ABRAXAS ENERGY PARTNERS, L.P. Common Units Representing Limited Partner Interests UNDERWRITING AGREEMENTUnderwriting Agreement • November 16th, 2007 • Abraxas Energy Partners LP • Crude petroleum & natural gas • Texas
This letter is being delivered to you in connection with the proposed Underwriting Agreement (the "Underwriting Agreement"), by and among Abraxas Energy Partners, L.P. (the "Partnership"), Abraxas Operating, LLC, Abraxas General Partner, LLC, Abraxas Energy Investments, LLC, Citigroup Global Markets Inc. and each of you as representatives of a group of Underwriters named therein, relating to an underwritten public offering of units, representing limited partner interests (the "Partnership Units"), in the Partnership. Capitalized terms used herein but not defined herein shall have the meaning given such terms in the Underwriting Agreement.
FORM OF INDEMNIFICATION AGREEMENTIndemnification Agreement • November 16th, 2007 • Abraxas Energy Partners LP • Crude petroleum & natural gas • Delaware
THIS INDEMNIFICATION AGREEMENT (this "Agreement") is made as of , 2007 by and among Abraxas General Partner, LLC, a Delaware limited liability company (the "Company"), Abraxas Energy Partners, L.P., a Delaware limited partnership (the "Partnership"), and ("Indemnitee").
ABRAXAS ENERGY PARTNERS, L.P. LONG-TERM INCENTIVE PLAN RESTRICTED UNIT GRANT AGREEMENTRestricted Unit Grant Agreement • November 16th, 2007 • Abraxas Energy Partners LP • Crude petroleum & natural gas
This Restricted Unit Grant Agreement ("Grant Agreement") is made and entered into effective as of , 2007 (the "Grant Date") by and between ABRAXAS ENERGY PARTNERS, L.P., a Delaware limited partnership (the "Partnership"), and ("Participant").
ABRAXAS ENERGY PARTNERS, L.P. LONG-TERM INCENTIVE PLAN OPTION AGREEMENTOption Agreement • November 16th, 2007 • Abraxas Energy Partners LP • Crude petroleum & natural gas
This Option Agreement ("Option Agreement") is made and entered into effective as of , 2007 (the "Grant Date") by and between ABRAXAS ENERGY PARTNERS, L.P., a Delaware limited partnership (the "Partnership"), and ("Participant").
