0000912750-15-000027 Sample Contracts

RESTRICTED STOCK UNIT AWARD AGREEMENT
Non-Compete Agreement • May 6th, 2015 • Newfield Exploration Co /De/ • Crude petroleum & natural gas • Texas

The Compensation & Management Development Committee (the “Committee”) of the Board of Directors of Newfield Exploration Company, a Delaware corporation (the “Company”), pursuant to the Newfield Exploration Company 2011 Omnibus Stock Plan (the “Plan”), as amended, hereby awards to you, the above-named awardee, effective as of the Date of Award set forth above (the “Date of Award”), that number of restricted stock units set forth above (the “Restricted Stock Units”), on the following terms and conditions:

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FOURTH AMENDMENT TO CREDIT AGREEMENT DATED AS OF MARCH 5, 2015 AMONG NEWFIELD EXPLORATION COMPANY, AS BORROWER, THE LENDERS PARTY HERETO, AND
Credit Agreement • May 6th, 2015 • Newfield Exploration Co /De/ • Crude petroleum & natural gas • New York

THIS FOURTH AMENDMENT TO CREDIT AGREEMENT (this “Fourth Amendment”) dated as of March 5, 2015, among NEWFIELD EXPLORATION COMPANY, a Delaware corporation, (the “Borrower”); each of the lenders party to the Credit Agreement referred to below (collectively, the “Lenders”); JPMORGAN CHASE BANK, N.A., as administrative agent for the Lenders (in such capacity, together with its successors in such capacity, the “Administrative Agent”); and WELLS FARGO BANK, NATIONAL ASSOCIATION as syndication agent for the Lenders.

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