0000950129-06-000624 Sample Contracts

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Agreement and Plan of Merger • January 25th, 2006 • Mariner Energy Inc • Crude petroleum & natural gas • Delaware
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AMENDMENT NO. 6, WAIVER AND AGREEMENT
6, Waiver and Agreement • January 25th, 2006 • Mariner Energy Inc • Crude petroleum & natural gas • Texas

This Amendment No. 6, Waiver and Agreement (“Agreement”) dated as of January 20, 2006 (“Effective Date”) is among Mariner Energy, Inc., a Delaware corporation (the “Borrower”), Mariner LP LLC, a Delaware limited liability company (“Mariner LLC”), Mariner Energy Texas LP, a Delaware limited partnership (“Mariner LP,” and together with Mariner LLC, collectively referred to herein as the “Guarantors”), the Lenders (as defined below), and Union Bank of California, N.A., as administrative agent for such Lenders (in such capacity, the “Administrative Agent”) and as issuing lender for such Lenders (in such capacity, the “Issuing Lender”).

NONSTATUTORY STOCK OPTION AGREEMENT
Agreement • January 25th, 2006 • Mariner Energy Inc • Crude petroleum & natural gas • Delaware

AGREEMENT (this “Agreement”) made as of *_________________ (the “Effective Date”), between MARINER ENERGY, INC., a Delaware corporation (the “Company”), and _________________ (“Employee”).

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