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Case 1:20-bk-12043 Doc 303-1 Filed 08/28/20 Entered 08/28/20 11:03:45 Desc <br />Exhibit 1 A-1 and A-2 Page 30 of 38 <br />WINTRUST COMMERCIAL FINANCE <br />RIDER NO. 2 TO EQUIPMENT SCHEDULE SERIES 001 NO. 01 <br />To and part of Equipment Schedule Series 001 No. 01 dated as of the -7' day of May, 2018 (the "Schedule"), executed <br />pursuant to that certain Master Lease Agreement dated as of the 1-7 day of May, 2018 (the "Lease"), each between <br />WINTRUST COMMERCIAL FINANCE, a division of Wintrust Asset Finance Inc., its successors and assigns ("Lessor"), <br />and Rhino Energy LLC, its successors and permitted assigns ("Lessee"). <br />As used herein, "Equipment" shall mean the Equipment described on all Schedules of this series. Section 13 of the <br />Lease remains applicable in the event that Lessee does not irrevocably exercise its options pursuant to this Rider. <br />SPECIAL OPTION TO PURCHASE. Provided that no Default or Event of Default has then occurred, Lessee shall <br />have the option to purchase, on December 1, 2020 (the "Early Termination Date"), all but not less than all of the <br />Equipment upon the following terms and conditions: If Lessee desires to exercise this option it shall give Lessor <br />irrevocable written notice of its election to purchase at least thirty (30) days and not more than ninety (90) days before the <br />Early Termination Date with respect to the first Schedule of this series to terminate in accordance with its terms. Such <br />election shall be effective with respect to all Equipment leased under all Schedules of this series. On the Early <br />Termination Date with respect to each Schedule, Lessee shall pay to Lessor in cash any Rent due on that date plus the <br />purchase price for the Equipment so purchased, determined as hereinafter provided. The purchase price of the <br />Equipment shall be an amount equal to Twenty and 11/100 (20.11) percent of the original Total Invoice Cost of the <br />Equipment (as specified on this Schedule), together with all taxes and charges upon sale. Lessor and Lessee agree that <br />the purchase price represents a reasonable prediction of the Fair Market Value of the Equipment at the time the option is <br />exercisable. <br />Notwithstanding any election of Lessee to purchase, the provisions of the Lease shall continue in full force and effect <br />until the passage of ownership of the Equipment upon the date of purchase. On the date of purchase, Lessor shall deliver <br />to Lessee a bill of sale transferring and assigning to Lessee without recourse or warranty, except (with respect to the <br />status of title conveyed) in respect of Lessor's acts, all of Lessor's right, title and interest in and to the Equipment. Lessor <br />shall not be required to make and may specifically disclaim any representation or warranty as to the condition of the <br />Equipment or any other matters. <br />WINTRUST COMMERCIAL FINANCE, a division of <br />Wintrust Asset Finance Inc. <br />Lessor <br />By: AW! <br />Name: Ryan Berlage <br />SVP - Credit Manager <br />Title: <br />AJM 3087919.x1 5/3/2018 2:40 PM:EBO <br />Rhino Energy LLC <br />Lessee <br />Name: Wendell Scott Morris <br />Title: Vice President and CFO <br />