0001144204-13-058098 Sample Contracts

WAIVER AGREEMENT
Waiver Agreement • November 1st, 2013 • SAExploration Holdings, Inc. • Oil & gas field exploration services • Delaware

This Waiver Agreement (this “Agreement”) is made and entered into as of October 31, 2013, by and among CLCH, LLC, an Alaska limited liability company, Seismic Management Holdings Inc., an Alberta corporation, and Brent Whiteley (each, a “Holder” and collectively, the “Holders”), and SAExploration Holdings, Inc., a Delaware corporation formerly named Trio Merger Corp. (the “Company”).

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IRREVOCABLE PROXY AGREEMENT June 24, 2013
Irrevocable Proxy Agreement • November 1st, 2013 • SAExploration Holdings, Inc. • Oil & gas field exploration services

Reference is made to that certain Agreement and Plan of Reorganization (the “Merger Agreement”), dated as of December 10, 2012, as amended, by and among Trio Merger Corp. (“Trio”), Trio Merger Sub, Inc., SAExploration Holdings, Inc. (“SAE”), and CLCH, LLC (“CLCH”).

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