0001193125-14-224119 Sample Contracts

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • June 3rd, 2014 • Atlas Resource Partners, L.P. • Drilling oil & gas wells • New York

This REGISTRATION RIGHTS AGREEMENT dated June 2, 2014 (this “Agreement”) is entered into by and among Atlas Energy Holdings Operating Company, LLC, a Delaware limited liability company (the “Company”) and Atlas Resource Finance Corporation, a Delaware corporation, (the “Co-Issuer” and, collectively with the Company, the “Issuers”), the guarantors listed in Schedule 1 hereto (the “Initial Guarantors”) and Wells Fargo Securities, LLC (“Wells Fargo”) and Deutsche Bank Securities Inc. (“DBSI” and, together with Wells Fargo, the “Initial Purchasers”).

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SUPPLEMENTAL INDENTURE
Supplemental Indenture • June 3rd, 2014 • Atlas Resource Partners, L.P. • Drilling oil & gas wells • New York

FIRST SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”) dated as of June 2, 2014, by and among Atlas Energy Holdings Operating Company, LLC, a Delaware limited liability company (the “Company”), Atlas Resource Finance Corporation, a Delaware corporation (“Finance Co” and, together with the Company, the “Issuers”), Atlas Resource Partners, L.P. (“ARP”), each of the parties identified under the caption “Subsidiary Guarantors” on the signature page hereto (the “Subsidiary Guarantors” and, together with ARP, the “Guarantors”) and U.S. Bank National Association, a national banking association, as Trustee (the “Trustee”).

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