0000950123-11-061169 Sample Contracts

LIMITED PARTNERSHIP AGREEMENT OF MEMORIAL PRODUCTION PARTNERS LP
Limited Partnership Agreement • June 23rd, 2011 • Memorial Production Partners LP • Delaware

THIS AGREEMENT OF LIMITED PARTNERSHIP, dated as of April 27, 2011 (this “Agreement”), is made, executed and agreed to by Memorial Production Partners GP LLC, a Delaware limited liability company, as general partner, and Memorial Resource Development LLC, a Delaware limited liability company, as Organizational Limited Partner.

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LIMITED LIABILITY COMPANY AGREEMENT OF MEMORIAL PRODUCTION PARTNERS GP LLC
Limited Liability Company Agreement • June 23rd, 2011 • Memorial Production Partners LP • Delaware

THIS LIMITED LIABILITY COMPANY AGREEMENT (this “Agreement”), dated effective as of April 27, 2011, is made by and among Memorial Production Partners GP LLC, a Delaware limited liability company, and the entity listed below as the sole member of the Company.

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