinate the Subordinated Debt to any other indebtedness except as provided herein, or # change or amend any other term of the Installment Sale Agreement if such change or amendment would # result in a Default or Event of Default under the Senior Credit Agreement or any other Senior Document, # increase the obligation of any Obligor, or # confer additional material rights on Subordinated Creditor or otherwise be in any manner adverse to Senior Lender, any Senior Secured Party, or any Obligor, other than, in any case, as a result of an amendment permitted under ​. In the event any purchaser at a UCC sale obtains title to the rights of Subordinated Creditor under the Subordinated Debt Documents, or such purchaser agrees to comply with the terms and conditions set forth in this [Section 10(b)] as they relate to any amendment, modification, or supplement to the Subordinated Debt Documents.

Section # Amendments to [Section 8.2.5] [Dividends and Related Distributions; Hallador Subordinated Debt Payments]. The last sentence of [Section 8.2.5] [Dividends and Related Distributions; Hallador Subordinated Debt Payments]of the Credit Agreement is hereby amended and restated in entirety as follows:

Indenture Amendment. Notwithstanding [Section 1.3], until the Company delivers written evidence to the Administrative Agent that the basket set forth in [Section 4.07(b)(15)] of the Company’s Indenture dated as of ​ (or in any corresponding provision of any indenture or other agreement refinancing or replacing such Indenture) has been increased to at least ​, or such Indenture (and any indenture or other agreement refinancing or replacing such Indenture) has been fully terminated, defeased, satisfied or discharged, the basket set forth in [Section 8.17(d)] of the Credit Agreement shall be deemed to equal ​ (or, if applicable, any lesser amount then set forth in such [Section 4.07(b)(15)] (or in any corresponding provision of such other indenture or agreement)).

Subordinated Notes. The Subordinated Notes have been duly authorized by the Company and when duly executed, issued and delivered by the Company to the ​ and paid for by the ​ in accordance with the terms of this Agreement, will constitute legal, valid and binding obligations of the Company, enforceable against the Company in accordance with their terms, except as enforcement thereof may be limited by bankruptcy, insolvency, reorganization, moratorium or other similar laws relating to or affecting creditors’ rights generally or by general equitable principles.

Subordinated Indebtedness. ​ will not, nor will it permit any Subsidiary to, make any amendment or modification to any indenture, note or other agreement evidencing or governing any subordinated Indebtedness (excluding all Intercompany Indebtedness) or Disqualified Stock of ​ or its Subsidiaries in a manner adverse to the Lenders.

The allowance, classification, and treatment of all Allowed Claims and Allowed Interests and the respective distributions and treatments under the Plan take into account and conform to the relative priority and rights of the Claims and Interests in each Class in connection with any contractual, legal, and equitable subordination rights relating thereto, whether arising under general principles of equitable subordination, section 510(b) of the Bankruptcy Code, or otherwise. Pursuant to section 510 of the Bankruptcy Code, the Reorganized Debtors reserve the right to re-classify any Allowed Claim or Allowed Interest in accordance with any contractual, legal, or equitable subordination relating thereto.

“Subordinated Debt Default” means a default in the payment of the Subordinated Debt or in the performance of any term, covenant or condition contained in the Subordinated Debt Documents or any other occurrence permitting the Subordinated Creditor to accelerate the payment of, put or cause the redemption of all or any portion of the Subordinated Debt.

the Subordinated Debt shall continue to be subordinated to the Senior Debt;

Senior Note Indenture. The aggregate amount of the Loans (including Swing Line Loans) and the Letter of Credit Accommodations outstanding at any time do not exceed the amount that would give rise to a default or event of default under the Senior Note Indenture or which would give rise to the obligation of Parent or any of its Subsidiaries to grant a lien on any assets to secure the Senior Notes.