General Release between T.Rodney Dykes and Energy Partners, Ltd.



 Exhibit 10.25 
 GENERAL RELEASE 
 1. This General Release (this “Release”) is between T. Rodney Dykes (the
“Employee”) and ENERGY PARTNERS, LTD., its affiliates, and their respective parent companies, controlling persons, subsidiaries, affiliates, officers, directors, employees, shareholders, agents and representatives (collectively,
“the Employer”), concerning the elimination of Employee’s position, said elimination to take effect on March 31, 2008. 
 2. As a result of Employee’s termination, Employee will receive all wages earned through March 31, 2008 and any earned but unused vacation pay. These monies are Employee’s even if he decides not to sign this Release.

 3. Employer will also pay Employee, as additional consideration for the promises described below, severance in the gross amount of
$245,000 (less appropriate withholding for benefits, taxes, offsets, etc.), payable in a lump sum within seven (7) calendar days of the Effective Date (as defined in Section 12 below) of this Release. 
 4. As additional consideration, and subject to the Compensation Committee’s approval and the satisfaction of applicable tax withholding
requirements, Employer shall accelerate effective as of the Effective Date (as defined in Section 12) Employee’s vesting of 4,748 non-qualified stock options scheduled to vest on 5/30/08 and 6,103 cash-settled restricted share units which
are scheduled to vest on 5/30/08 and Employee shall be given until three (3) years from the date of termination to exercise any vested options. 
 5. In further consideration of the promises described below, and if Employee elects COBRA continuation health coverage, Employer agrees, subject to the other terms of this Section, to reimburse Employee for the COBRA
premiums paid by Employee to maintain such COBRA continuation coverage for Employee and his dependents currently covered by Employer’s group health insurance plan (said amount not to exceed the amount of premium paid by Employer per month
immediately preceding Employee’s termination and the 2% COBRA administrative fee). Such reimbursements will continue for the period until (a) Employee ceases eligibility for COBRA continuation coverage, (b) Employee becomes eligible
for coverage under the terms of a health plan provided by any new employer of Employee, or (c) for 12 months from the Effective Date, whichever occurs first. Employee will notify Employer in writing within ten (10) days after becoming
employed by a new employer that offers health coverage to its employees. Employee will be reimbursed for such payments, provided that Employee presents proof satisfactory to Employer that Employee has paid premiums and provided that Employee
certifies that Employee was not eligible for coverage under the terms of a health plan provided by any new employer of Employee. Employee will be responsible for paying all federal and state taxes due for such reimbursements. 
  

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 6. Both parties acknowledge that the payments/promises described above in Sections 3, 4, and 5 constitute
fair and adequate consideration for the execution of this Release, and that such payments/promises constitute consideration to which Employee was not previously entitled. 
 7. In consideration of the payments/promises described above in Sections 3, 4, and 5, Employee hereby fully, finally, completely and generally releases Employer from any and all claims, actions, demands, and/or causes
of action, whether known or unknown, of whatever kind or character, including, without limitation, any which transpired or arose prior to the execution of this Release, including, without limitation: any claim under state or federal law which
provides civil remedies for the enforcement of rights arising out of the employment relationship, including, without limitation, discrimination claims such as claims or causes of action under the Age Discrimination in Employment Act, as amended, 29
U.S.C. § 621 et. seq.; Title VII of the Civil Rights Act of 1964, as amended, 42 U.S.C. § 2000 et. seq.; The Civil Rights Act of 1866, as amended, 42 U.S.C. § 1981; The Civil Rights Act of 1991, as amended, 42
U.S.C. § 1981a; Americans With Disabilities Act, as amended, 42 U.S.C. § 12101 et. seq.; Fair Labor Standards Act, as amended, 29 U.S.C. § 201, et. seq.; The Older Workers Benefit Protection Act; Employee
Retirement Income Security Act, as amended, 29 U.S.C. § 1000 et. seq.; Family and Medical Leave Acts, as amended, 29 U.S.C. § 2601, et. seq.; The Louisiana Employment Discrimination Law, LSA-R.S. 23:301 et seq.,
LSA-R.S. 23:631-635, LSA-R.S. 23:966, LSA-R.S. 23:1361, and La. Civ. Code arts. 2315-2316 and 2749; as well as any and all claims for unpaid or withheld wages, relocation allowances or benefits, other benefits, commissions, stock options, bonuses or
profit-sharing, wrongful discharge, breach of contract, breach of fiduciary duty, promissory estoppel, fraud, breach of any implied covenants, assault, battery, negligence, defamation, invasion of privacy, slander, intentional infliction of
emotional distress, and any other possible claims relating to Employee’s employment and/or the termination of his employment with Employer. Employee also specifically releases Employer from any claims for attorney’s fees, costs and
expenses incurred in connection with any matter herein released. 
 8. In consideration of the payments/promises described above in Sections
3, 4, and 5, Employee further agrees (a) to hold confidential, and not to disclose to anyone, any confidential information gained or disclosed to Employee in the course of Employee’s employment with Employer, including, but not limited to,
in whatever form they may exist, whether oral, written, graphic, electronic or otherwise, any and all (i) geological, engineering, geophysical or seismic data, descriptions, maps, models, interpretations, evaluations and reports,
(ii) commercial, contractual, financial and other related or unrelated information, and (iii) notes, analyses, compilations, studies, interpretations or other documents prepared by or for Employee which contain, reflect or are based upon,
in whole or in part, any of the foregoing confidential information. Employee acknowledges that damages at law may be an insufficient remedy to Employer if Employee violates the terms of this Section 8 and that Employer shall suffer irreparable
harm and shall be entitled to preliminary and/or permanent injunctive relief to restrain the breach of or otherwise enforce through specific performance any of the covenants contained in this Release without the necessity of showing any actual
damage or that monetary damages would not provide an adequate remedy. Such right to an injunction shall be in addition to, and not in limitation of, any other rights or remedies Employer may have. 
 9. Both parties understand and agree that this Release constitutes a valid and enforceable waiver and release agreement, and creates enforceable rights
as described herein. 

  

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Both parties acknowledge that this Release shall not affect any claim or cause of action arising after the date that Employee executes this Release.

 10. Both parties acknowledge that nothing in this Release shall be construed to limit or preclude, in any way, Employee’s right to
continue either Employee’s own or Employee’s dependents’ coverage under Employer’s group health plan provided in the Federal COBRA Statute, to pursue claims under Louisiana Workers’ Compensation Act, LSA-R.S. 23:1021 et
seq., except claims under LSA-R.S. 23:1361, or to seek unemployment compensation under State law. 
 11. Employee further agrees to fully
cooperate with Employer, at reasonable times and on reasonable notice, with regard to any requests made by Employer for consulting work, advice or testimony related to Employer’s operations and/or any legal, administrative or other business
matters in which Employer is involved and in which Employee’s assistance or participation is needed. To the extent any such consulting work, advice, testimony or other services exceed five calendar days in the aggregate, Employee shall be
entitled to be paid a reasonable industry consulting rate. 
 12. Both parties understand that Employee shall have twenty-one
(21) days (the “Consideration Period”) to consider this Release before signing. Both parties understand that Employee shall have seven (7) days (the “Revocation Period”) in which to revoke this Release after signing,
and that this Release shall not become effective or enforceable until the expiration of seven (7) days after signing (the “Effective Date”), and the payments/promises described in Sections 3, 4 and 5 shall not be due and owing until
after the Effective Date set forth herein. Both parties acknowledge that this Release was provided to Employee for review and consideration on February 14, 2008. If Employee elects to sign this Release, an executed copy of this Release is to be
returned to John H. Peper, Executive Vice President, Energy Partners, Ltd., 201 St. Charles Avenue, Suite 3400, New Orleans, LA 70170 promptly following its execution by Employee but in any event prior to the expiration of the Consideration Period,
and Employee and Employer agree and acknowledge that a revocation of this Release must be in writing and delivered before the expiration of the Revocation Period to Mr. Peper as provided above. This Release will become effective, binding and
irrevocable if not revoked before the expiration of the Revocation Period. 
 13. Both parties further acknowledge and agree that this
Release was made knowingly and voluntarily, and that Employee is hereby advised in writing of the right to consult with legal counsel of Employee’s choice, and has been given ample opportunity to exercise the right to consult legal counsel.

 14. Both parties understand and agree that the laws of Louisiana or, where applicable, federal law, will govern the validity,
interpretation and effect of this Release. 
 15. Should a Court of competent jurisdiction decide that any part or provision of this Release
is null, then the remainder of this Release shall remain in effect as if the null part or provision did not exist. 
  

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 16. It is agreed that, notwithstanding Employee’s representations and warranties, if any of the
restrictions herein are found by a Court to be overly broad in temporal or territorial scope, or otherwise unreasonable, the Court shall have the authority to reform this Release and to enforce the restrictions to the fullest extent found by the
Court to be reasonable in light of all of the circumstances. 
 17. By voluntarily executing this General Release, the Parties hereby accept
the foregoing terms and conditions. 
  

					
	 AGREED TO AND ACCEPTED
	  	OFFERED this 14th day of February, 2008:
	 this 27th day of February, 2008:
	  		  	
	 EMPLOYEE:
	  	EMPLOYER:
		
	 /s/ T. Rodney Dykes
	  	ENERGY PARTNERS, LTD.
	T. Rodney Dykes	  	 	  	 
			
		  	By:	  	/s/ John H. Peper
	 	  	 	  	John H. Peper,
	 	  	 	  	Executive Vice President

  

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