0001193125-15-295627 Sample Contracts

SECOND AMENDING AGREEMENT (December 2, 2010 Note Agreement)
Second Amending Agreement • August 19th, 2015 • Penn West Petroleum Ltd. • Crude petroleum & natural gas • Alberta

THIS SECOND AMENDING AGREEMENT dated as of May 22, 2015 (this “Agreement”) to the Note Purchase Agreement dated as of December 2, 2010 (as amended by the First Amending Agreement, dated as of December 2, 2010, and the Limited Waiver, Amendment and Retention of Rights Acknowledgment Agreement, dated as of August 15, 2014, the “Existing Note Agreement” and, as amended hereby and as further amended, restated, supplemented or otherwise modified from time to time, the “Note Agreement”) among Penn West Petroleum Ltd. (the “Company”) and the Purchasers listed on the signature pages hereof as holders (the “holders”) of the outstanding senior guaranteed notes (as in effect prior to this Agreement, the “Existing Notes” and, as amended hereby and as further amended, restated, supplemented or otherwise modified from time to time, the “Notes”) of the Company issued thereunder.

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FIRST AMENDING AGREEMENT
First Amending Agreement • August 19th, 2015 • Penn West Petroleum Ltd. • Crude petroleum & natural gas • Alberta

THIS FIRST AMENDING AGREEMENT (this “Agreement”) is dated as of May 22, 2015 (the “First Amendment Date”) and is an amendment to the Credit Agreement dated May 6, 2014 between Penn West Petroleum Ltd. (the “Borrower”), the financial institutions and other persons party thereto as lenders (the “Lenders”) and Canadian Imperial Bank of Commerce, as agent of the Lenders (the “Agent”), as amended pursuant to a Limited Waiver dated as of July 31, 2014 and an Amended Limited Waiver dated as of August 12, 2014 (the “August Waiver”) (as amended, the “Credit Agreement”).

FIRST AMENDING AGREEMENT (November 30, 2011 Note Agreement)
First Amending Agreement • August 19th, 2015 • Penn West Petroleum Ltd. • Crude petroleum & natural gas • Alberta

THIS FIRST AMENDING AGREEMENT dated as of May 22, 2015 (this “Agreement”) to the Note Purchase Agreement dated as of November 30, 2011 (as amended by the Limited Waiver, Amendment and Retention of Rights Acknowledgment Agreement, dated as of August 15, 2014, the “Existing Note Agreement” and, as amended hereby and as further amended, restated, supplemented or otherwise modified from time to time, the “Note Agreement”) among Penn West Petroleum Ltd. (the “Company”) and the Purchasers listed on the signature pages hereof as holders (the “holders”) of the outstanding senior guaranteed notes (as in effect prior to this Agreement, the “Existing Notes” and, as amended hereby and as further amended, restated, supplemented or otherwise modified from time to time, the “Notes”) of the Company issued thereunder.

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