0001104659-12-055239 Sample Contracts

WARREN RESOUCES, INC. Restricted Stock Unit Agreement (Non-Employee Director)
Warren Resouces • August 7th, 2012 • Warren Resources Inc • Crude petroleum & natural gas • Maryland

This is a Restricted Stock Unit Agreement (“Agreement”) between Warren Resources, Inc. , a Maryland corporation (the “Company”), and the recipient identified above (the “Recipient”) effective as of the date of grant specified above. To the extent any capitalized terms used in this Agreement are not defined, they shall have the meaning ascribed to them in the Company’s 2010 Stock Incentive Plan, as amended (the “Plan”).

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WARREN RESOURCES, INC. RESTRICTED STOCK UNIT AGREEMENT
Warren Resources • August 7th, 2012 • Warren Resources Inc • Crude petroleum & natural gas

THIS AGREEMENT, dated as of , 2012 (“Grant Date”) by and between Warren Resources, Inc., a Maryland Corporation (“Corporation”), and (“Grantee”), is entered into as follows:

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