Whitecap Resources Inc. — Capital/Financing Update 2021

Feb 24, 2021

COMMITMENT INCREASE ACKNOWLEDGEMENT AND CONFIRMATION AGREEMENT

THIS COMMITMENT INCREASE ACKNOWLEDGEMENT AND CONFIRMATION AGREEMENT (the “ Acknowledgement ”) is made as of the 24th day of February, 2021 (the “ Effective Date ”) between Whitecap Resources Inc. (the “ Borrower ”), National Bank of Canada, as Agent, (the “ Agent ”) and the Lenders party hereto.

PREAMBLE:

• A. Pursuant to an amended and restated credit agreement dated April 27, 2018, as amended by a first amending agreement dated December 11, 2018, a second amending agreement dated May 28, 2019 and a third amending agreement dated June 30, 2020 (collectively, the “ Credit Agreement ”), between Whitecap Resources Inc., as borrower (the “ Borrower ”), National Bank of Canada and each other financial institution party thereto, as lenders (collectively, the “ Lenders ”), and National Bank of Canada, as administrative agent for the Lenders (in such capacity, the “ Agent ”), the Lenders made available the Credit Facilities to the Borrower.

• B. Pursuant to and in accordance with the terms of Section 3.9 of the Credit Agreement, the Borrower wishes to increase the Syndicated Facility Commitment Amount from $1,100,000,000 to $1,330,000,000 (the “ Commitment Increase ”).

• C. To give effect to the Commitment Increase, (i) the Lenders party hereto have agreed to increase their Individual Syndicated Facility Commitment Amount (ii) Fédération des Caisses Desjardins du Québec (the “ New Lender ”) has agreed to become a Lender under the Credit Agreement (each, an “ Additional Commitment Lender ”), in each case on the terms and conditions set forth herein, (iii) the consent of the Agent and each Additional Commitment Lender is required and (iv) the Borrower is required to provide or cause to be provided certain documentation in accordance with Section 3.9 of the Credit Agreement.

NOW THEREFORE in consideration of the mutual covenants and agreements herein set forth and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows:

1. Definitions . Capitalized terms used in this Acknowledgement will, unless otherwise defined herein, have the meanings attributed to such terms in the Credit Agreement.

2. Acknowledgement and Confirmation . Effective upon satisfaction of the conditions precedent set forth in Section 3 below on the Effective Date:

3. (a) the parties hereto hereby acknowledge and agree to increase the Syndicated Facility Commitment Amount to $1,330,000,000 pursuant to the terms of Section 3.9 of the Credit Agreement; and

4. (b) each Lender that is a signatory hereto hereby agrees that its Individual Syndicated Facility Commitment Amount is the amount set forth in Schedule A attached

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hereto and the Agent hereby consents to the same.

1. Conditions Precedent . This Acknowledgement shall be effective on the date each of the following conditions precedent are satisfied:

2. (a) the acquisition by the Borrower of all of the issued and outstanding shares of TORC Oil & Gas Ltd. (“ TORC ”) pursuant to a plan of arrangement;

3. (b) all indebtedness owing by TORC under the third amended and restated credit agreement dated July 3, 2020 among TORC, as borrower, Bank of Montreal and the other banks and financial institutions party thereto, as lenders and Bank of Montreal, as agent, as amended, has been irrevocably repaid in full and cancelled;

4. (c) no Default or Event of Default has occurred and is continuing;

5. (d) receipt by the Agent, on behalf of each Lender, of:

   • (i) a recently dated certificate of status in respect of each Loan Party from its jurisdiction of formation;

   • (ii) an officer’s certificate from each Loan Party, in form and substance satisfactory to the Agent and its counsel, acting reasonably, and, in respect of the officer’s certificate of the Borrower, attaching, inter alia , a directors’ resolution of the Borrower authorizing the Commitment Increase;

   • (iii) an executed opinion from the Borrower’s Counsel, in form and substance satisfactory to the Agent and its counsel, acting reasonably;

   • (iv) an executed copy of this Agreement; and

6. (e) receipt by the Agent on behalf of each Lender party hereto of a commitment fee equal to [commitment fee redacted] basis points multiplied by the amount that its Individual Syndicated Facility Commitment Amount has increased on the Effective Date as a result of this Agreement.

7. Representations and Warranties . The Borrower hereby reaffirms to the Agent and each Lender that, as of the Effective Date, its representations and warranties contained in Section 12.1 of the Credit Agreement, and except to the extent such representations and warranties relate solely to an earlier date, are true and correct in all material respects and additionally represents and warrants as follows on the Effective Date:

8. (a) the execution and delivery of this Acknowledgement and the performance by it of its obligations under the Credit Agreement (i) are within its powers and capacity, (ii) have been duly authorized by all necessary action, (iii) have received all consents, approvals, authorizations, declarations, registrations, filings, notices and other actions whatsoever required (if any required), and (iv) do not and will not contravene or conflict with any provision of applicable law or its constating

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documents or by-laws; and

• (b) no Default or Event of Default has occurred and is continuing or would result from the increase in the Syndicated Facility Commitment Amount as set forth herein.

• Continuing Effect . Each party hereto acknowledges and agrees that the Credit Agreement, the Documents and all other documents entered into in connection therewith, will be and continue in full force and effect and are hereby confirmed and the rights and obligations of all parties thereunder will not be affected or prejudiced in any manner except as specifically provided herein. The Borrower ratifies and confirms its obligations under the Security and confirms and agrees that the Security secures payment, performance and observance by it of all of the Secured Obligations (after giving effect to this Acknowledgment) owing by the Borrower to the Secured Parties.

• New Lender Acknowledgement . The Agent, the Borrower and the New Lender acknowledge and agree that the New Lender shall be a Lender for all purposes under the Credit Agreement and the Documents, having the Individual Syndicated Facility Commitment Amount set forth opposite its name on Schedule B to the Credit Agreement and all references herein or therein to “Lenders” or a “Lender” shall be deemed to include the New Lender.

Each of the Borrower and the Agent hereby consents to the addition of the New Lender into the Credit Agreement as a Lender and agrees to recognize the New Lender as a Lender under the Credit Agreement (as may be amended from time to time) as fully as if the New Lender had been an original party to the Credit Agreement.

It is understood and agreed by the New Lender that it has itself been, and will continue to be, solely responsible for making its own independent appraisal of and investigations into the financial creditworthiness, condition, affairs, status and nature of the Loan Parties. Accordingly, the New Lender confirms with the Agent that it has not relied, and will not hereafter rely, on either the Agent or any other Lender to: (a) check or inquire on its behalf into the adequacy, accuracy or completeness of any information provided by the Parties or any other Person under or in connection with the Credit Facility (whether or not such information has been or is hereafter distributed to such Lender by the Agent or any other Lender); or (b) to assess or keep under review on its behalf the financial condition, creditworthiness, condition, affairs, status or nature of any party. The New Lender acknowledges that copies of the Documents have been made available to it for review and the New Lender acknowledges that it is satisfied with the form and substance of the Documents. The New Lender will not make any independent arrangement with any party for the satisfaction of any Obligations or other amounts owing to it under the Documents without the written consent of the other Lenders.

1. Document under Credit Agreement . This Acknowledgement is a Document for purposes of the Credit Agreement and the interpretation provisions of Article 1 of the Credit Agreement shall apply hereto mutatis mutandis .

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3. Further Assurances . The Borrower will from time to time forthwith at the Agent’s request and at the Borrower’s own cost and expense make, execute and deliver, or cause to be done, made, executed and delivered, all such further documents, financing statements, assignments, acts, matters and things which may be reasonably required by the Agent and as are consistent with the intention of the parties hereto, as evidenced herein, with respect to all matters arising under this Acknowledgement.

4. Expenses . The Borrower will pay or reimburse the Agent and the Lenders, as applicable, for the reasonable out-of-pocket expenses, including legal fees and disbursements (on a solicitor and his own client full indemnity basis) and enforcement costs, incurred by the Agent and the Lenders, as applicable, in connection with the negotiation, preparation, execution and maintenance of this Acknowledgement and the Credit Agreement.

5. Governing Law . This Acknowledgement shall be governed by, and construed in accordance with, the laws of the Province of Alberta and the federal laws of Canada applicable therein.

6. Counterparts/Electronic Execution . This Acknowledgement may be executed in any number of counterparts (including by facsimile or other electronic transmission), each of which when executed and delivered will be deemed to be an original, but all of which when taken together constitutes one and the same instrument. Any party hereto may execute this Acknowledgement by signing any counterpart. The words “execution”, “execute”, “executed”, “signed”, “signature” and words of like import in this Acknowledgement or in or related to any document to be signed in connection with this Acknowledgement and the transactions contemplated hereby, shall be deemed to include electronic signatures or the keeping of records in electronic form, each of which shall be of the same legal effect, validity or enforceability as a manually executed signature or the use of a paper-based recordkeeping system, as the case may be, in accordance with applicable law including, without limitation, as in provided Parts 2 and 3 of the Personal Information Protection and Electronic Documents Act (Canada), the Electronic Commerce Act, 2000 (Ontario), the Electronic Transactions Act (British Columbia), the Electronic Transactions Act (Alberta), or any other similar laws based on the Uniform Electronic Commerce Act of the Uniform Law Conference of Canada. The Agent may, in its discretion, require that any such documents and signatures executed electronically or delivered by fax or other electronic transmission be confirmed by a manually-signed original thereof; provided that the failure to request or deliver the same shall not limit the effectiveness of any document or signature executed electronically or delivered by fax or other electronic transmission.

7. Successors and Assigns . The provisions of this Acknowledgement shall be binding upon each of the parties hereto and their respective successors and assigns and shall enure to the benefit of each of such parties and their respective successors and assigns.

8. signature pages follow -

IN WITNESS WHEREOF each of the undersigned has duly executed this Acknowledgement effective as of the date first written above.

WHITECAP RESOURCES INC.

By: "Signed" Name: Title: By: Name: Title:

[Acknowledgement and Confirmation re: Commitment Increase]

Each of the undersigned Lenders agrees to increase its Individual Syndicated Facility Commitment Amount as set forth in Schedule A hereto effective as of the Effective Date.

NATIONAL BANK OF CANADA

By: "Signed" Name: Title: By: "Signed" Name: Title:

[Acknowledgement and Confirmation re: Commitment Increase]

THE TORONTO-DOMINION BANK

By: "Signed" Name: Title: By: "Signed" Name: Title:

[Acknowledgement and Confirmation re: Commitment Increase]

THE BANK OF NOVA SCOTIA

By: "Signed" Name: Title: By: "Signed" Name: Title:

[Acknowledgement and Confirmation re: Commitment Increase]

BANK OF MONTREAL

By: "Signed" Name: Title: By: "Signed" Name: Title:

[Acknowledgement and Confirmation re: Commitment Increase]

CANADIAN IMPERIAL BANK OF COMMERCE

By: "Signed" Name: Title: By: "Signed" Name: Title:

[Acknowledgement and Confirmation re: Commitment Increase]

ROYAL BANK OF CANADA

By: "Signed" Name: Title: By: Name: Title:

[Acknowledgement and Confirmation re: Commitment Increase]

ATB FINANCIAL

By: "Signed" Name: Title: By: "Signed" Name: Title:

[Acknowledgement and Confirmation re: Commitment Increase]

BANK OF AMERICA N.A., CANADA BRANCH

By: "Signed" Name: Title: By: Name: Title:

[Acknowledgement and Confirmation re: Commitment Increase]

HSBC BANK CANADA

By: "Signed" Name: Title: By: "Signed" Name: Title:

[Acknowledgement and Confirmation re: Commitment Increase]

FÉDÉRATION DES CAISSES DESJARDINS DU QUÉBEC

By: "Signed" Name: Title: By: "Signed" Name: Title:

[Acknowledgement and Confirmation re: Commitment Increase]

The foregoing increase in the Commitment Amount under the Credit Agreement and the increase of the Individual Syndicated Facility Commitment Amount of each of the Lenders listed above has been consented to by the Agent, effective as of the date first written above.

NATIONAL BANK OF CANADA, as Agent

By: "Signed" Name: Title: By: "Signed" Name: Title:

[Acknowledgement and Confirmation re: Commitment Increase]

SCHEDULE A

SCHEDULE B WHITECAP RESOURCES INC. AMENDED AND RESTATED CREDIT AGREEMENT DATED APRIL 27, 2018

COMMITMENT AMOUNTS

INDIVIDUAL OPERATING SYNDICATED AGGREGATE FACILITY FACILITY INDIVIDUAL COMMITMENT COMMITMENT COMMITMENT LENDERS AMOUNT AMOUNT AMOUNT

National Bank of Canada The Toronto-Dominion Bank

The Bank of Nova Scotia Bank of Montreal Canadian Imperial Bank of Commerce Royal Bank of Canada [Commitment Amounts Redacted] Wells Fargo Bank, N.A., Canadian Branch ATB Financial Bank of America N.A., Canada Branch HSBC Bank Canada Fédération des Caisses Desjardins du Québec Export Development Canada Total $75,000,000 $1,330,000,000 $1,405,000,000

[Acknowledgement and Confirmation re: Commitment Increase]