0001358831-07-000071 Sample Contracts

UNIT PURCHASE AGREEMENT BY AND AMONG LEGACY RESERVES LP, LEGACY RESERVES GP, LLC AND THE PURCHASERS
Unit Purchase Agreement • November 9th, 2007 • Legacy Reserves Lp • Crude petroleum & natural gas • New York

UNIT PURCHASE AGREEMENT, dated effective as of November 7, 2007 (this “Agreement”), by and among Legacy Reserves LP, a Delaware limited partnership (the “Partnership”), each of the Purchasers listed in the signature pages attached hereto (each referred to herein as a “Purchaser” and collectively, the “Purchasers”), and, solely for purposes of Section 8.14 of this Agreement, Legacy Reserves GP, LLC, a Delaware limited liability company (the “General Partner”).

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REGISTRATION RIGHTS AGREEMENT BY AND AMONG LEGACY RESERVES LP AND THE PURCHASERS NAMED ON THE SIGNATURE PAGES HERETO
Registration Rights Agreement • November 9th, 2007 • Legacy Reserves Lp • Crude petroleum & natural gas • New York

This REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of November 8, 2007, by and among Legacy Reserves LP, a Delaware limited partnership (the “Partnership”), and each of the Purchasers set forth on the signature pages to this Agreement (each, a “Purchaser” and collectively, the “Purchasers”).

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