0001104659-18-006370 Sample Contracts

NORTHERN OIL AND GAS, INC.
Letter Agreement • February 5th, 2018 • TRT Holdings Inc • Crude petroleum & natural gas • Delaware
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Subscription Agreement
Subscription Agreement • February 5th, 2018 • TRT Holdings Inc • Crude petroleum & natural gas • New York

THIS SUBSCRIPTION AGREEMENT, is entered into effective January 31, 2018 (this “Subscription Agreement”), between Northern Oil and Gas, Inc., a corporation organized under the laws of Minnesota (“Company”), and TRT Holdings, Inc. (“Investor”).

EXCHANGE AGREEMENT
Exchange Agreement • February 5th, 2018 • TRT Holdings Inc • Crude petroleum & natural gas • Delaware

This EXCHANGE AGREEMENT (this “Agreement”), is made and entered into as of January 31, 2018, by and among NORTHERN OIL AND GAS, INC., a Minnesota corporation (the “Company”), and each of the holders listed on Schedule A attached hereto (collectively, the “Noteholders” and each, a “Noteholder”). Capitalized terms not defined herein shall have the meaning assigned to them in the Second Lien Notes term sheet set forth on Exhibit A attached hereto (the “Term Sheet”).

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