Board Uses in Counterparts Clause

Counterparts from Employment Agreement

This Employment Agreement ("Agreement") is executed and agreed to as of June 5, 2017 by and between Rosehill Operating Company, LLC, a Delaware limited liability company (the "Company"), and Craig Owen ("Employee").

Counterparts. This Agreement may be executed in any number of counterparts, including by electronic mail or facsimile, each of which when so executed and delivered shall be an original, but all such counterparts shall together constitute one and the same instrument. Each counterpart may consist of a copy hereof containing multiple signature pages, each signed by one party, but together signed by both parties hereto.

Counterparts from Employment Agreement

This Employment Agreement (Agreement) is executed and agreed to as of , 2017 by and between Rosehill Operating Company, LLC, a Delaware limited liability company (the Company), and (Employee).

Counterparts. This Agreement may be executed in any number of counterparts, including by electronic mail or facsimile, each of which when so executed and delivered shall be an original, but all such counterparts shall together constitute one and the same instrument. Each counterpart may consist of a copy hereof containing multiple signature pages, each signed by one party, but together signed by both parties hereto.

Counterparts

We are pleased to confirm the proposed terms of your employment with AllianceBernstein L.P. (the "Private Partnership"), AllianceBernstein Holding L.P. ("Holding," and together with the Private Partnership, the "Partnership") and AllianceBernstein Corporation (the "Corporation", and together with the Partnership, the "Company").

Counterparts. This Agreement may be executed in one or more counterparts, all of which shall be considered one and the same agreement, and shall become a binding agreement when one or more counterparts have been signed by each party and delivered to the other party.[Signature Page Follows] If the foregoing accurately sets forth the terms of your employment with the Company, please so indicate by signing below and returning one signed copy of this letter agreement to the Company.ALLIANCEBERNSTEIN L.P.By:ALLIANCEBERNSTEIN CORPORATION, its General Partner and on its own behalfBy:/s/ Denis Duverne Chairman of the Board ALLIANCEBERNSTEIN HOLDING L.P.By:ALLIANCEBERNSTEIN CORPORATION, its General Partner and on its own behalfBy:/s/ Denis Duverne Chairman of the Board AGREED TO AND ACCEPTED BY/s/ Seth Bernstein Seth Bernstein_April 28, 2017 Date

Counterparts

We are pleased to confirm the proposed terms of your employment with AllianceBernstein L.P. (the "Private Partnership"), AllianceBernstein Holding L.P. ("Holding," and together with the Private Partnership, the "Partnership") and AllianceBernstein Corporation (the "Corporation", and together with the Partnership, the "Company").

Counterparts. This Agreement may be executed in one or more counterparts, all of which shall be considered one and the same agreement, and shall become a binding agreement when one or more counterparts have been signed by each party and delivered to the other party.[Signature Page Follows] If the foregoing accurately sets forth the terms of your employment with the Company, please so indicate by signing below and returning one signed copy of this letter agreement to the Company.ALLIANCEBERNSTEIN L.P.By:ALLIANCEBERNSTEIN CORPORATION, its General Partner and on its own behalfBy:/s/ Denis Duverne Chairman of the Board ALLIANCEBERNSTEIN HOLDING L.P.By:ALLIANCEBERNSTEIN CORPORATION, its General Partner and on its own behalfBy:/s/ Denis Duverne Chairman of the Board AGREED TO AND ACCEPTED BY/s/ Seth Bernstein Seth Bernstein_April 28, 2017 Date

Counterparts from Employment Agreement

This Employment Agreement ("Agreement") is made and entered into by and between Swift Energy Company, a Delaware corporation (the "Company"), and G. Gleeson Van Riet ("Employee"), effective as of Employee's first date of employment with the Company, which is currently expected to be March 20, 2017 (as applicable, the "Effective Date").

Counterparts. This Agreement may be executed in any number of counterparts, including by electronic mail or facsimile, each of which when so executed and delivered shall be an original, but all such counterparts shall together constitute one and the same instrument. Each counterpart may consist of a copy hereof containing multiple signature pages, each signed by one party, but together signed by both parties hereto.

Counterparts from Employment Agreement

This Employment Agreement ("Agreement") is made and entered into by and between Swift Energy Company, a Delaware corporation (the "Company"), and Christopher M. Abundis ("Employee"), effective as of March 20, 2017 (as applicable, the "Effective Date").

Counterparts. This Agreement may be executed in any number of counterparts, including by electronic mail or facsimile, each of which when so executed and delivered shall be an original, but all such counterparts shall together constitute one and the same instrument. Each counterpart may consist of a copy hereof containing multiple signature pages, each signed by one party, but together signed by both parties hereto.

Counterparts from Employment Agreement

This Employment Agreement ("Agreement") is made and entered into by and between Swift Energy Company, a Delaware corporation (the "Company"), and Sean C. Woolverton ("Employee"), effective as of the later of (i) March 1, 2017 or (ii) the date that the Company files its Annual Report on Form 10-K for the fiscal year ended December 31, 2016 (as applicable, the "Effective Date").

Counterparts. This Agreement may be executed in any number of counterparts, including by electronic mail or facsimile, each of which when so executed and delivered shall be an original, but all such counterparts shall together constitute one and the same instrument. Each counterpart may consist of a copy hereof containing multiple signature pages, each signed by one party, but together signed by both parties hereto.

Counterparts from Rights Agreement

Page Section 1. Certain Definitions. 2 Section 2. Appointment of Rights Agent. 8 Section 3. Issue of Rights Certificates. 8 Section 4. Form of Rights Certificate. 10 Section 5. Countersignature and Registration. 10 Section 6. Transfer, Split Up, Combination and Exchange of Rights Certificates; Mutilated, Destroyed, Lost or Stolen Rights Certificates. 11 Section 7. Exercise of Rights; Exercise Price; Expiration Date of Rights. 12 Section 8. Cancellation and Destruction of Rights Certificates. 13 Section 9. Reservation and Availability of Capital Stock. 13 Section 10. Preferred Stock Record Date. 15 Section 11. Adjustment of Exercise Price, Number and Kind of Shares or Number of Rights. 15 Section 12. Certificate of Adjusted Exercise Price or Number of Shares. 19 Section 13.

Counterparts. This Agreement may be executed in one or more counterparts, and by the different parties hereto in separate counterparts, each of which when executed shall be deemed to be an original, but all of which taken together shall constitute one and the same instrument. Delivery of an executed signature page of Agreement by facsimile or other customary shall mean of electronic transmission (e.g., "PDF") shall be effective as delivery of a manually executed counterpart hereof.

Counterparts from Amended and Restated Employment Agreement

Counterparts. This Agreement may be executed in any number of counterparts, each of which when so executed and delivered shall be taken to be an original; but such counterparts shall together constitute one and the same document.

Counterparts

This letter agreement (this Agreement) is to confirm our understanding regarding your upcoming retirement as Chief Executive Officer of ITC Holdings Corp. (the Company). The Company looks forward to a mutually beneficial and smooth transition, and to that end, this Agreement sets forth the terms of your transition, provides you certain benefits and supersedes the Employment Agreement with the Company, dated December 21, 2012, as amended by the Letter Agreement between you and the Company, dated February 8, 2016 (the Employment Agreement) in its entirety.

Counterparts. This Agreement may be executed in counterparts, each of which will be deemed an original, but all of which will be deemed one and the same instrument. All payments and benefits provided hereunder shall be subject to the withholding of all applicable taxes and deductions required by any applicable law. Thank you again for your hard work and service to the Company. As discussed, we anticipate your continued service on the Board of the Company and, following the closing of the Merger, you are expected to be named to the board of directors of Fortis Inc. in accordance with the terms of Section 7.19 of that certain merger agreement, dated as of February 9, 2016 by and among FortisUS Inc., Element Acquisition Sub Inc., Fortis Inc., and the Company. Sincerely, ITC Holdings Corp. /s/ Christine Mason Soneral By: Christine Mason Soneral Title: SVP and General Counsel Voluntarily Agreed to and Accepted: /s/ Joseph L. Welch Joseph L. Welch Date: 10/14/16