0001079973-15-000658 Sample Contracts

UNDERWRITING AGREEMENT between
Underwriting Agreement • November 16th, 2015 • PetroShare Corp. • Crude petroleum & natural gas • New York

The undersigned, PetroShare Corp., a corporation formed under the laws of the State of Colorado (the "Company"), hereby confirms its agreement (this "Agreement") with Noble Financial Capital Markets (the "Underwriter" or "Representative") as follows:

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