0001193125-15-120069 Sample Contracts

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • April 6th, 2015 • Atlas Resource Partners, L.P. • Drilling oil & gas wells • Texas

This Registration Rights Agreement, dated as of March 31, 2015, (this “Agreement”), is entered into by and between Atlas Resource Partners, L.P., a Delaware limited partnership (“Issuer”), and Cinco Resources, Inc., a Delaware corporation (“Holder”).

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SECOND AMENDMENT TO PURCHASE AND SALE AGREEMENT
Purchase and Sale Agreement • April 6th, 2015 • Atlas Resource Partners, L.P. • Drilling oil & gas wells • Texas

This Second Amendment to the Purchase and Sale Agreement (this “Amendment”) is made and entered into effective as of March 31, 2015, by and between Cinco Resources, Inc., a Delaware corporation (“Cinco”), Cima Resources, LLC, a Delaware limited liability company (“Cima” and together with Cinco, “Seller”), ARP Eagle Ford, LLC, a Texas limited liability company (“ARP Purchaser”), Atlas Growth Eagle Ford, LLC, a Texas limited liability company (“AGP Purchaser” and together with ARP Purchaser, “Purchaser”) and Atlas Resource Partners, L.P., a Delaware limited partnership (“Parent”).

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