Generally Accepted Accounting Principles. Any financial calculation to be made, all financial statements and other financial information to be provided, and all books and records, system of accounting and reserves to be kept in connection with the provisions of this Agreement, shall be in accordance with generally accepted accounting principles consistently applied during each interval and from interval to interval; provided, however, that in the event changes in generally accepted accounting principles shall be mandated by the Financial Accounting Standards Board or any similar accounting body of comparable standing, or should be recommended by [[Organization A:Organization]]’s certified public accountants, to the extent such changes would affect any financial calculations to be made in connection herewith, such changes shall be implemented in making such calculations only from and after such date as [[Organization A:Organization]] and the ​ shall have amended this Agreement to the extent necessary to reflect such changes in the financial and other covenants to which such calculations relate.

You will be deemed to have accepted the Director Shares on the terms and conditions of the Plan, the Agreement and this Stock Award Grant Notice (this “Grant Notice”) unless you provide written notice to the Company within 30 days following the Date of Grant stating that you do not wish to accept the Director Shares. Any such notice must be sent to: Antero Midstream Corporation, 1615 Wynkoop Street Denver, Colorado 80202, Attention: Chief Administrative Officer and Regional Senior Vice President. Upon the Company’s receipt of any such notice, the Director Shares granted hereunder will automatically be forfeited and the Company and its Affiliates will not have any further obligations to you under this Grant Notice or the Agreement.

You will be deemed to have accepted this Grant on the Date of Grant and all its associated terms and conditions, including the mandatory claims and arbitration procedures set forth in Annex A, unless you notify the Company of your non-acceptance of the Grant by contacting the Manager–Compensation and Benefits, in writing within sixty (60) days of the Date of Grant.

SAR Grant and Agreement. Stock Appreciation Rights (including SOSARs with the meaning set forth below) may be granted under this Plan and each SAR granted under this Plan will be evidenced by minutes of a meeting, or by a unanimous written consent without a meeting, of the Committee and by an Award Agreement dated as of the Date of Grant and executed by the Company and by the appropriate participant.

You acknowledge and agree that if you have not actively accepted the PBRSUs by clicking the “Accept” button or rejected the PBRSUs prior to the first anniversary of the Grant Date, you are deemed to have accepted the PBRSUs and the terms and conditions set forth in the Plan and this Agreement.

The Company hereby grants to Participant, as of the Grant Date, a restricted stock unit to acquire up to the number of Shares specified in the Grant Summary under the terms of the Employee Component of the Plan. The restricted stock unit shall vest from time to time during the restricted stock unit term specified in Paragraph 2. Participant agrees to be bound by the terms of this Agreement by accepting the grant on the Computershare Access site. The restricted stock unit shall be deemed to have been accepted and Participant will be deemed to be bound by the terms of this Agreement if the grant is not accepted by the Participant within 90 days and has not otherwise been rejected by Participant.

Notwithstanding any provision in this Award Agreement, this Award will be forfeited if the Participant does not agree to the terms of any restrictive covenant agreement(s) containing non-competition, non-solicitation, confidentiality, business ideas and similar restrictions that may be presented to the Participant at any time prior to the last day of the calendar year in which this Award is granted (whether before or after the Grant Date) and that the Participant will be required to accept pursuant to such acceptance procedures (including electronic acceptance) as will be communicated to the Participant. Such restrictive covenant agreement must be accepted by the Participant within thirty (30) days and if not so accepted, this Award will be forfeited, unless otherwise determined by the Corporation in its discretion.

Agreement Not to Solicit Others. During the Restricted Period (defined below), Executive will not, directly or indirectly, solicit, request, advise or induce any then current customer, supplier or other business contact of the Company to cancel, curtail or otherwise adversely change its relationship with the Company, in any manner or capacity, including without limitation as a proprietor, principal, agent, partner, officer, director, stockholder, employee, member of any association, consultant or otherwise.

Agreement Not a Service Contract. This Agreement is not an employment or service contract, and nothing in this Agreement or in the granting of the Options shall be deemed to create in any way whatsoever any obligation on Participant’s part to continue as a Director or on Company’s part to continue Participant’s service as a Director.

Agreement Not To Solicit Employees. During the Restricted Period, Executive will not directly or indirectly solicit or induce, or in any manner attempt to solicit or induce, any person employed by, or any agent of, Tenet or its subsidiaries (or who was within twelve (12) months prior to the Last Day Worked was so employed or engaged) to terminate such employee's employment or agency, as the case may be, with Tenet or its subsidiaries.