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Case 1:20-bk-12043 Doc 122-2 Filed 07/29/20 Entered 07/29/20 15:35:30 Desc <br /> Exhibit B - Engagement Agreement Page 3 of 12 <br /> Rhino Resource Partners LP <br /> March 17,2020 <br /> • Compilation and analysis of the information necessary for First Day and <br /> Second Day Orders;and <br /> • Establish the necessary procedures and processes to allow for the timely <br /> satisfaction of court mandated reporting requirements. <br /> • Coordinate with the party(ies)responsible for developing the comprehensive <br /> strategic communications plans for all key stakeholders. <br /> Prepare the Company to Meet the Requirements of Operating Under Bankruptcy Court <br /> Protection <br /> • Develop framework necessary to administer a comprehensive Chapter 11 <br /> claims process. <br /> • Assist the Company to prepare for the most efficient and effective resolution of <br /> any potential courtUbased restructuring,whether implemented through a <br /> chapter 11 plan or a section 363 sale. <br /> • Attend meetings and assist in discussions(either before or after filing)with <br /> potential lenders,investors,creditors,committee(s),other parties in interest <br /> and/or professionals hired by the same,as requested. <br /> • Assist the Company in negotiations with creditors,suppliers,lessors and other <br /> interested parties as appropriate. <br /> • Assist with the preparation and confirmation of a value optimizing chapter 11 <br /> plan,and/or a sale of certain or substantially all the Company's assets pursuant <br /> to section 363 of the Bankruptcy Code. <br /> • Assist the Company,as appropriate,to prepare for the implementation of Fresh Start <br /> AccountingOther services as may be reasonably requested by the Company,and as <br /> may be customary in this type of engagement <br /> In the event that the Company negotiates an out of court restructuring solution,our scope of <br /> services will revert back to those duties included in the January 29'',2020 Engagement Letter <br /> at the time of that execution. <br /> The Services may be performed by FTI or by any subsidiary of FTI,as FTI shall determine. <br /> FTI may also provide Services through its or its subsidiaries' agents or independent <br /> contractors. References herein to FTI and its employees shall be deemed to apply also,unless <br /> the context shall otherwise indicate,to employees of each such subsidiary and to any such <br /> agents or independent contractors and their employees. <br /> The Services,as outlined above,are subject to change as mutually agreed between us. <br /> FTI is engaged by the Company to provide financial advisory and consulting services only. <br /> Accordingly,while we may from time to time suggest options which may be available to you <br /> and further give our professional evaluation of these options,the ultimate decision as to <br /> which, if any,of these options to implement rests with the Company,its management and <br /> board of directors.FTI and its employees will not make any management decisions for the <br /> Company and will not be responsible for communicating information concerning the <br /> Company to the public,the Company's shareholders or others. <br /> As part of the Services,FTI may be requested to assist the Company(and its legal or other <br /> advisors)in negotiating with the Company's creditors and equity holders and with other <br /> -2- <br />