Common use of VESTING SCHEDULE; SERVICE REQUIREMENT Clause in Contracts

VESTING SCHEDULE; SERVICE REQUIREMENT. Except as otherwise accelerated by the Committee or provided below in this Section 3, the Awarded Shares shall vest during Participant’s continued service with the Company or an Affiliate (including Participant’s services for the Company pursuant to the Services Agreement, dated as of December 19, 2011, by and between Xxxxxxx Oil & Gas Corporation and the Company) (“Continuous Service”) on the “Vesting Date” set forth above (the “Vesting Date”) on the first page of this Agreement under the heading “Vesting of Awarded Shares,” as follows: one hundred percent (100%) of the Awarded Shares will vest on the fifth anniversary of the Date of Grant. Notwithstanding the foregoing, (i) fifty percent (50%) of the Awarded Shares will vest on the first date that the Fair Market Value of one Common Share for each day in the prior fifteen (15) trading day period equals or exceeds $9.81 and (ii) one hundred percent (100%) of the Awarded Shares will vest on the first date that the Fair Market Value of one Common Share for each day in the prior fifteen (15) trading day period equals or exceeds $13.08, in each case, subject to Participant’s Continuous Service through such date; provided, that if such date referenced in clause (i) or clause (ii) occurs prior to the first anniversary of the Date of Grant, the Awarded Shares will instead vest on the first anniversary of the Date of Grant pursuant to clause (i) or clause (ii), as applicable. For purposes of clarity, the date on which any of the Awarded Shares become Vested Awarded Shares pursuant to clause (i) or clause (ii) shall be deemed to be the Vesting Date with respect to such Awarded Shares. Awarded Shares that have vested pursuant to this Agreement are referred to herein as “Vested Awarded Shares” and Awarded Shares that have not yet vested pursuant to this Agreement are referred to herein as “Unvested Awarded Shares.” Notwithstanding the foregoing, upon the occurrence of a Change of Control, a Qualifying Termination (as defined below), Participant’s death or Disability, any Unvested Awarded Shares shall become Vested Awarded Shares. If an installment of the vesting would result in a fractional Vested Awarded Share, such installment will be rounded to the next lower Awarded Share except the final installment, which will be for the balance of the Awarded Shares. Upon vesting of the Awarded Shares, the Company shall, unless otherwise paid by Participant as described in Section 9(a) below, withhold that number of Vested Awarded Shares necessary to satisfy any Required Withholding obligation of Participant in accordance with the provisions of Section 9(a) below, and thereafter instruct its transfer agent to deliver to Participant all remaining Vested Awarded Shares in a stock certificate or in book entry form.

VESTING SCHEDULE; SERVICE REQUIREMENT. Except as otherwise accelerated by the Committee or provided below in this Section 32, the Awarded Phantom Shares shall vest during Participant’s continued service with the Company or an Affiliate (including Participant’s services for the Company pursuant to the Services Agreement, dated as of December 19, 2011, by and between Xxxxxxx Oil & Gas Corporation and the Company) (“Continuous Service”) on the “Vesting Date” set forth above (the “Vesting Date”) on the first page of this Agreement under the heading “Vesting of Awarded Phantom Shares,” as follows: one hundred percent (100%) of the Awarded Phantom Shares will vest on the fifth anniversary of the Date of Grant. Notwithstanding the foregoing, (i) fifty percent (50%) of the Awarded Phantom Shares will vest on the first date that the Fair Market Value of one Common Share for each day in the prior fifteen (15) trading day period equals or exceeds $9.81 4.52 and (ii) one hundred percent (100%) of the Awarded Phantom Shares will vest on the first date that the Fair Market Value of one Common Share for each day in the prior fifteen (15) trading day period equals or exceeds $13.086.02, in each case, subject to the Participant’s Continuous Service through such date; provided, that if such date referenced in clause (i) or clause (ii) occurs prior to the first anniversary of the Date of Grant, the Awarded Phantom Shares will instead vest on the first anniversary of the Date of Grant pursuant to clause (i) or clause (ii), as applicable. For purposes of clarity, the date on which any of the Awarded Phantom Shares become Vested Awarded Phantom Shares pursuant to clause (i) or clause (ii) shall be deemed to be the Vesting Date with respect to such Awarded Phantom Shares. Awarded Phantom Shares that have vested pursuant to this Agreement are referred to herein as “Vested Awarded Phantom Shares” and Awarded Phantom Shares that have not yet vested pursuant to this Agreement are referred to herein as “Unvested Awarded Phantom Shares.” Notwithstanding the foregoing, upon the occurrence of a Change of Control, a Qualifying Termination (as defined below), a Constructive Termination (as defined below), Participant’s death or Disability, any Unvested Awarded Phantom Shares shall become Vested Awarded Phantom Shares. If an installment of the vesting would result in a fractional Vested Awarded Phantom Share, such installment will be rounded to the next lower Awarded Phantom Share except the final installment, which will be for the balance of the Awarded Phantom Shares. Upon vesting of the Awarded Shares, the Company shall, unless otherwise paid by Participant as described in Section 9(a) below, withhold that number of Vested Awarded Shares necessary to satisfy any Required Withholding obligation of Participant in accordance with the provisions of Section 9(a) below, and thereafter instruct its transfer agent to deliver to Participant all remaining Vested Awarded Shares in a stock certificate or in book entry form.

VESTING SCHEDULE; SERVICE REQUIREMENT. Except as otherwise accelerated by the Committee or provided below in this Section 32, the Awarded Phantom Shares shall vest during Participant’s continued service with the Company or an Affiliate (including Participant’s services for the Company pursuant to the Services Agreement, dated as of December 19, 2011, by and between Xxxxxxx Oil & Gas Corporation and the Company) (“Continuous Service”) on the “Vesting Date” set forth above (the “Vesting Date”) on the first page of this Agreement under the heading “Vesting of Awarded Phantom Shares,” as follows: one hundred percent (100%) of the Awarded Phantom Shares will vest on the fifth anniversary of the Date of Grant. Notwithstanding the foregoing, (i) fifty percent (50%) of the Awarded Phantom Shares will vest on the first date that the Fair Market Value of one Common Share for each day in the prior fifteen (15) trading day period equals or exceeds $9.81 and (ii) one hundred percent (100%) of the Awarded Phantom Shares will vest on the first date that the Fair Market Value of one Common Share for each day in the prior fifteen (15) trading day period equals or exceeds $13.08, in each case, subject to the Participant’s Continuous Service through such date; provided, that if such date referenced in clause (i) or clause (ii) occurs prior to the first anniversary of the Date of Grant, the Awarded Phantom Shares will instead vest on the first anniversary of the Date of Grant pursuant to clause (i) or clause (ii), as applicable. For purposes of clarity, the date on which any of the Awarded Phantom Shares become Vested Awarded Phantom Shares pursuant to clause (i) or clause (ii) shall be deemed to be the Vesting Date with respect to such Awarded Phantom Shares. Awarded Phantom Shares that have vested pursuant to this Agreement are referred to herein as “Vested Awarded Phantom Shares” and Awarded Phantom Shares that have not yet vested pursuant to this Agreement are referred to herein as “Unvested Awarded Phantom Shares.” Notwithstanding the foregoing, upon the occurrence of a Change of Control, a Qualifying Termination (as defined below), Participant’s death or Disability, any Unvested Awarded Phantom Shares shall become Vested Awarded Phantom Shares. If an installment of the vesting would result in a fractional Vested Awarded Phantom Share, such installment will be rounded to the next lower Awarded Phantom Share except the final installment, which will be for the balance of the Awarded Phantom Shares. Upon vesting of the Awarded Shares, the Company shall, unless otherwise paid by Participant as described in Section 9(a) below, withhold that number of Vested Awarded Shares necessary to satisfy any Required Withholding obligation of Participant in accordance with the provisions of Section 9(a) below, and thereafter instruct its transfer agent to deliver to Participant all remaining Vested Awarded Shares in a stock certificate or in book entry form.

VESTING SCHEDULE; SERVICE REQUIREMENT. Except as otherwise accelerated by the Committee or provided below in this Section 3, the Awarded Shares shall vest during Participant’s continued service with the Company or an Affiliate (including Participant’s services for the Company pursuant to the Services Agreement, dated as of December 19, 2011, by and between Xxxxxxx Oil & Gas Corporation and the Company) (“Continuous Service”) on the “Vesting Date” set forth above (the “Vesting Date”) on the first page of this Agreement under the heading “Vesting of Awarded Shares,” as follows: one hundred percent (100%) of the Awarded Shares will vest on the fifth anniversary of the Date of Grant. Notwithstanding the foregoing, (i) fifty percent (50%) of the Awarded Shares will vest on the first date that the Fair Market Value of one Common Share for each day in the prior fifteen (15) trading day period equals or exceeds $9.81 4.52 and (ii) one hundred percent (100%) of the Awarded Shares will vest on the first date that the Fair Market Value of one Common Share for each day in the prior fifteen (15) trading day period equals or exceeds $13.08, 6.02 in each case, subject to Participant’s Continuous Service through such date; provided, that if such date referenced in clause (i) or clause (ii) occurs prior to the first anniversary of the Date of Grant, the Awarded Shares will instead vest on the first anniversary of the Date of Grant pursuant to clause (i) or clause (ii), as applicable. For purposes of clarity, the date on which any of the Awarded Shares become Vested Awarded Shares pursuant to clause (i) or clause (ii) shall be deemed to be the Vesting Date with respect to such Awarded Shares. Awarded Shares that have vested pursuant to this Agreement are referred to herein as “Vested Awarded Shares” and Awarded Shares that have not yet vested pursuant to this Agreement are referred to herein as “Unvested Awarded Shares.” Notwithstanding the foregoing, upon the occurrence of a Change of Control, a Qualifying Termination (as defined below), a Constructive Termination (as defined below), Participant’s death or Disability, any Unvested Awarded Shares shall become Vested Awarded Shares. If an installment of the vesting would result in a fractional Vested Awarded Share, such installment will be rounded to the next lower Awarded Share except the final installment, which will be for the balance of the Awarded Shares. Upon vesting of the Awarded Shares, the Company shall, unless otherwise paid by Participant as described in Section 9(a) below, withhold that number of Vested Awarded Shares necessary to satisfy any Required Withholding obligation of Participant in accordance with the provisions of Section 9(a) below, and thereafter instruct its transfer agent to deliver to Participant all remaining Vested Awarded Shares in a stock certificate or in book entry form.