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• request, as such payments come due. Any and all liens on any <br />portion of the Property resulting from the actions or requests or <br />otherwise at the instance of Buyer shall be removed by Buyer at its <br />expense within 15 days after notice thereof is given to Buyer. <br />Buyer shall, at Buyer's expense, defend, indemnify, and hold <br />harmless Seller from and against any and all obligations, claims, <br />losses, and damages, including environmental response and <br />remediation costs and liabilities, and including costs and <br />attorneys' fees, resulting from or related to Buyer's access to the <br />Property and activities thereon, including, without limitation, any <br />mechanics' liens. <br />9. Huver's Assumption of Reclamation Obligations. <br />Buyer shall assume and agree to perform all obligations, <br />responsibilities, and liabilities of Seller relating to the <br />Reclamation Obligations and arising or accruing on or after the <br />date of the Closing,. and Buyer shall .indemnify,. defend, and hold <br />Seller harmless from and against any and all losses, damages, <br />obligations, liabilities, costs, and expenses (including, without <br />limitation, attorneys' fees) arising from or relating to the <br />Reclamation Obligations, including, without limitation, any and all <br />claims relating to any restrictions imposed upon the use of any <br />other properties owned by Seller (or any affiliate of Seller) or by <br />any other entity in which Seller (or any affiliate of Seller) has <br />an ownership interest resulting from any failure or claimed failure <br />by Buyer to perform any required work in connection with the <br />. Reclamation Obligations. Such obligations by Buyer shall continue <br />from the date of the Closing until all bonds, permits, agreements, <br />and other obligations relating to the Reclamation Obligations which <br />have been posted by, issued in the name of, or otherwise binding <br />upon Seller, or any entity affiliated with Seller, are satisfied in <br />full and released (the "Release Date"). Buyer shall, from and <br />after the date of the Closing and until the Release Date, provide <br />to Seller quarterly reports of the progress made with respect to <br />the Reclamation Obligations during such quarter and a description <br />of the work remaining to be done until the Release Date. Such <br />obligations by Buyer shall be set forth in an Indemnity Agreement <br />(the "Indemnity Agreement") to be executed by Buyer and delivered <br />to Seller at the Closing. The Indemnify Agreement shall provide <br />Seller the right to have access to the Mined Land to complete any <br />necessary work in connection with the Reclamation Obligations in <br />the event of any failure by Buyer to perform such work. The <br />obligations of Buyer under the Indemnity Agreement shall be <br />unconditionally guaranteed by a Guaranty (the "Guaranty") from <br />Peabody Holding Company, Inc., a Delaware corporation ("PHC") to be <br />executed by PHC and delivered to Seller at the Closing. Both Buyer <br />and Seller shall use diligent efforts to finalize the forms of the <br />Indemnity Agreement and the Guaranty to be executed by Buyer at the <br />Closing within 30 days after the date of this Agreement. All of <br />the obligations of Buyer under this Paragraph 9 shall survive the <br />Closing. From and after the date of this Agreement and until the <br />• Closing, Seller shall continue to perform all necessary work in <br />connection with the Reclamation Obligations in the ordinary course <br />of business. <br />-6- <br />