0001518403-14-000004 Sample Contracts

AMENDED AND RESTATED EMPLOYMENT AGREEMENT
Employment Agreement • March 28th, 2014 • Alta Mesa Holdings, LP • Crude petroleum & natural gas • Texas

THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (the “Agreement”), is made and entered into as of March 25, 2014 (the “Effective Date”), by and between Alta Mesa Services, LP, a Texas limited partnership (hereafter “Partnership”) and Michael E. Ellis (hereafter “Executive”). The Partnership and Executive may sometimes hereafter be referred to singularly as a “Party” or collectively as the “Parties.”

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AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF ALTA MESA HOLDINGS GP, LLC (A Texas Limited Liability Company) March 25, 2014
Limited Liability Company Agreement • March 28th, 2014 • Alta Mesa Holdings, LP • Crude petroleum & natural gas • Texas

This Amended and Restated Limited Liability Company Agreement (this “Agreement”) of Alta Mesa Holdings GP, LLC, a Texas limited liability company (the “Company”), is entered into by and between ALTA MESA RESOURCES, LP, a Texas limited partnership (the “Class A Member”), and ALTA MESA INVESTMENT HOLDINGS INC., a Delaware corporation (the “Class B Member” and together with the Class A Member, the “Members”), as of March 25, 2014 (the “Effective Date”).

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