0001193125-15-017882 Sample Contracts

ATLAS ENERGY GROUP, LLC OPTION GRANT AGREEMENT
Option Grant Agreement • January 23rd, 2015 • Atlas Energy Group, LLC • Crude petroleum & natural gas • Delaware

THIS OPTION GRANT AGREEMENT (this “Agreement”) is made as of [DATE] (the “Date of Grant”) by and between Atlas Energy Group, LLC, a Delaware limited liability company (the “Company”), and [PARTICIPANT] (the “Participant”).

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AMENDMENT NO. 5 TO AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF ATLAS RESOURCE PARTNERS, L.P.
Amended and Restated Agreement of Limited Partnership • January 23rd, 2015 • Atlas Energy Group, LLC • Crude petroleum & natural gas • Delaware

THIS AMENDMENT NO. 5 to AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF ATLAS RESOURCE PARTNERS, L.P. (this “Amendment”), dated as of [—], 2015, is entered into and effectuated by Atlas Energy Group, LLC, a Delaware limited liability company (the “General Partner”) and the general partner of Atlas Resource Partners, L.P., a Delaware limited partnership (the “Partnership”), pursuant to authority granted to it in Section 13.1 of the Amended and Restated Agreement of Limited Partnership of the Partnership, dated as of March 13, 2012 (as amended from time to time, the “Limited Partnership Agreement”). Capitalized terms used but not defined herein are used as defined in the Limited Partnership Agreement.

ATLAS ENERGY GROUP, LLC PHANTOM UNIT GRANT AGREEMENT (NON-EMPLOYEE DIRECTOR)
Phantom Unit Grant Agreement • January 23rd, 2015 • Atlas Energy Group, LLC • Crude petroleum & natural gas • Delaware

THIS PHANTOM UNIT GRANT AGREEMENT (this “Agreement”) is made as of [DATE] (the “Date of Grant”) by and between Atlas Energy Group, LLC, a Delaware limited liability company (the “Company”), and [PARTICIPANT] (the “Participant”).

ATLAS ENERGY GROUP, LLC PHANTOM UNIT GRANT AGREEMENT
Phantom Unit Grant Agreement • January 23rd, 2015 • Atlas Energy Group, LLC • Crude petroleum & natural gas • Delaware

THIS PHANTOM UNIT GRANT AGREEMENT (this “Agreement”) is made as of [DATE] (the “Date of Grant”) by and between Atlas Energy Group, LLC, a Delaware limited liability company (the “Company”), and [PARTICIPANT] (the “Participant”).

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