Common use of AWARDS OF RESTRICTED STOCK UNITS AND DIVIDEND EQUIVALENTS Clause in Contracts

AWARDS OF RESTRICTED STOCK UNITS AND DIVIDEND EQUIVALENTS. Section 1.1 Awards of Restricted Stock Units and Dividend Equivalents (a) For good and valuable consideration, on the Grant Date the Company hereby grants to the Executive Restricted Stock Units for 131,250 shares of Common Stock upon the terms and conditions set forth in this Agreement. Each Restricted Stock Unit represents the right to receive one share of Common Stock at the times and subject to the conditions set forth herein, upon payment of the purchase price of $0.01 per share of Common Stock without commission or other charge. The Company shall withhold this purchase price from the number of shares of Common Stock to be distributed, unless the Executive elects to pay this purchase price in cash by providing written notice to the Company of such election no less than 15 days prior to the date of which such shares are to be issued. (b) Pursuant to Section 11.3 of the Plan, the Company agrees to make proportionate adjustments to the number of outstanding Restricted Stock Units (including, without limitation, Restricted Stock Units issued in connection with the deemed reinvestment of Dividend Equivalents) as provided in Appendix A to this Agreement or, if not specifically provided for in Appendix A, as provided in Section 2.5 hereof or Section 11.3 of the Plan, it being understood that any such adjustment to the number of outstanding Restricted Stock Units shall be made with respect to any particular outstanding Restricted Stock Unit until such time as such Restricted Stock Unit expires, is forfeited or is actually distributed in shares of Common Stock or paid in cash hereunder. (c) The Company hereby grants to the Executive a Dividend Equivalents award with respect to each Restricted Stock Unit granted pursuant to this Agreement for all ordinary quarterly cash dividends which are paid to all or substantially all holders of the outstanding shares of Common Stock between the Grant Date and the date when the Restricted Stock Unit is distributed or paid to the Executive or forfeited or expires. The Dividend Equivalents award for each Restricted Stock Unit shall be equal to the amount of cash which is paid as a dividend on one share of Common Stock. All such Dividend Equivalents shall be credited to the Executive and be deemed to be reinvested in additional Restricted Stock Units as of the date of payment of any such dividend based on the Fair Market Value of a share of Common Stock on such date. Each additional Restricted Stock Unit which results from such deemed reinvestment of Dividend Equivalents granted hereunder shall be subject to the same vesting, distribution or payment, adjustment and other provisions which apply to the underlying Restricted Stock Unit to which such additional Restricted Stock Unit relates. Notwithstanding anything to the contrary anywhere else in this Agreement, the Restricted Stock Units and Dividend Equivalents awards granted under this Agreement are subject to the terms, definitions and provisions of this Agreement and the Plan, which is incorporated herein by reference; provided, however, that in the event of any conflict between the provisions of this Agreement and those of the Plan, the provisions of this Agreement shall control.

AWARDS OF RESTRICTED STOCK UNITS AND DIVIDEND EQUIVALENTS. Section 1.1 Awards of Restricted Stock Units and Dividend Equivalents (a) For good and valuable consideration, on the Grant Date the Company hereby grants to the Executive Restricted Stock Units for 131,250 79,250 shares of Common Stock upon the terms and conditions set forth in this Agreement. Each Restricted Stock Unit represents the right to receive one share of Common Stock at the times and subject to the conditions set forth herein, upon payment of the purchase price of $0.01 per share of Common Stock without commission or other charge. The Company shall withhold this purchase price from the number of shares of Common Stock to be distributed, unless the Executive elects to pay this purchase price in cash by providing written notice to the Company of such election no less than 15 days prior to the date of which such shares are to be issued. (b) Pursuant to Section 11.3 of the Plan, the Company agrees to make proportionate adjustments to the number of outstanding Restricted Stock Units (including, without limitation, Restricted Stock Units issued in connection with the deemed reinvestment of Dividend Equivalents) as provided in Appendix A to this Agreement or, if not specifically provided for in Appendix A, as provided in Section 2.5 hereof or Section 11.3 of the Plan, it being understood that any such adjustment to the number of outstanding Restricted Stock Units shall be made with respect to any particular outstanding Restricted Stock Unit until such time as such Restricted Stock Unit expires, is forfeited or is actually distributed in shares of Common Stock or paid in cash hereunder. (c) The Company hereby grants to the Executive a Dividend Equivalents award with respect to each Restricted Stock Unit granted pursuant to this Agreement for all ordinary quarterly cash dividends which are paid to all or substantially all holders of the outstanding shares of Common Stock between the Grant Date and the date when the Restricted Stock Unit is distributed or paid to the Executive or forfeited or expires. The Dividend Equivalents award for each Restricted Stock Unit shall be equal to the amount of cash which is paid as a dividend on one share of Common Stock. All such Dividend Equivalents shall be credited to the Executive and be deemed to be reinvested in additional Restricted Stock Units as of the date of payment of any such dividend based on the Fair Market Value of a share of Common Stock on such date. Each additional Restricted Stock Unit which results from such deemed reinvestment of Dividend Equivalents granted hereunder shall be subject to the same vesting, distribution or payment, adjustment and other provisions which apply to the underlying Restricted Stock Unit to which such additional Restricted Stock Unit relates. Notwithstanding anything to the contrary anywhere else in this Agreement, the Restricted Stock Units and Dividend Equivalents awards granted under this Agreement are subject to the terms, definitions and provisions of this Agreement and the Plan, which is incorporated herein by reference; provided, however, that in the event of any conflict between the provisions of this Agreement and those of the Plan, the provisions of this Agreement shall control.

AWARDS OF RESTRICTED STOCK UNITS AND DIVIDEND EQUIVALENTS. Section 1.1 Awards of Restricted Stock Units and Dividend Equivalents (a) For good and valuable consideration, on the Grant Date the Company hereby grants to the Executive Employee Restricted Stock Units for 131,250 _________ shares of Common Stock upon the terms and conditions set forth in this Agreement. Each Restricted Stock Unit represents the right to receive one share of Common Stock at the times and subject to the conditions set forth herein, upon payment of the purchase price of $0.01 per share of Common Stock without commission or other charge. The Company shall withhold this purchase price from the number of shares of Common Stock to be distributed, unless the Executive elects to pay this purchase price in cash by providing written notice to the Company of such election no less than 15 days prior to the date of which such shares are to be issued. (b) Pursuant to Section 11.3 of the Plan, the Company agrees to make proportionate adjustments to the number of outstanding Restricted Stock Units (including, without limitation, Restricted Stock Units issued in connection with the deemed reinvestment of Dividend Equivalents) as provided in Appendix A to this Agreement or, if not specifically provided for in Appendix A, as provided in Section 2.5 hereof or Section 11.3 of the Plan, it being understood that any such adjustment to the number of outstanding Restricted Stock Units shall be made with respect to any particular outstanding Restricted Stock Unit until such time as such Restricted Stock Unit expires, is forfeited or is actually distributed in shares of Common Stock or paid in cash hereunder. (c) The Company hereby grants to the Executive Employee a Dividend Equivalents award with respect to each Restricted Stock Unit granted pursuant to this Agreement for all ordinary quarterly cash dividends which are paid to all or substantially all holders of the outstanding shares of Common Stock between the Grant Date and the date when the Restricted Stock Unit is distributed or paid to the Executive Employee or forfeited or expires. The Dividend Equivalents award for each Restricted Stock Unit shall be equal to the amount of cash which is paid as a dividend on one share of Common Stock. All such Dividend Equivalents shall be credited to the Executive Employee and be deemed to be reinvested in additional Restricted Stock Units as of the date of payment of any such dividend based on the Fair Market Value of a share of Common Stock on such date. Each additional Restricted Stock Unit which results from such deemed reinvestment of Dividend Equivalents granted hereunder shall be subject to the same vesting, distribution or payment, adjustment and other provisions which apply to the underlying Restricted Stock Unit to which such additional Restricted Stock Unit relates. Notwithstanding anything to the contrary anywhere else in this Agreement, the Restricted Stock Units and Dividend Equivalents awards granted under this Agreement are subject to the terms, definitions and provisions of this Agreement and the Plan, which is incorporated herein by reference; provided, however, that in the event of any conflict between the provisions of this Agreement and those of the Plan, the provisions of this Agreement shall control. Section 1.2 Consideration to Company In consideration for the grant of Restricted Stock Units and Dividend Equivalents awards provided for in this Agreement, the Employee agrees to continue to render services to the Company. Nothing in this Agreement or in the Plan shall confer upon the Employee any right to continue in the service of the Company, the Partnership, or any Subsidiary or shall interfere with or restrict in any way the rights of the Company, the Partnership, or any Subsidiary, which are hereby expressly reserved, to discharge the Employee at any time for any reason whatsoever, with or without cause, it being understood that the foregoing shall not be deemed to reduce or otherwise adversely affect the intended benefits conferred upon the Employee by this Agreement.

AWARDS OF RESTRICTED STOCK UNITS AND DIVIDEND EQUIVALENTS. Section 1.1 Awards of Restricted Stock Units and Dividend Equivalents (a) For good and valuable consideration, on the Grant Date the Company hereby grants to the Executive Employee Restricted Stock Units for 131,250 _________ shares of Common Stock upon the terms and conditions set forth in this Agreement. Each Restricted Stock Unit represents the right to receive one share of Common Stock at the times and subject to the conditions set forth herein, upon payment of the purchase price of $0.01 per share of Common Stock without commission or other charge. The Company shall withhold this purchase price from the number of shares of Common Stock to be distributed, unless the Executive elects to pay this purchase price in cash by providing written notice to the Company of such election no less than 15 days prior to the date of which such shares are to be issued. (b) Pursuant to Section 11.3 of the Plan, the Company agrees to make proportionate adjustments to the number of outstanding Restricted Stock Units (including, without limitation, Restricted Stock Units issued in connection with the deemed reinvestment of Dividend Equivalents) as provided in Appendix A to this Agreement or, if not specifically provided for in Appendix A, as provided in Section 2.5 hereof or Section 11.3 of the Plan, it being understood that any such adjustment to the number of outstanding Restricted Stock Units shall be made with respect to any particular outstanding Restricted Stock Unit until such time as such Restricted Stock Unit expires, is forfeited or is actually distributed in shares of Common Stock or paid in cash hereunder. (c) The Company hereby grants to the Executive Employee a Dividend Equivalents award with respect to each Restricted Stock Unit granted pursuant to this Agreement for all ordinary quarterly cash dividends which are paid to all or substantially all holders of the outstanding shares of Common Stock between the Grant Date and the date when the Restricted Stock Unit is distributed or paid to the Executive Employee or forfeited or expires. The Dividend Equivalents award for each Restricted Stock Unit shall be equal to the amount of cash which is paid as a dividend on one share of Common Stock. All such Dividend Equivalents shall be credited to the Executive Employee and be deemed to be reinvested in additional Restricted Stock Units as of the date of payment of any such dividend based on the Fair Market Value of a share of Common Stock on such date. Each additional Restricted Stock Unit which results from such deemed reinvestment of Dividend Equivalents granted hereunder shall be subject to the same vesting, distribution or payment, adjustment and other provisions which apply to the underlying Restricted Stock Unit to which such additional Restricted Stock Unit relates. Notwithstanding anything to the contrary anywhere else in this Agreement, the Restricted Stock Units and Dividend Equivalents awards granted under this Agreement are subject to the terms, definitions and provisions of this Agreement and the Plan, which is incorporated herein by reference; provided, however, that in the event of any conflict between the provisions of this Agreement and those of the Plan, the provisions of this Agreement shall control.

AWARDS OF RESTRICTED STOCK UNITS AND DIVIDEND EQUIVALENTS. Section 1.1 Awards of Restricted Stock Units and Dividend Equivalents (a) For good and valuable consideration, on the Grant Date the Company hereby grants to the Executive Grantee Restricted Stock Units for 131,250 [1,000,000 divided by the fair market value of Questar stock on the Grant Date] shares of Common Stock upon the terms and conditions set forth in this Agreement. Each Restricted Stock Unit represents the right to receive one share of Common Stock at the times and subject to the conditions set forth herein, upon payment of the purchase price of $0.01 per share of Common Stock without commission or other charge. The Company shall withhold this purchase price from the number of shares of Common Stock to be distributed, unless the Executive elects to pay this purchase price in cash by providing written notice to the Company of such election no less than 15 days prior to the date of which such shares are to be issued. (b) Pursuant to the third paragraph of Section 11.3 5 of the Plan, the Company agrees to make proportionate adjustments to the number of outstanding Restricted Stock Units (including, without limitation, Restricted Stock Units issued in connection with the deemed reinvestment of Dividend Equivalentsdividend equivalents) as provided in Appendix A to this Agreement or, if not specifically provided for in Appendix A, as provided in the third paragraph of Section 2.5 hereof or Section 11.3 5 of the Plan, it being understood that any such adjustment to the number of outstanding Restricted Stock Units shall be made with respect to any particular outstanding Restricted Stock Unit until such time as such Restricted Stock Unit expires, is forfeited or is actually distributed in shares of Common Stock or paid in cash hereunder. (c) The Pursuant to Section 11(c) of the Plan, the Company hereby grants to the Executive Grantee a Dividend Equivalents dividend equivalent award with respect to each Restricted Stock Unit granted pursuant to this Agreement for all ordinary quarterly cash dividends which are paid to all or substantially all holders of the outstanding shares of Common Stock between the Grant Date and the date when the Restricted Stock Unit is distributed or paid to the Executive Grantee or forfeited or expiresexpires (“Dividend Equivalents”). The Dividend Equivalents award for each Restricted Stock Unit shall be equal to the amount of cash which is paid as a dividend on one share of Common Stock. All such Dividend Equivalents shall be credited to the Executive Grantee and be deemed to be reinvested in additional Restricted Stock Units as of the date of payment of any such dividend based on the Fair Market Value of a share of Common Stock on such date. Each additional Restricted Stock Unit which results from such deemed reinvestment of Dividend Equivalents granted hereunder shall be subject to the same vesting, distribution or payment, adjustment and other provisions which apply to the underlying Restricted Stock Unit to which such additional Restricted Stock Unit relates. Notwithstanding anything to the contrary anywhere else in this Agreement, the Restricted Stock Units and Dividend Equivalents awards granted under this Agreement are subject to the terms, definitions and provisions of this Agreement and the Plan, which is incorporated herein by reference; provided, however, that in the event of any conflict between the provisions of this Agreement and those of the Plan, the provisions of this Agreement shall control.

AWARDS OF RESTRICTED STOCK UNITS AND DIVIDEND EQUIVALENTS. Section 1.1 Awards of Restricted Stock Units and Dividend Equivalents (a) For good and valuable consideration, on the Grant Date the Company hereby grants to the Executive Grantee Restricted Stock Units for 131,250 [1,000,000 divided by the fair market value of QEP stock on the Grant Date] shares of Common Stock upon the terms and conditions set forth in this Agreement. Each Restricted Stock Unit represents the right to receive one share of Common Stock at the times and subject to the conditions set forth herein, upon payment of the purchase price of $0.01 per share of Common Stock without commission or other charge. The Company shall withhold this purchase price from the number of shares of Common Stock to be distributed, unless the Executive elects to pay this purchase price in cash by providing written notice to the Company of such election no less than 15 days prior to the date of which such shares are to be issued. (b) Pursuant to Section 11.3 5(d) of the Plan, the Company agrees to make proportionate adjustments to the number of outstanding Restricted Stock Units (including, without limitation, Restricted Stock Units issued in connection with the deemed reinvestment of Dividend Equivalentsdividend equivalents) as provided in Appendix A to this Agreement or, if not specifically provided for in Appendix A, as provided in Section 2.5 hereof or Section 11.3 5(d) of the Plan, it being understood that any such adjustment to the number of outstanding Restricted Stock Units shall be made with respect to any particular outstanding Restricted Stock Unit until such time as such Restricted Stock Unit expires, is forfeited or is actually distributed in shares of Common Stock or paid in cash hereunder. (c) The Pursuant to Section 11(c) of the Plan, the Company hereby grants to the Executive Grantee a Dividend Equivalents dividend equivalent award with respect to each Restricted Stock Unit granted pursuant to this Agreement for all ordinary quarterly cash dividends which are paid to all or substantially all holders of the outstanding shares of Common Stock between the Grant Date and the date when the Restricted Stock Unit is distributed or paid to the Executive Grantee or forfeited or expiresexpires (“Dividend Equivalents”). The Dividend Equivalents award for each Restricted Stock Unit shall be equal to the amount of cash which is paid as a dividend on one share of Common Stock. All such Dividend Equivalents shall be credited to the Executive Grantee and be deemed to be reinvested in additional Restricted Stock Units as of the date of payment of any such dividend based on the Fair Market Value of a share of Common Stock on such date. Each additional Restricted Stock Unit which results from such deemed reinvestment of Dividend Equivalents granted hereunder shall be subject to the same vesting, distribution or payment, adjustment and other provisions which apply to the underlying Restricted Stock Unit to which such additional Restricted Stock Unit relates. Notwithstanding anything to the contrary anywhere else in this Agreement, the Restricted Stock Units and Dividend Equivalents awards granted under this Agreement are subject to the terms, definitions and provisions of this Agreement and the Plan, which is incorporated herein by reference; provided, however, that in the event of any conflict between the provisions of this Agreement and those of the Plan, the provisions of this Agreement shall control.

AWARDS OF RESTRICTED STOCK UNITS AND DIVIDEND EQUIVALENTS. Section 1.1 Awards of Restricted Stock Units and Dividend Equivalents (a) For good and valuable consideration, on the Grant Date the Company hereby grants to the Executive Restricted Stock Units for 131,250 shares of Common Stock upon the terms and conditions set forth in this Agreement. Each Restricted Stock Unit represents the right to receive one share of Common Stock at the times and subject to the conditions set forth herein, upon payment of the purchase price of $0.01 per share of Common Stock without commission or other charge. The Company shall withhold this purchase price from the number of shares of Common Stock to be distributed, unless the Executive elects to pay this purchase price in cash by providing written notice to the Company of such election no less than 15 days prior to the date of which such shares are to be issued. (b) Pursuant to Section 11.3 of the Plan, the Company agrees to make proportionate adjustments to the number of outstanding Restricted Stock Units (including, without limitation, Restricted Stock Units issued in connection with the deemed reinvestment of Dividend Equivalents) as provided in Appendix A to this Agreement or, if not specifically provided for in Appendix A, as provided in Section 2.5 hereof or Section 11.3 of the Plan, it being understood that any such adjustment to the number of outstanding Restricted Stock Units shall be made with respect to any particular outstanding Restricted Stock Unit until such time as such Restricted Stock Unit expires, is forfeited or is actually distributed in shares of Common Stock or paid in cash hereunder. (c) The Company hereby grants to the Executive a Dividend Equivalents award with respect to each Restricted Stock Unit granted pursuant to this Agreement for all ordinary quarterly cash dividends which are paid to all or substantially all holders of the outstanding shares of Common Stock between the Grant Date and the date when the Restricted Stock Unit is distributed or paid to the Executive or forfeited or expires. The Dividend Equivalents award for each Restricted Stock Unit shall be equal to the amount of cash which is paid as a dividend on one share of Common Stock. All such Dividend Equivalents shall be credited to the Executive and be deemed to be reinvested in additional Restricted Stock Units as of the date of payment of any such dividend based on the Fair Market Value of a share of Common Stock on such date. Each additional Restricted Stock Unit which results from such deemed reinvestment of Dividend Equivalents granted hereunder shall be subject to the same vesting, distribution or payment, adjustment and other provisions which apply to the underlying Restricted Stock Unit to which such additional Restricted Stock Unit relates. Notwithstanding anything to the contrary anywhere else in this Agreement, the Restricted Stock Units and Dividend Equivalents awards granted under this Agreement are subject to the terms, definitions and provisions of this Agreement and the Plan, which is incorporated herein by reference; provided, however, that in the event of any conflict between the provisions of this Agreement and those of the Plan, the provisions of this Agreement shall control.