0001104659-04-038486 Sample Contracts

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • December 6th, 2004 • Geokinetics Inc • Crude petroleum & natural gas • New York

THIS REGISTRATION RIGHTS AGREEMENT (the “Registration Rights Agreement” or this “Agreement”) dated as of , 2004 between Geokinetics Inc., a Delaware corporation (the “Company”), and the Investors (together with their respective successors and assigns, the “Holders”).

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GEOKINETICS INC. Limited Waiver and Consent to Grant of Registration Rights
2003 Registration Rights Agreement • December 6th, 2004 • Geokinetics Inc • Crude petroleum & natural gas • Delaware

LIMITED WAIVER dated as of November , 2004 (this “Waiver”), to the Registration Rights Agreement dated as of May 2, 2003 (the “2003 Registration Rights Agreement”) among Geokinetics Inc., a Delaware corporation (the “Company”), the Cash Investors, the 2003 Noteholders and GeoLease, L.P., a Delaware limited partnership (“GeoLease”) (together with their respective successors and assigns, the “Holders”).

GEOKINETICS INC. SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • December 6th, 2004 • Geokinetics Inc • Crude petroleum & natural gas • Delaware

Geokinetics Inc., a Delaware corporation (the “Company”), as of November 30, 2004, hereby agrees with the parties named on the signature pages hereto (collectively, the “Investors”) as follows:

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