SECURITY INTEREST. To secure the prompt payment and performance to [[Organization B:Organization]] of all of the Obligations, [[Organization A:Organization]] hereby grants to [[Organization B:Organization]] a continuing security interest in the Collateral. [[Organization A:Organization]] is not authorized to sell, assign, transfer or otherwise convey any Collateral without [[Organization B:Organization]]’s prior written consent, except for the sale of finished inventory in the [[Organization A:Organization]]’s usual course of business. [[Organization A:Organization]] agrees to sign any instruments and documents requested by [[Organization B:Organization]] to evidence, perfect, or protect the interests of [[Organization B:Organization]] in the Collateral. [[Organization A:Organization]] agrees to deliver to [[Organization B:Organization]] the originals of all instruments, chattel paper and documents evidencing or related to Receivables and Collateral. [[Organization A:Organization]] shall not grant or permit any lien or security in the Collateral or any interest therein other than Permitted Liens.

1 Amount to be adjusted by the counterparties to take into account any payments or prepayments made between the Trade Date and the Effective Date.

Security Interest. Evidence that all other actions necessary or, in the opinion of [[Organization B:Organization]], desirable to perfect and protect [[Organization B:Organization]]’s interest in the Purchased Assets and other Repurchase Assets have been taken, including, without limitation, UCC searches and duly authorized and filed Uniform Commercial Code financing statements on Form UCC-1.

Security Interest. On each Purchase Date, [[Organization C:Organization]] hereby sells, assigns and conveys all rights and interests in the Purchased Assets identified on the related Mortgage Loan Schedule and the Repurchase Assets related thereto. Although the parties intend that all Transactions hereunder be sales and purchases and not loans (other than as set forth in [Section 20] for U.S. tax purposes), in the event any such Transactions are deemed to be loans, and in any event [[Organization C:Organization]] hereby pledges to [[Organization B:Organization]] as security for the performance by [[Organization C:Organization]] of the Obligations and hereby grants, assigns and pledges to [[Organization B:Organization]] a fully perfected first priority security interest in:

Interest Rate. The interest rate is 6%.

Interim Interest. If any Issuing Bank shall make any LC Disbursement, then, unless the Borrower shall reimburse such LC Disbursement in full on the date such LC Disbursement is made, the unpaid amount thereof shall bear interest, for each day from and including the date such LC Disbursement is made to but excluding the date that the Borrower reimburses such LC Disbursement, at a rate per annum equal to # for any day prior to the date on which such payment by the Borrower is due in accordance with paragraph # of this Section, the Federal Funds Effective Rate and # thereafter, the rate per annum then applicable to ABR Revolving Loans plus 2%. Interest accrued pursuant to this paragraph shall be for the account of the applicable Issuing Bank, except that interest accrued on and after the date of payment by any Lender pursuant to paragraph # of this Section to reimburse the applicable Issuing Bank shall be for the account of such Lender to the extent of such payment.

Effective Date: , 20 [TO BE INSERTED BY THE ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.]

Location and number of Borrower’s account to which proceeds of Borrowing are to be disbursed:

Reference is hereby made to the Credit Agreement dated as of September 28, 2017 (as amended, supplemented or otherwise modified from time to time, the “Credit Agreement”), among Riley Exploration – Permian, LLC, as Borrower, [[Administrative Agent:Organization]], as Administrative Agent, and each lender from time to time party thereto.

Cash Interest. Borrower shall pay interest in arrears on the unpaid principal amount of each Loan from the date of such Loan until such Loan is paid in full at a per annum rate of interest equal to 6.5% (the “Cash Interest”), which shall be payable in accordance with the terms of [Section 2.02(b)(i)].