NGL Letterhead]Restricted Unit Grant Agreement • August 14th, 2012 • NGL Energy Partners LP • Retail-miscellaneous retail
We are extremely pleased to inform you that the Board of Directors of NGL Energy Holdings LLC (“Board”), upon the recommendation of the Compensation Committee, has awarded you Restricted Units (“Grants”) representing [ ] common units under the terms of the NGL Energy Partners LP 2011 Long Term Incentive Plan, as amended from time to time (the “LTIP”). The Grant shall be subject to the terms and conditions of the LTIP and this Agreement. This Grant vests as indicated below, subject to your continued employment on each anniversary date. Any portion of this Grant that does not vest will be forfeited. Common units will be issued to you upon vesting. Cash distributions will not be accrued or paid until the Grants are vested. Subsequent to vesting, distributions will be made at the same times and in the same amounts as other outstanding common units.
