BREITBURN ENERGY PARTNERS, LP CONVERTIBLE PHANTOM UNIT AGREEMENTConvertible Phantom Unit Agreement • February 28th, 2014 • BreitBurn Energy Partners L.P. • Crude petroleum & natural gas • Delaware
Pursuant to this Convertible Phantom Unit Agreement, (the “Agreement”), BreitBurn GP, LLC (the “Company”), as the general partner of BreitBurn Energy Partners L.P., a Delaware limited partnership (the “Partnership”), hereby grants to [___________] (the “Participant”) the following award of Convertible Phantom Units (“CPUs”), pursuant and subject to the terms and conditions of this Agreement and the Partnership’s First Amended and Restated 2006 Long-Term Incentive Plan (the “Plan”), the terms and conditions of which are hereby incorporated into this Agreement by reference. Each CPU is hereby granted in tandem with a corresponding Performance Distribution Right (“PDR”), as further detailed in Section 3 below. Each CPU and PDR shall constitute an “Other Unit-Based Award” under the terms of the Plan. Except as otherwise expressly provided herein (including on Exhibit A hereto), all capitalized terms used in this Agreement, but not otherwise defined, shall have the meanings provided in the
FIRST AMENDMENT TO BREITBURN ENERGY PARTNERS LP 2006 LONG TERM INCENTIVE PLAN CONVERTIBLE PHANTOM UNIT AGREEMENTSConvertible Phantom Unit Agreement • March 2nd, 2015 • Breitburn Energy Partners LP • Crude petroleum & natural gas • Delaware
This First Amendment (this “Amendment”) to the Convertible Phantom Unit Agreement by and between Breitburn GP LLC (“Breitburn GP”) and ______________ (the “Participant”), with a grant date of January 28, 2013 (the “2013 CPU Agreement”) and issued under the Breitburn Energy Partners LP’s (“Partnership”) First Amended and Restated 2006 Long Term Incentive Plan (the “Plan”), was approved on January 26, 2015 by the Compensation and Governance Committee of the Board of Directors of Breitburn GP (the “Board”), acting in its capacity as the Administrator of the Plan and as General Partner of Breitburn Energy Partners LP and is entered into between Breitburn GP and the Participant as of the date hereof.
SECOND AMENDMENT TO BREITBURN ENERGY PARTNERS L.P. 2006 LONG TERM INCENTIVE PLAN CONVERTIBLE PHANTOM UNIT AGREEMENTSConvertible Phantom Unit Agreement • March 9th, 2011 • BreitBurn Energy Partners L.P. • Crude petroleum & natural gas • Delaware
This Second Amendment (this “Amendment”) to the Convertible Phantom Unit Agreement by and between BreitBurn GP, LLC (“BreitBurn GP”) and [NAME] (the “Participant”), with a grant date of December 26, 2007, as amended (the “CPU Agreement”) and issued under the BreitBurn Energy Partners L.P. (“Partnership”) 2006 Long Term Incentive Plan (the “Plan”) was approved on January 29, 2010 by the Board of Directors of BreitBurn GP (the “Board”), acting in its capacity as the Administrator of the Plan and as General Partner of BreitBurn Energy Partners L.P and is entered into between BreitBurn GP and the Participant as of the date hereof.
THIRD AMENDMENT TO BREITBURN ENERGY PARTNERS L.P. 2006 LONG TERM INCENTIVE PLAN CONVERTIBLE PHANTOM UNIT AGREEMENTSConvertible Phantom Unit Agreement • March 9th, 2011 • BreitBurn Energy Partners L.P. • Crude petroleum & natural gas • Delaware
This Third Amendment (this “Amendment”) to the Convertible Phantom Unit Agreement by and between BreitBurn GP, LLC (“BreitBurn GP”) and [NAME] (the “Participant”), with a grant date of December 26, 2007, as amended (the “CPU Agreement”) and issued under the BreitBurn Energy Partners L.P. (“Partnership”) 2006 Long Term Incentive Plan (the “Plan”), as restated and amended, was approved on January 28, 2011 by the Compensation and Governance Committee of the Board of Directors of BreitBurn GP (the “Board”), acting in its capacity as the Administrator of the Plan and as General Partner of BreitBurn Energy Partners L.P and is entered into between BreitBurn GP and the Participant as of the date hereof.
BREITBURN ENERGY PARTNERS, LP CONVERTIBLE PHANTOM UNIT AGREEMENTConvertible Phantom Unit Agreement • August 11th, 2008 • BreitBurn Energy Partners L.P. • Crude petroleum & natural gas • Delaware
Pursuant to this Convertible Phantom Unit Agreement, (the “Agreement”), BreitBurn GP, LLC (the “Company”), as the general partner of BreitBurn Energy Partners L.P., a Delaware limited partnership (the “Partnership”), hereby grants to [___________] (the “Participant”) the following award of Convertible Phantom Units (“CPUs”), pursuant and subject to the terms and conditions of this Agreement and the Partnership’s 2006 Long-Term Incentive Plan (the “Plan”), the terms and conditions of which are hereby incorporated into this Agreement by reference. Each CPU is hereby granted in tandem with a corresponding Performance Distribution Right (“PDR”), as further detailed in Section 3 below. Each CPU and PDR shall constitute an “Other Unit-Based Award” under the terms of the Plan. Except as otherwise expressly provided herein (including on Exhibit A hereto), all capitalized terms used in this Agreement, but not otherwise defined, shall have the meanings provided in the Plan.
FOURTH AMENDMENT TO BREITBURN ENERGY PARTNERS L.P. 2006 LONG-TERM INCENTIVE PLAN CONVERTIBLE PHANTOM UNIT AGREEMENTConvertible Phantom Unit Agreement • December 6th, 2012 • BreitBurn Energy Partners L.P. • Crude petroleum & natural gas • Delaware
This Fourth Amendment (this “Amendment”) to the Convertible Phantom Unit Agreement by and between BreitBurn GP, LLC (“BreitBurn GP”) and Randall H. Breitenbach (the “Participant”), with a grant date of December 26, 2007, as amended by the first, second and third amendments thereto (the “CPU Agreement”) and issued under the BreitBurn Energy Partners L.P. (the “Partnership”) 2006 Long-Term Incentive Plan, as amended and restated (the “Plan”), was approved by the Compensation and Governance Committee of the Board of Directors of BreitBurn GP, acting in its capacity as administrator of the Plan and as the general partner of the Partnership, and is entered into by and among BreitBurn GP, the Partnership and the Participant as of November 30, 2012. Capitalized terms used and not otherwise defined herein shall have the meanings ascribed to such terms in the CPU Agreement.
FIRST AMENDMENT TO BREITBURN ENERGY PARTNERS LP 2006 LONG TERM INCENTIVE PLAN CONVERTIBLE PHANTOM UNIT AGREEMENTSConvertible Phantom Unit Agreement • March 2nd, 2015 • Breitburn Energy Partners LP • Crude petroleum & natural gas • Delaware
This First Amendment (this “Amendment”) to the Convertible Phantom Unit Agreement by and between Breitburn GP LLC (“Breitburn GP”) and [NAME] (the “Participant”), with a grant date of January 29, 2014 (the “2014 CPU Agreement”) and issued under the Breitburn Energy Partners LP’s (“Partnership”) First Amended and Restated 2006 Long Term Incentive Plan (the “Plan”), was approved on January 26, 2015 by the Compensation and Governance Committee of the Board of Directors of BreitBurn GP (the “Board”), acting in its capacity as the Administrator of the Plan and as General Partner of Breitburn Energy Partners LP and is entered into between Breitburn GP and the Participant as of the date hereof.
FORM OF FOURTH AMENDMENT TO BREITBURN ENERGY PARTNERS L.P. 2006 LONG-TERM INCENTIVE PLAN CONVERTIBLE PHANTOM UNIT AGREEMENTConvertible Phantom Unit Agreement • December 14th, 2012 • BreitBurn Energy Partners L.P. • Crude petroleum & natural gas • Delaware
This Fourth Amendment (this “Amendment”) to the Convertible Phantom Unit Agreement by and between BreitBurn GP, LLC (“BreitBurn GP”) and [_____________] (the “Participant”), with a grant date of December 26, 2007, as amended by the first, second and third amendments thereto (the “CPU Agreement”) and issued under the BreitBurn Energy Partners L.P. (the “Partnership”) 2006 Long-Term Incentive Plan, as amended and restated (the “Plan”), was approved by the Compensation and Governance Committee of the Board of Directors of BreitBurn GP, acting in its capacity as administrator of the Plan and as the general partner of the Partnership, and is entered into by and among BreitBurn GP, the Partnership and the Participant as of December 13, 2012. Capitalized terms used and not otherwise defined herein shall have the meanings ascribed to such terms in the CPU Agreement.
