0001144204-16-093052 Sample Contracts

AND U.S. BANK NATIONAL ASSOCIATION, as Trustee INDENTURE Dated as of April 6, 2016 5.00% Convertible Senior Notes due 2021
Indenture • April 6th, 2016 • Gran Tierra Energy Inc. • Crude petroleum & natural gas • New York

INDENTURE dated as of April 6, 2016 between GRAN TIERRA ENERGY INC., a Nevada corporation, as issuer (the “Company,” as more fully set forth in Section 1.01) and U.S. BANK NATIONAL ASSOCIATION, a national banking association, as trustee (the “Trustee,” as more fully set forth in Section 1.01).

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FIRST AMENDMENT TO CREDIT AGREEMENT
Credit Agreement • April 6th, 2016 • Gran Tierra Energy Inc. • Crude petroleum & natural gas • New York

This First Amendment to Credit Agreement (this “Amendment”) is entered into effective as of 31st day of March, 2016 (the “Effective Date”), by and among Gran Tierra Energy International Holdings Ltd., an exempted company incorporated with limited liability under the laws of the Cayman Islands (the “Borrower”), Gran Tierra Energy Inc., a (the “Parent”), The Bank of Nova Scotia, as administrative agent (the “Administrative Agent”) and the Lenders party hereto.

PURCHASE AGREEMENT
Purchase Agreement • April 6th, 2016 • Gran Tierra Energy Inc. • Crude petroleum & natural gas • New York
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