0001193125-10-058078 Sample Contracts

DIRECTOR UNIT APPRECIATION RIGHTS AGREEMENT UNDER THE STONEMOR PARTNERS L.P. LONG-TERM INCENTIVE PLAN
Unit Appreciation Rights Agreement • March 16th, 2010 • Stonemor Partners Lp • Services-personal services

This Director Unit Appreciation Rights Agreement (the “Agreement”) entered into as of December 16, 2009, (the “Agreement Date”), by and between StoneMor GP LLC (the “Company”), the general partner of and acting on behalf of StoneMor Partners L.P., a Delaware limited partnership (the “Partnership”), and , a member of the board of directors of the Company (the “Participant”).

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