Rhino Resource Partners LP Sample Contracts

SECOND AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF RHINO RESOURCE PARTNERS LP
Limited Partnership Agreement • November 1st, 2010 • Rhino Resource Partners LP • Bituminous coal & lignite surface mining • Delaware

THIS SECOND AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF RHINO RESOURCE PARTNERS LP dated as of October 26, 2010, is entered into by and between Rhino GP LLC, a Delaware limited liability company, as the General Partner, and any other Persons who are or become Partners in the Partnership or parties hereto as provided herein.

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FINANCING AGREEMENT Dated as of December 27, 2017 by and among RHINO RESOURCE PARTNERS LP, as Parent, RHINO ENERGY LLC AND EACH SUBSIDIARY OF RHINO ENERGY LLC LISTED AS A BORROWER ON THE SIGNATURE PAGES HERETO, as Borrowers, PARENT AND EACH SUBSIDIARY...
Financing Agreement • December 29th, 2017 • Rhino Resource Partners LP • Bituminous coal & lignite surface mining • New York

Financing Agreement, dated as of December 27, 2017, by and among Rhino Resource Partners LP, a Delaware limited partnership (the ”Parent”), Rhino Energy LLC, a Delaware limited liability company (“Rhino”), each subsidiary of Rhino listed as a “Borrower” on the signature pages hereto (together with Rhino, each a “Borrower” and collectively, the “Borrowers”), each subsidiary of the Parent listed as a “Guarantor” on the signature pages hereto (together with the Parent and each other Person that executes a joinder agreement and becomes a “Guarantor” hereunder, each a “Guarantor” and collectively, the “Guarantors”), the lenders from time to time party hereto (each a “Lender” and collectively, the ”Lenders”), Cortland Capital Market Services LLC (“Cortland”), as collateral agent for the Lenders (in such capacity, together with its successors and assigns in such capacity, the ”Collateral Agent”), Cortland, as administrative agent for the Lenders (in such capacity, together with its successors

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • October 8th, 2010 • Rhino Resource Partners LP • Bituminous coal & lignite surface mining • New York

THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of October 5, 2010, by and between Rhino Resource Partners LP, a Delaware limited partnership (the “Partnership”) and Rhino Energy Holdings LLC, a Delaware limited liability company (“Holdco”).

THIRD AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF RHINO RESOURCE PARTNERS LP
Agreement of Limited Partnership • December 30th, 2015 • Rhino Resource Partners LP • Bituminous coal & lignite surface mining • Delaware

THIS THIRD AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF RHINO RESOURCE PARTNERS LP dated as of December 30, 2015, is entered into by and between Rhino GP LLC, a Delaware limited liability company, as the General Partner, and any other Persons who are or become Partners in the Partnership or parties hereto as provided herein.

1,100,000 Common Units RHINO RESOURCE PARTNERS LP UNDERWRITING AGREEMENT
Underwriting Agreement • September 11th, 2013 • Rhino Resource Partners LP • Bituminous coal & lignite surface mining • New York
Richard A. Boone Employment Agreement
Employment Agreement • March 27th, 2020 • Rhino Resource Partners LP • Bituminous coal & lignite surface mining • Kentucky

THIS EMPLOYMENT AGREEMENT (“Agreement”) is made and entered into effective as of the 1st day of January 2020 (the “Effective Date”), by and between Rhino GP LLC, a Delaware limited liability company (the “Employer”) and Richard A. Boone (“Executive”).

CHRISTOPHER N. MORAVEC EMPLOYMENT AGREEMENT
Employment Agreement • June 21st, 2010 • Rhino Resource Partners LP • Bituminous coal & lignite surface mining • Kentucky

THIS EMPLOYMENT AGREEMENT (“Agreement”) is made and entered into effective as of the 31st day of March, 2010, (the “Effective Date”), by and among (i) Rhino GP LLC, a Delaware limited liability company (the “Company”), (ii) Rhino Energy LLC, a Delaware limited liability company, (“Rhino”) and (iii) Christopher N. Moravec (“Executive”).

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • March 23rd, 2016 • Rhino Resource Partners LP • Bituminous coal & lignite surface mining • Delaware

This Securities Purchase Agreement (this “Agreement”) is dated as of March 21, 2016, between Rhino Resource Partners L.P., a Delaware limited partnership (the “Company”), and Royal Energy Resources, Inc., a Delaware corporation (the “Purchaser”).

125,000,000 SENIOR SECURED REVOLVING CREDIT FACILITY CREDIT AGREEMENT by and among CAM HOLDINGS LLC and THE GUARANTORS PARTY HERETO and THE LENDERS PARTY HERETO and PNC BANK, NATIONAL ASSOCIATION, as Administrative Agent and PNC CAPITAL MARKETS LLC....
Credit Agreement • May 5th, 2010 • Rhino Resource Partners LP • Pennsylvania

THIS CREDIT AGREEMENT is dated as of August 30, 2006, and is made by and among CAM HOLDINGS LLC, a Delaware limited liability company (the “Borrower”), EACH OF THE GUARANTORS (as hereinafter defined), the LENDERS (as hereinafter defined), and PNC BANK, NATIONAL ASSOCIATION, in its capacity as administrative agent for the Lenders under this Agreement (hereinafter referred to in such capacity as the “Agent”).

MEMBERSHIP TRANSFER AGREEMENT
Membership Transfer Agreement • January 7th, 2015 • Rhino Resource Partners LP • Bituminous coal & lignite surface mining • West Virginia

THIS MEMBERSHIP TRANSFER AGREEMENT (“Agreement”) is made and entered into as of this 31st day of December, 2014, by and between Rhino Eastern JV Holding Company LLC, a Delaware limited liability company (“Patriot”), Rhino Energy WV LLC, a Delaware limited liability company (“Rhino”), and Rhino Eastern LLC, a Delaware limited liability company (“Company”).

ASSET PURCHASE AGREEMENT (Coal Supply Agreements) by and among Rhino Energy LLC and
Asset Purchase Agreement • September 12th, 2019 • Rhino Resource Partners LP • Bituminous coal & lignite surface mining • Kentucky

THIS ASSET PURCHASE AGREEMENT (this “Agreement”), dated as of September 6, 2019, by and among RHINO ENERGY LLC, a Delaware limited liability company, and PENNYRILE ENERGY LLC, a Delaware limited liability company (collectively, “Seller”), RHINO RESOURCE PARTNERS LP, a Delaware limited partnership (“Rhino”), ALLIANCE COAL, LLC, a Delaware limited liability company (“Alliance Coal” or “Buyer”) and ALLIANCE RESOURCE PARTNERS, L.P., a Delaware limited partnership (“ARLP”).

OPTION AGREEMENT
Option Agreement • January 6th, 2017 • Rhino Resource Partners LP • Bituminous coal & lignite surface mining • Delaware

This Option Agreement (including all schedules and exhibits attached hereto and as may be from time to time amended, modified or supplemented, this “Agreement”), dated as of December 30, 2016, is made by and among Rhino Resource Partners Holdings LLC, a Delaware limited liability company (“Holdings”), Rhino Resource Partners LP, a Delaware limited partnership (“Rhino”), Rhino GP LLC, a Delaware limited liability company (“Rhino GP”) and Royal Energy Resources, Inc., a Delaware corporation (“Royal”).

FOURTH AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF RHINO RESOURCE PARTNERS LP
Limited Partnership Agreement • January 6th, 2017 • Rhino Resource Partners LP • Bituminous coal & lignite surface mining • Delaware

THIS FOURTH AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF RHINO RESOURCE PARTNERS LP dated as of December 30, 2016, is entered into by and between Rhino GP LLC, a Delaware limited liability company, as the General Partner, and any other Persons who are or become Partners in the Partnership or parties hereto as provided herein.

Eighth AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT
Credit Agreement • May 12th, 2017 • Rhino Resource Partners LP • Bituminous coal & lignite surface mining • Pennsylvania

THIS EIGHTH AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT (the “Amendment”) dated as of March 23, 2017, is made by and among RHINO ENERGY LLC, a Delaware limited liability company (the “Borrower”), each of the GUARANTORS (as hereinafter defined), the LENDERS (as hereinafter defined), and PNC BANK, NATIONAL ASSOCIATION, in its capacity as administrative agent for the Lenders under the Credit Agreement (hereinafter referred to in such capacity as the “Administrative Agent”).

SERIES A PREFERRED UNIT PURCHASE AGREEMENT among RHINO RESOURCE PARTNERS LP and THE PURCHASERS PARTY HERETO
Purchase Agreement • January 6th, 2017 • Rhino Resource Partners LP • Bituminous coal & lignite surface mining • Delaware

This SERIES A PREFERRED UNIT PURCHASE AGREEMENT, dated as of December 30, 2016 (including all schedules and exhibits attached hereto and as may be from time to time amended, modified or supplemented, this “Agreement”), is entered into by and among Rhino Resource Partners LP, a Delaware limited partnership (the “Partnership”), and the purchasers set forth on Schedule A hereto (the “Purchasers”).

SECOND AMENDMENT TO CREDIT AGREEMENT AND CONSENT
Credit Agreement • May 5th, 2010 • Rhino Resource Partners LP • Pennsylvania

THIS SECOND AMENDMENT TO CREDIT AGREEMENT AND CONSENT (the “Second Amendment”) is dated as of March 8, 2007, effective as of January 1, 2007, and is made by and among RHINO ENERGY LLC, a Delaware limited liability company formerly known as CAM Holdings LLC (the “Borrower”), EACH OF THE GUARANTORS (as hereinafter defined), the LENDERS PARTY HERETO, and PNC BANK, NATIONAL ASSOCIATION, in its capacity as administrative agent for the Lenders under this Agreement (hereinafter referred to in such capacity as the “Agent”).

CONSENT TO FINANCING AGREEMENT
Financing Agreement • July 31st, 2018 • Rhino Resource Partners LP • Bituminous coal & lignite surface mining • New York

CONSENT, dated as of July 27, 2018 (this “Waiver”), to the Financing Agreement, dated as of December 27, 2017 (as amended, supplemented, replaced or otherwise modified from time to time, the “Financing Agreement”), by and among Rhino Resource Partners LP, a Delaware limited partnership (the “Parent”), Rhino Energy LLC, a Delaware limited liability company (“Rhino”), each subsidiary of Rhino listed as a “Borrower” on the signature pages thereto (together with Rhino, each a “Borrower” and collectively, the “Borrowers”), each subsidiary of the Parent listed as a “Guarantor” on the signature pages thereto (together with the Parent and each other Person that executes a joinder agreement and becomes a “Guarantor” thereunder, each a “Guarantor” and collectively, the “Guarantors”), the lenders from time to time party thereto (each a “Lender” and collectively, the “Lenders”), Cortland Capital Market Services LLC (“Cortland”), as collateral agent for the Lenders (in such capacity, together with

EQUITY EXCHANGE AGREEMENT
Equity Exchange Agreement • November 10th, 2016 • Rhino Resource Partners LP • Bituminous coal & lignite surface mining • Delaware

This Equity Exchange Agreement (this “Agreement”), dated as of September 30, 2016, is made by and among Rhino Resource Partners Holdings LLC, a Delaware limited liability company (“Holdings”), Rhino Resource Partners, LP, a Delaware limited partnership (“Rhino”), Rhino GP LLC, a Delaware limited liability company (“Rhino GP”) and Royal Energy Resources, Inc., a Delaware corporation (“Royal”).

Chris Walton - Employment Agreement AMENDED AND RESTATED EMPLOYMENT AGREEMENT
Employment Agreement • March 14th, 2014 • Rhino Resource Partners LP • Bituminous coal & lignite surface mining • Kentucky

THIS EMPLOYMENT AGREEMENT (the “Agreement”) executed this 19th day of October 2013 is between Rhino GP LLC (“Employer”) and Christopher I. Walton (“Employee”).

ASSET PURCHASE AGREEMENT (Riveredge Mine Assets) by and among Rhino Energy LLC,
Asset Purchase Agreement • September 12th, 2019 • Rhino Resource Partners LP • Bituminous coal & lignite surface mining • Kentucky

THIS ASSET PURCHASE AGREEMENT (this “Agreement”), dated as of September 6, 2019, by and among RHINO ENERGY LLC, a Delaware limited liability company, PENNYRILE ENERGY LLC, a Delaware limited liability company, CAM MINING LLC, a Delaware limited liability company, CASTLE VALLEY MINING LLC, a Delaware limited liability company, and RHINO SERVICES LLC, a Delaware limited liability company (each a “Seller” and, collectively, “Sellers”), RHINO RESOURCE PARTNERS LP, a Delaware limited partnership (“Rhino”), ALLIANCE COAL, LLC, a Delaware limited liability company (“Buyer”) and ALLIANCE RESOURCE PARTNERS, L.P., a Delaware limited partnership (“ARLP”).

SEVENTH AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT
Credit Agreement • January 6th, 2017 • Rhino Resource Partners LP • Bituminous coal & lignite surface mining • Pennsylvania

THIS SEVENTH AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT (the “Amendment”) dated as of December 30, 2016, is made by and among RHINO ENERGY LLC, a Delaware limited liability company (the “Borrower”), each of the GUARANTORS (as hereinafter defined), the LENDERS (as hereinafter defined), and PNC BANK, NATIONAL ASSOCIATION, in its capacity as administrative agent for the Lenders under the Credit Agreement (hereinafter referred to in such capacity as the “Administrative Agent”).

SECOND AMENDMENT TO EMPLOYMENT AGREEMENT
Employment Agreement • June 21st, 2010 • Rhino Resource Partners LP • Bituminous coal & lignite surface mining

This Second Amendment to Employment Agreement (“Second Amendment”) is made and entered into this 10th day of March, 2008 between CAM Mining LLC (“Employer”) and Chad Hunt (“Employee”).

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AMENDED AND RESTATED EMPLOYMENT AGREEMENT
Employment Agreement • August 9th, 2012 • Rhino Resource Partners LP • Bituminous coal & lignite surface mining • Kentucky

THIS EMPLOYMENT AGREEMENT (the “Agreement”) executed this 2nd day of April, 2012, is between Rhino GP LLC (“Employer”) and Christopher I. Walton (“Employee”).

NINTH AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT
Credit Agreement • August 11th, 2017 • Rhino Resource Partners LP • Bituminous coal & lignite surface mining • Pennsylvania

THIS NINTH AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT (the “Amendment”) dated as of June 9, 2017, is made by and among RHINO ENERGY LLC, a Delaware limited liability company (the “Borrower”), each of the GUARANTORS (as hereinafter defined), the LENDERS (as hereinafter defined), and PNC BANK, NATIONAL ASSOCIATION, in its capacity as administrative agent for the Lenders under the Credit Agreement (hereinafter referred to in such capacity as the “Administrative Agent”).

FIFTH AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT
Credit Agreement • May 16th, 2016 • Rhino Resource Partners LP • Bituminous coal & lignite surface mining • Pennsylvania

THIS FIFTH AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT (the “Amendment”) dated as of May 13, 2016, is made by and among RHINO ENERGY LLC, a Delaware limited liability company (the “Borrower”), each of the GUARANTORS (as hereinafter defined), the LENDERS (as hereinafter defined), and PNC BANK, NATIONAL ASSOCIATION, in its capacity as administrative agent for the Lenders under the Credit Agreement (hereinafter referred to in such capacity as the “Administrative Agent”).

FOURTH AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT
Credit Agreement • March 23rd, 2016 • Rhino Resource Partners LP • Bituminous coal & lignite surface mining • Pennsylvania

THIS FOURTH AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT (the “Amendment”) dated as of March 17, 2016, is made by and among RHINO ENERGY LLC, a Delaware limited liability company (the “Borrower”), each of the GUARANTORS (as hereinafter defined), the LENDERS (as hereinafter defined), and PNC BANK, NATIONAL ASSOCIATION, in its capacity as administrative agent for the Lenders under the Credit Agreement (hereinafter referred to in such capacity as the “Administrative Agent”).

FOURTH AMENDMENT TO FINANCING AGREEMENT
Financing Agreement • August 20th, 2019 • Rhino Resource Partners LP • Bituminous coal & lignite surface mining • New York

FOURTH AMENDMENT, dated as of August 16, 2019 (this “Amendment”), to the Financing Agreement, dated as of December 27, 2017 (as amended, supplemented, replaced or otherwise modified from time to time, the “Financing Agreement”), by and among Rhino Resource Partners LP, a Delaware limited partnership (the “Parent”), Rhino Energy LLC, a Delaware limited liability company (“Rhino”), each subsidiary of Rhino listed as a “Borrower” on the signature pages thereto (together with Rhino, each a “Borrower” and collectively, the “Borrowers”), each subsidiary of the Parent listed as a “Guarantor” on the signature pages thereto (together with the Parent and each other Person that executes a joinder agreement and becomes a “Guarantor” thereunder, each a “Guarantor” and collectively, the “Guarantors”), the lenders from time to time party thereto (each a “Lender” and collectively, the “Lenders”), Cortland Capital Market Services LLC (“Cortland”), as collateral agent for the Lenders (in such capacity,

SEVENTH AMENDMENT TO CREDIT AGREEMENT
Credit Agreement • May 5th, 2010 • Rhino Resource Partners LP • Pennsylvania

THIS SEVENTH AMENDMENT TO CREDIT AGREEMENT (this “Amendment”), dated as of March 31st, 2009, is made by and among RHINO ENERGY LLC, a Delaware limited liability company, formerly known as CAM Holdings LLC (“Borrower”), EACH OF THE GUARANTORS (as hereinafter defined), the LENDERS PARTY HERETO, and PNC BANK, NATIONAL ASSOCIATION, in its capacity as administrative agent for the Lenders under this Agreement (hereinafter referred to in such capacity as “Agent”).

EMPLOYMENT AGREEMENT
Employment Agreement • June 21st, 2010 • Rhino Resource Partners LP • Bituminous coal & lignite surface mining • Kentucky

THIS EMPLOYMENT AGREEMENT (the “Agreement”) executed this 2nd day of January, 2007, and effective no later than January 31, 2007, as provided herein, is between CAM Holdings LLC, a/k/a Rhino Energy LLC (“Employer”) and Andrew W. Cox (“Employee”).

RHINO RESOURCE PARTNERS LP CONTRIBUTION, CONVEYANCE AND ASSUMPTION AGREEMENT
Contribution, Conveyance and Assumption Agreement • July 19th, 2010 • Rhino Resource Partners LP • Bituminous coal & lignite surface mining • Delaware

This Contribution, Conveyance and Assumption Agreement, dated as of [·], 2010 (this “Agreement”), is entered into by and among Rhino Resource Partners LP, a Delaware limited partnership (the “Partnership”); Rhino GP LLC (formerly CAM GP LLC), a Delaware limited liability company (“GP”); Rhino Energy LLC, a Delaware limited liability company (“Operating Company”); Rhino Energy Holdings LLC, a Delaware limited liability company (“Holdings”); Artis Investors LLC, a Delaware limited liability company (“Artis”), Solitair LLC, a Delaware limited liability company (“Solitair”), Valentis Investors LLC, a Delaware limited liability company (“Valentis”), Taurus Investors LLC, a Delaware limited liability company (“Taurus”), Callidus Investors LLC, a Delaware limited liability company (“Callidus”), Wexford Spectrum Fund, L.P., a Delaware limited partnership (“Spectrum”), Wexford Spectrum Fund Liquidating LLC, a Delaware limited liability company (“Liquidating”), Wexford Offshore CAM Preferred Cor

EMPLOYMENT AGREEMENT AMENDMENT
Employment Agreement • March 26th, 2018 • Rhino Resource Partners LP • Bituminous coal & lignite surface mining

THIS EMPLOYMENT AGREEMENT AMENDMENT (the “Amendment”) is entered into effective as of January I, 2018 (the “Effective Date”), is between Rhino GP LLC (“Employer”) and William L. Tnorto (“Employee”).

RHINO RESOURCE PARTNERS LP CONTRIBUTION, CONVEYANCE AND ASSUMPTION AGREEMENT
Contribution, Conveyance and Assumption Agreement • October 1st, 2010 • Rhino Resource Partners LP • Bituminous coal & lignite surface mining • New York

This Contribution, Conveyance and Assumption Agreement, dated as of September 29, 2010 (this “Agreement”), is entered into by and among Rhino Resource Partners LP, a Delaware limited partnership (the “Partnership”); Rhino GP LLC (formerly CAM GP LLC), a Delaware limited liability company (“GP”); Rhino Energy LLC, a Delaware limited liability company (“Operating Company”); Rhino Energy Holdings LLC, a Delaware limited liability company (“Holdings”); Artis Investors LLC, a Delaware limited liability company, Solitair LLC, a Delaware limited liability company, Valentis Investors LLC, a Delaware limited liability company, Taurus Investors LLC, a Delaware limited liability company, Callidus Investors LLC, a Delaware limited liability company, Wexford Spectrum Fund, L.P., a Delaware limited partnership, Wexford Spectrum Fund Liquidating LLC, a Delaware limited liability company, Wexford Offshore CAM Preferred Corp., a Delaware corporation, Wexford Offshore CAM Common Corp., a Delaware corpor

EMPLOYMENT AGREEMENT
Employment Agreement • March 11th, 2015 • Rhino Resource Partners LP • Bituminous coal & lignite surface mining • Kentucky

THIS EMPLOYMENT AGREEMENT (the “Agreement”) executed this 1st day of August, 2013, (“the Effective Date”) is between Rhino GP LLC (“Employer”) and Brian Aug (“Employee”).

RHINO RESOURCE PARTNERS LP INTRODUCTION TO THE UNAUDITED PRO FORMA CONSOLIDATED FINANCIAL STATEMENTS
Purchase and Sale Agreement • March 25th, 2014 • Rhino Resource Partners LP • Bituminous coal & lignite surface mining

On March 19, 2014 (the “Closing Date”), Rhino Exploration LLC, a wholly owned subsidiary of Rhino Resource Partners LP (the “Partnership”), entered into a Purchase and Sale Agreement (the “Purchase Agreement”) with Gulfport Energy Corporation (“Gulfport”) and pursuant thereto sold the Partnership’s oil and gas properties in the Utica Shale region of eastern Ohio (the “Utica Assets”) for approximately $184 million (the “Purchase Price”). The Purchase Agreement is effective as of January 1, 2014 and the Purchase Price is adjusted for any unsettled expenditures made and/or proceeds received from the Partnership’s portion of its Utica Assets prior to the effective date. On the Closing Date, the Partnership was immediately due approximately $179 million, net of any adjustments described above, and the remaining approximately $5 million is scheduled to be paid within approximately 90 days of the Closing Date, subject to ongoing legal title work related to specific properties. The Partnership

EMPLOYMENT AGREEMENT AMENDMENT
Employment Agreement • March 25th, 2019 • Rhino Resource Partners LP • Bituminous coal & lignite surface mining

THIS EMPLOYMENT AGREEMENT AMENDMENT (this “Amendment”) is entered into effective as of January 1, 2019 (the “Effective Date”), between Rhino GP LLC (“Employer”) and Brian Aug (“Employee”).

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