50% Uses in Termination Following Second Anniversary of the Effective Date Clause

Termination Following Second Anniversary of the Effective Date from Inducement Award Agreement

THIS PERFORMANCE-BASED RESTRICTED STOCK UNIT INDUCEMENT AWARD AGREEMENT and Appendices A and B attached hereto (this Agreement), contains the terms and conditions for the Restricted Stock Units (Restricted Stock Units or RSUs), is by and between WPX ENERGY, INC., a Delaware corporation (the Company) and the individual identified on the last page hereof (the Participant).

Termination Following Second Anniversary of the Effective Date. If (i) the Participant dies, becomes Disabled, is terminated by the Company without Cause or resigns for Good Reason after the second anniversary of the Effective Date and (ii) within six months following such termination date (but no later than the end of the Performance Period) the performance targets in Subparagraph 4(b) are satisfied, then (A) if the performance target described in Subparagraph 4(b)(i) has been satisfied, the Participant or his estate shall vest in 50% of the Shares or (B) the performance target described in Subparagraph 4(b)(ii) has been satisfied, the Participant or his estate shall vest in 100% of the Shares. For the avoidance of doubt, if the Participant dies, becomes Disabled, is terminated by the Company without Cause or resigns for Good Reason after the second anniversary of the Effective Date and the performance targets described in Subparagraph 4(b) are not satisfied within six months of the termination date, then the Participant shall forfeit all rights to and interest in the RSUs and Shares.