0001193125-18-218217 Sample Contracts

Berry Petroleum Corporation Common Stock Underwriting Agreement
Underwriting Agreement • July 16th, 2018 • Berry Petroleum Corp • Crude petroleum & natural gas • New York

Berry Petroleum Corporation, a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated in this agreement (this “Agreement”), to issue and sell to the Underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of [●] shares and, at the election of the Underwriters, up to [●] additional shares of common stock, par value $0.001 per share of the Company (“Stock”) and the stockholders of the Company named in Schedule II hereto (the “Selling Stockholders”) propose, subject to the terms and conditions stated in this Agreement, to sell to the Underwriters an aggregate of [●] shares and, at the election of the Underwriters, up to [●] additional shares of Stock. The aggregate of [●] shares of Stock to be sold by the Company and the Selling Stockholders is herein called the “Firm Shares” and the aggregate of [●] additional shares of Stock to be sold by the Company and the Selling Stockholders is herein called the “Optional Shares.” The Firm Shares

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RESTRICTED STOCK UNIT AWARD AGREEMENT PURSUANT TO THE BERRY PETROLEUM CORPORATION 2017 OMNIBUS INCENTIVE PLAN
Restricted Stock Unit Award Agreement • July 16th, 2018 • Berry Petroleum Corp • Crude petroleum & natural gas • Delaware

THIS RESTRICTED STOCK UNIT AWARD AGREEMENT (this “Agreement”) dated as of the Grant Date specified above (“Grant Date”), is entered into by and between Berry Petroleum Corporation, a corporation organized in the State of Delaware (the “Company”), and the Participant specified above, pursuant to the Berry Petroleum Corporation 2017 Omnibus Incentive Plan, as in effect and as amended from time to time (the “Plan”).

PERFORMANCE-BASED RESTRICTED STOCK UNIT AWARD AGREEMENT PURSUANT TO THE BERRY PETROLEUM CORPORATION 2017 OMNIBUS INCENTIVE PLAN
Restricted Stock Unit Award Agreement • July 16th, 2018 • Berry Petroleum Corp • Crude petroleum & natural gas • Delaware

THIS PERFORMANCE-BASED RESTRICTED STOCK UNIT AWARD AGREEMENT (this “Agreement”) dated as of the Grant Date specified above (“Grant Date”), is entered into by and between Berry Petroleum Corporation, a corporation organized in the State of Delaware (the “Company”), and the Participant specified above, pursuant to the Berry Petroleum Corporation 2017 Omnibus Incentive Plan, as in effect and as amended from time to time (the “Plan”).

STOCK PURCHASE AGREEMENT
Stock Purchase Agreement • July 16th, 2018 • Berry Petroleum Corp • Crude petroleum & natural gas • New York

This STOCK PURCHASE AGREEMENT (this “Agreement”) is entered into as of July , 2018, by and between Berry Petroleum Corporation, a Delaware corporation (the “Company”), and each of the parties identified on Schedule I hereto (each a “Seller” and collectively, the “Sellers”).

STOCK PURCHASE AGREEMENT
Stock Purchase Agreement • July 16th, 2018 • Berry Petroleum Corp • Crude petroleum & natural gas • New York

This STOCK PURCHASE AGREEMENT (this “Agreement”) is entered into as of July , 2018, by and between Berry Petroleum Corporation, a Delaware corporation (the “Company”), and each of the parties identified on Schedule I hereto (each a “Seller” and collectively, the “Sellers”).

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