AMENDMENT NO. 1 TO THIRD AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF PENN VIRGINIA RESOURCE PARTNERS, L.P.Penn Virginia Resource Partners L P • February 24th, 2009 • Bituminous coal & lignite surface mining • Delaware
This Amendment No. 1 (this “Amendment No. 1”) to the Third Amended and Restated Agreement of Limited Partnership (as amended, the “Partnership Agreement”) of Penn Virginia Resource Partners, L.P. (the “Partnership”) is hereby adopted on February 19, 2009 by Penn Virginia Resource GP, LLC, a Delaware limited liability company (the “General Partner”), as general partner of the Partnership. Capitalized terms used but not defined herein are used as defined in the Partnership Agreement.
PENN VIRGINIA RESOURCE GP, LLC FIFTH AMENDED AND RESTATED LONG-TERM INCENTIVE PLAN PHANTOM UNIT AWARDTerm Incentive Plan • February 24th, 2009 • Penn Virginia Resource Partners L P • Bituminous coal & lignite surface mining • Delaware
This PHANTOM UNIT AWARD AGREEMENT (the “Agreement”), dated as of , 20 (the “Date of Grant”), is delivered by Penn Virginia Resource GP, LLC (the “Company”), the general partner of Penn Virginia Resource Partners, L.P. (the “Partnership”) to (the “Participant”).
