0001193125-09-140378 Sample Contracts

DIRECTOR RESTRICTED PHANTOM UNIT AGREEMENT UNDER THE STONEMOR PARTNERS L.P. LONG-TERM INCENTIVE PLAN
Restricted Phantom Unit Agreement • June 29th, 2009 • Stonemor Partners Lp • Services-personal services • Pennsylvania

This Director Restricted Phantom Unit Agreement (the “Agreement”) entered into as of June 23, 2009 (the “Agreement Date”), by and between StoneMor GP LLC (the “Company”), the general partner of and acting on behalf of StoneMor Partners L.P., a Delaware limited partnership (the “Partnership”) and Robert Hellman, a director of the Company (the “Participant”).

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