0001193125-09-164108 Sample Contracts

SETTLEMENT AGREEMENT
Settlement Agreement • August 5th, 2009 • Energy Partners LTD • Crude petroleum & natural gas • Delaware

This Settlement Agreement (the “Settlement Agreement”) is entered into on this 23rd day of June, 2009 (the “Signing Date”), by and between Energy Partners, Ltd. (the “Company”) and Stephen D. Longon (“Individual”) (collectively, the “Parties”).

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SENIOR MANAGEMENT SETTLEMENT AGREEMENT
Senior Management Settlement Agreement • August 5th, 2009 • Energy Partners LTD • Crude petroleum & natural gas • Delaware

This Senior Management Settlement Agreement (the “Settlement Agreement”) is entered into on this 30th day of June, 2009 (the “Signing Date”), between Energy Partners, Ltd. (the “Company”) and Thomas DeBrock (“Individual”) (collectively, the “Parties”).

AMENDMENT TO CASH-SETTLED RESTRICTED SHARE UNIT AGREEMENT GRANTED TO PHILLIP A. GOBE
Restricted Share Unit Agreement • August 5th, 2009 • Energy Partners LTD • Crude petroleum & natural gas

The Cash-Settled Restricted Share Unit Agreement providing for the grant of Restricted Share Units to Phillip A. Gobe on May 30, 2007 under the Energy Partners, Ltd. 2006 Long Term Stock Incentive Plan are hereby amended in the following respects:

April 3, 2009 Energy Partners, Ltd.
Energy Partners LTD • August 5th, 2009 • Crude petroleum & natural gas
AMENDMENT TO RESTRICTED SHARE UNIT AGREEMENTS GRANTED TO PHILLIP A. GOBE
Restricted Share Unit Agreements • August 5th, 2009 • Energy Partners LTD • Crude petroleum & natural gas

The Restricted Share Unit Agreements providing for the grant of Restricted Share Units to Phillip A. Gobe on March 23, 2006 and August 3, 2006 under the Energy Partners, Ltd. 2006 Long Term Stock Incentive Plan are hereby amended in the following respects:

OMNIBUS SETTLEMENT AGREEMENT
Omnibus Settlement Agreement • August 5th, 2009 • Energy Partners LTD • Crude petroleum & natural gas • Delaware

This Omnibus Settlement Agreement (the “Settlement Agreement”) is entered into on this day of , 2009 (the “Signing Date”), between Energy Partners, Ltd. (the “Company”) and (“Individual”) (collectively, the “Parties”).

AMENDMENT TO CASH-SETTLED RESTRICTED SHARE UNIT AGREEMENT GRANTED TO PHILLIP A. GOBE
Restricted Share Unit Agreement • August 5th, 2009 • Energy Partners LTD • Crude petroleum & natural gas

The Cash-Settled Restricted Share Unit Agreement providing for the grant of cash-settled Restricted Share Units to Phillip A. Gobe on May 30, 2007 under the Energy Partners, Ltd. 2006 Long Term Stock Incentive Plan is hereby amended in the following respects:

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