FORM OF CONTRIBUTION, CONVEYANCE AND ASSUMPTION AGREEMENT AMONG ENCORE ACQUISITION COMPANY, ENCORE OPERATING, L.P., ENCORE PARTNERS GP HOLDINGS LLC, ENCORE PARTNERS LP HOLDINGS LLC, ENCORE ENERGY PARTNERS GP LLC, ENCORE ENERGY PARTNERS LP AND ENCORE...Contribution, Conveyance and Assumption Agreement • August 10th, 2007 • Encore Energy Partners LP • Crude petroleum & natural gas • Texas
This Contribution, Conveyance and Assumption Agreement, dated as of ___, 2007, is entered into by and among Encore Acquisition Company, a Delaware corporation (“EAC”), Encore Operating, L.P., a Texas limited partnership (“Encore Operating”), Encore Partners GP Holdings LLC, a Delaware limited liability company (“GP Holdings”), Encore Partners LP Holdings LLC, a Delaware limited liability company (“LP Holdings”), Encore Energy Partners GP LLC, a Delaware limited liability company (the “General Partner”), Encore Energy Partners LP, a Delaware limited partnership (the “Partnership”), and Encore Energy Partners Operating LLC, a Delaware limited liability company (“ENP Operating”). The above-named entities are sometimes referred to in this Agreement each as a “Party” and collectively as the “Parties.” Capitalized terms used herein shall have the meanings assigned to such terms in Section 1.1.
FORM OF ENCORE ENERGY PARTNERS GP LLC LONG-TERM INCENTIVE PLAN DIRECTOR PHANTOM UNIT AGREEMENTPhantom Unit Agreement • August 10th, 2007 • Encore Energy Partners LP • Crude petroleum & natural gas • Delaware
This Phantom Unit Agreement (“Agreement”) between Encore Energy Partners GP LLC (the “Company”) and ___(the “Participant”), a Director of the Company, regarding an award (“Award”) of ___Phantom Units (as defined in the Encore Energy Partners GP LLC Long-Term Incentive Plan (the “Plan”)) granted to the Participant on ___(the “Grant Date”), such number of Phantom Units subject to adjustment as provided in the Plan, and further subject to the following terms and conditions:
