Common use of CONFIRMATION OF GUARANTEE AND SECURITY Clause in Contracts

CONFIRMATION OF GUARANTEE AND SECURITY. TO: The Lenders, the Hedging Affiliates and the Cash Managers AND TO: The Bank of Nova Scotia, as agent of the Lenders (the "Agent") DATE: March 2, 2020 For good and valuable consideration (the receipt and sufficiency of which is hereby conclusively acknowledged) each of the undersigned in its capacity as a guarantor pursuant to its guarantee and as a grantor of security under the Security to which it is party hereby: (a) consents and agrees to the terms of the Fourth Amending Agreement among the Borrowers, the Lenders and the Agent dated as of the date first above written (the “Amending Agreement”) and the transactions contemplated thereby; (b) acknowledges and confirms the representations and warranties applicable to it in the Amending Agreement and the other Documents; and (c) acknowledges that its guarantee and the Security to which it is party each remains in full force and effect in all respects notwithstanding the amendments contained in the Amending Agreement and shall continue to exist and apply to all Obligations, Lender Financial Instrument Obligations and Cash Management Obligations, as applicable under the Credit Agreement. This Confirmation is in addition to and shall not limit, derogate from or otherwise affect the provisions of the Security, as amended prior to the date hereof. This Confirmation, insofar as it applies to each of the undersigned, shall be governed by the same governing law which in each case governs the Security given or entered into by such undersigned, as applicable. Capitalized terms used herein shall have the same meanings herein as are ascribed thereto in the Credit Agreement. This Confirmation of Guarantee and Security is dated the same as the above Fourth Amending Agreement. BAYTEX ENERGY LTD. BTE FINANCE COMPANY LTD. Per: Per: Name: Title: Name: Title: Per: Per: Name: Title: Name: Title: BAYTEX COMMERCIAL TRUST 1by its manager, BTE FINANCE COMPANY LTD. BAYTEX COMMERCIAL TRUST 2by its manager, BTE FINANCE COMPANY LTD. Per: Per: Name: Title: Name: Title: Per: Per: Name: Title: Name: Title: BAYTEX COMMERCIAL TRUST 3by its manager, BTE FINANCE COMPANY LTD. BAYTEX COMMERCIAL TRUST 4by its manager, BTE FINANCE COMPANY LTD. Per: Per: Name: Title: Name: Title: Per: Per: Name: Title: Name: Title: [Signature page to Confirmation to Fourth Amending Agreement (Baytex Revolving Credit Agreement)] BAYTEX COMMERCIAL TRUST 5by its manager, BTE FINANCE COMPANY LTD. BAYTEX COMMERCIAL TRUST 6by its manager, BTE FINANCE COMPANY LTD. Per: Per: Name: Title: Name: Title: Per: Per: Name: Title: Name: Title: BAYTEX COMMERCIAL TRUST 7by its manager, BTE FINANCE COMPANY LTD. BAYTEX ENERGY (LP) LTD. Per: Per: Name: Title: Name: Title: Per: Per: Name: Title: Name: Title: BAYTEX ENERGY LIMITED PARTNERSHIPby its general partner, BAYTEX ENERGY LTD. BAYTEX ENERGY CORP. Per: Per: Name: Title: Name: Title: Per: Per: Name: Title: Name: Title: [Signature page to Confirmation to Fourth Amending Agreement (Baytex Revolving Credit Agreement)] BAYTEX ENERGY USA, INC. Per: Name: Title: Per: Name: Title:

CONFIRMATION OF GUARANTEE AND SECURITY. TO: The Lenders, the Hedging Affiliates and the Cash Managers Lenders AND TO: The Bank of Nova Scotia, as agent of the Lenders (the "Agent") DATE: March 2, 2020 For good and valuable consideration (the receipt and sufficiency of which is hereby conclusively acknowledged) each of the undersigned in its capacity as a guarantor pursuant to its guarantee Guarantee and as a grantor of security under the Security to which it is party hereby: (a) consents and agrees to the terms of the Fourth Second Amending Agreement among the BorrowersBorrower, the Lenders and the Agent dated as of the date first above written (the “Amending Agreement”) and the transactions contemplated thereby; (b) acknowledges and confirms the representations and warranties applicable to it in the Amending Agreement and the other Loan Documents; and (c) acknowledges that its guarantee Guarantee and the Security to which it is party each remains in full force and effect in all respects notwithstanding the amendments contained in the Amending Agreement and shall continue to exist and apply to all Obligations, Lender Financial Instrument Obligations and Cash Management Obligations, as applicable Loan Indebtedness under the Credit Agreement. This Confirmation is in addition to and shall not limit, derogate from or otherwise affect the provisions of the Security, as amended prior to the date hereof. This Confirmation, insofar as it applies to each of the undersigned, shall be governed by the same governing law which in each case governs the Security given or entered into by such undersigned, as applicable. Capitalized terms used herein shall have the same meanings herein as are ascribed thereto in the Credit Agreement. This Confirmation of Guarantee and Security is dated the same as the above Fourth Amending Agreement. BAYTEX ENERGY LTD. BTE FINANCE COMPANY LTD. Per: Per: Name: Title: Name: Title: Per: Per: Name: Title: Name: Title: BAYTEX COMMERCIAL TRUST 1by its manager, BTE FINANCE COMPANY LTD. BAYTEX COMMERCIAL TRUST 2by its manager, BTE FINANCE COMPANY LTD. Per: Per: Name: Title: Name: Title: Per: Per: Name: Title: Name: Title: BAYTEX COMMERCIAL TRUST 3by its manager, BTE FINANCE COMPANY LTD. BAYTEX COMMERCIAL TRUST 4by its manager, BTE FINANCE COMPANY LTD. Per: Per: Name: Title: Name: Title: Per: Per: Name: Title: Name: Title: [Signature page to Confirmation to Fourth Amending Agreement (Baytex Revolving Credit Agreement)] BAYTEX COMMERCIAL TRUST 5by its manager, BTE FINANCE COMPANY LTD. BAYTEX COMMERCIAL TRUST 6by its manager, BTE FINANCE COMPANY LTD. Per: Per: Name: Title: Name: Title: Per: Per: Name: Title: Name: Title: BAYTEX COMMERCIAL TRUST 7by its manager, BTE FINANCE COMPANY LTD. BAYTEX ENERGY (LP) LTD. Per: Per: Name: Title: Name: Title: Per: Per: Name: Title: Name: Title: BAYTEX ENERGY LIMITED PARTNERSHIPby its general partner, BAYTEX ENERGY LTD. BAYTEX ENERGY CORP. Per: Per: Name: Title: Name: Title: Per: Per: Name: Title: Name: Title: [Signature page to Confirmation to Fourth Amending Agreement (Baytex Revolving Credit Agreement)] BAYTEX ENERGY USA, INC. BAYTEX ENERGY LTD. Per: Per: Name: Title: Name: Title: Per: Per: Name: Title: Name: Title: BTE FINANCE COMPANY LTD. BAYTEX COMMERCIAL TRUST 1by its manager, BTE FINANCE COMPANY LTD. Per: Per: Name: Title: Name: Title: Per: Per: Name: Title: Name: Title: [Signature page to Confirmation to Second Amending Agreement (Baytex LP Term ARCA)] BAYTEX COMMERCIAL TRUST 2by its manager, BTE FINANCE COMPANY LTD. BAYTEX COMMERCIAL TRUST 3by its manager, BTE FINANCE COMPANY LTD. Per: Per: Name: Title: Name: Title: Per: Per: Name: Title: Name: Title: BAYTEX COMMERCIAL TRUST 4by its manager, BTE FINANCE COMPANY LTD. BAYTEX COMMERCIAL TRUST 5by its manager, BTE FINANCE COMPANY LTD. Per: Per: Name: Title: Name: Title: Per: Per: Name: Title: Name: Title: BAYTEX COMMERCIAL TRUST 6by its manager, BTE FINANCE COMPANY LTD. BAYTEX COMMERCIAL TRUST 7by its manager, BTE FINANCE COMPANY LTD. Per: Per: Name: Title: Name: Title: Per: Per: Name: Title: Name: Title: [Signature page to Confirmation to Second Amending Agreement (Baytex LP Term Credit Agreement)] BAYTEX ENERGY (LP) LTD. Per: Per:

CONFIRMATION OF GUARANTEE AND SECURITY. TO: The Lenders, the Hedging Affiliates and the Cash Managers AND TO: The Bank of Nova Scotia, as agent of the Lenders (the "Agent") DATE: March 2, 2020 For good and valuable consideration (the receipt and sufficiency of which is hereby conclusively acknowledged) each of the undersigned in its capacity as a guarantor pursuant to its guarantee and as a grantor of security under the Security to which it is party hereby: (a) consents and agrees to the terms of the Fourth Third Amending Agreement among the Borrowers, the Lenders and the Agent dated as of the date first above written (the “Amending Agreement”) and the transactions contemplated thereby; (b) acknowledges and confirms the representations and warranties applicable to it in the Amending Agreement and the other Documents; and (c) acknowledges that its guarantee and the Security to which it is party each remains in full force and effect in all respects notwithstanding the amendments contained in the Amending Agreement and shall continue to exist and apply to all Obligations, Lender Financial Instrument Obligations and Cash Management Obligations, as applicable under the Credit Agreement. This Confirmation is in addition to and shall not limit, derogate from or otherwise affect the provisions of the Security, as amended prior to the date hereof. This Confirmation, insofar as it applies to each of the undersigned, shall be governed by the same governing law which in each case governs the Security given or entered into by such undersigned, as applicable. Capitalized terms used herein shall have the same meanings herein as are ascribed thereto in the Credit Agreement. This Confirmation of Guarantee and Security is dated the same as the above Fourth Third Amending Agreement. BAYTEX ENERGY LTD. BTE FINANCE COMPANY LTD. Per: Per: Name: Title: Name: Title: Per: Per: Name: Title: Name: Title: BAYTEX COMMERCIAL TRUST 1by its manager, BTE FINANCE COMPANY LTD. BAYTEX COMMERCIAL TRUST 2by its manager, BTE FINANCE COMPANY LTD. Per: Per: Name: Title: Name: Title: Per: Per: Name: Title: Name: Title: BAYTEX COMMERCIAL TRUST 3by its manager, BTE FINANCE COMPANY LTD. BAYTEX COMMERCIAL TRUST 4by its manager, BTE FINANCE COMPANY LTD. Per: Per: Name: Title: Name: Title: Per: Per: Name: Title: Name: Title: [Signature page to Confirmation to Fourth Amending Agreement (Baytex Revolving Credit Agreement)] BAYTEX COMMERCIAL TRUST 5by its manager, BTE FINANCE COMPANY LTD. BAYTEX COMMERCIAL TRUST 6by its manager, BTE FINANCE COMPANY LTD. Per: Per: Name: Title: Name: Title: Per: Per: Name: Title: Name: Title: BAYTEX COMMERCIAL TRUST 7by its manager, BTE FINANCE COMPANY LTD. BAYTEX ENERGY (LP) LTD. Per: Per: Name: Title: Name: Title: Per: Per: Name: Title: Name: Title: BAYTEX ENERGY LIMITED PARTNERSHIPby its general partner, BAYTEX ENERGY LTD. BAYTEX ENERGY CORP. Per: Per: Name: Title: Name: Title: Per: Per: Name: Title: Name: Title: [Signature page to Confirmation to Fourth Amending Third Amendment Agreement (Baytex Revolving Credit Agreement)] BAYTEX ENERGY USA, INC. Per: Name: Title: Per: Name: Title:: [Signature page to Confirmation to Third Amendment Agreement (Baytex Revolving Credit Agreement)] SCHEDULE C TO THE THIRD AMENDING AGREEMENT SCHEDULE M FORM OF ABANDONMENT AND RECLAMATION REPORT BAYTEX ENERGY CORP Abandonment and Reclamation Information Summary As at ●, 20● BAYTEX ENERGY LTD. LIABILITY SUMMARY Well Summary (# of Xxxxx) Abandonment & Reclamation Liability (C$MM) Operated Non-Operated Gross Net Gross Net Operated Non-Operated Gross Net Gross Net Active (producing) xxxxx Inactive (non-producing) xxxxx Total xxxxx Active facilities/pipelines Inactive facilities/pipelines Total facilities/pipelines Sites requiring reclamation only Total liabilities BAYTEX ENERGY CORP Abandonment and Reclamation Information Summary As at ●, 20●

CONFIRMATION OF GUARANTEE AND SECURITY. TO: The Lenders, the Hedging Affiliates and the Cash Managers Lenders AND TO: The Bank of Nova Scotia, as agent of the Lenders (the "Agent") DATE: March 2, 2020 For good and valuable consideration (the receipt and sufficiency of which is hereby conclusively acknowledged) each of the undersigned in its capacity as a guarantor pursuant to its guarantee Guarantee and as a grantor of security under the Security to which it is party hereby: (a) consents and agrees to the terms of the Fourth First Amending Agreement among the BorrowersBorrower, the Lenders and the Agent dated as of the date first above written (the “Amending Agreement”) and the transactions contemplated thereby; (b) acknowledges and confirms the representations and warranties applicable to it in the Amending Agreement and the other Loan Documents; and (c) acknowledges that its guarantee Guarantee and the Security to which it is party each remains in full force and effect in all respects notwithstanding the amendments contained in the Amending Agreement and shall continue to exist and apply to all Obligations, Lender Financial Instrument Obligations and Cash Management Obligations, as applicable Loan Indebtedness under the Credit Agreement. This Confirmation is in addition to and shall not limit, derogate from or otherwise affect the provisions of the Security, as amended prior to the date hereof. This Confirmation, insofar as it applies to each of the undersigned, shall be governed by the same governing law which in each case governs the Security given or entered into by such undersigned, as applicable. Capitalized terms used herein shall have the same meanings herein as are ascribed thereto in the Credit Agreement. This Confirmation of Guarantee and Security is dated the same as the above Fourth Amending Agreement. BAYTEX ENERGY LTD. BTE FINANCE COMPANY LTD. Per: Per: Name: Title: Name: Title: Per: Per: Name: Title: Name: Title: BAYTEX COMMERCIAL TRUST 1by its manager, BTE FINANCE COMPANY LTD. BAYTEX COMMERCIAL TRUST 2by its manager, BTE FINANCE COMPANY LTD. Per: Per: Name: Title: Name: Title: Per: Per: Name: Title: Name: Title: BAYTEX COMMERCIAL TRUST 3by its manager, BTE FINANCE COMPANY LTD. BAYTEX COMMERCIAL TRUST 4by its manager, BTE FINANCE COMPANY LTD. Per: Per: Name: Title: Name: Title: Per: Per: Name: Title: Name: Title: [Signature page to Confirmation to Fourth Amending Agreement (Baytex Revolving Credit Agreement)] BAYTEX COMMERCIAL TRUST 5by its manager, BTE FINANCE COMPANY LTD. BAYTEX COMMERCIAL TRUST 6by its manager, BTE FINANCE COMPANY LTD. Per: Per: Name: Title: Name: Title: Per: Per: Name: Title: Name: Title: BAYTEX COMMERCIAL TRUST 7by its manager, BTE FINANCE COMPANY LTD. BAYTEX ENERGY (LP) LTD. Per: Per: Name: Title: Name: Title: Per: Per: Name: Title: Name: Title: BAYTEX ENERGY LIMITED PARTNERSHIPby its general partner, BAYTEX ENERGY LTD. BAYTEX ENERGY CORP. Per: Per: Name: Title: Name: Title: Per: Per: Name: Title: Name: Title: [Signature page to Confirmation to Fourth Amending Agreement (Baytex Revolving Credit Agreement)] BAYTEX ENERGY USA, INC. BAYTEX ENERGY LTD. Per: Per: Name: Title: Name: Title: Per: Per: Name: Title: Name: Title: BTE FINANCE COMPANY LTD. BAYTEX COMMERCIAL TRUST 1by its manager, BTE FINANCE COMPANY LTD. Per: Per: Name: Title: Name: Title: Per: Per: Name: Title: Name: Title: BAYTEX COMMERCIAL TRUST 2by its manager, BTE FINANCE COMPANY LTD. BAYTEX COMMERCIAL TRUST 3by its manager, BTE FINANCE COMPANY LTD. Per: Per: Name: Title: Name: Title: Per: Per: Name: Title: Name: Title: BAYTEX COMMERCIAL TRUST 4by its manager, BTE FINANCE COMPANY LTD. BAYTEX COMMERCIAL TRUST 5by its manager, BTE FINANCE COMPANY LTD. Per: Per: Name: Title: Name: Title: Per: Per: Name: Title: Name: Title: BAYTEX COMMERCIAL TRUST 6by its manager, BTE FINANCE COMPANY LTD. BAYTEX COMMERCIAL TRUST 7by its manager, BTE FINANCE COMPANY LTD. Per: Per: Name: Title: Name: Title: Per: Per: Name: Title: Name: Title: BAYTEX ENERGY (LP) LTD. Per: Name: Title: Per: Name: Title: