Exhibit A Attached to and made a part of that certain Purchase Agreement effective March 1, 2016, by and between The Equinox Group LLC and PetroShare Corp. Oil and Gas Lease dated June 1, 1970 and recorded on July 8, 1970, in Book 1611 at page 128, of the records of Adams County, Colorado, insofar and only insofar as the same covers: (i) the W/2NW/4, NE/4NW/4, NE/4 all in Section 5, Township 1 South, Range 67 West, 6th P.M., Adams County, CO and (ii) those subsurface depths lying between the base of the Sussex Formation and the base of the Codell Formation; Containing 257.84 acres more or less

Equinox agrees to sell and PetroShare agrees to buy all of Equinox’s leasehold interest in the oil and gas leases (“Leases”) as described on Exhibit “A” attached hereto and made a part hereof, subject to the conditions set forth below.

Equinox has acquired the interest, if any, of Starlight Resources, LLC and Starlight Corporation (“Starlight Interests”).  At such time as marketable title can be established and agreed upon by the Parties, PetroShare agrees to buy the Starlight Interests.  The Starlight Interests are described on Exhibit “B” attached hereto and made a part hereof.

PetroShare agrees to assume Equinox’s working interest participation in the wells as proposed by PDC Energy, Inc. at the Jacobucci pad and to pay all costs and expenses related to the drilling, completion, equipping and producing of said wells.  PetroShare further agrees to indemnify Equinox from all costs, risks and expenses associated with said wells.

Upon execution of this Agreement, PetroShare shall deliver to Equinox $464,112.00 for Equinox’s working interest in the Jacobucci pad wells and the Leases.  Upon receipt of the executed Agreement and at such time as funds are confirmed received, Equinox shall deliver an assignment, a copy is attached and marked Exhibit “C”, of all of its right, title and interest in the Leases.

Upon written confirmation from PDC Energy Inc. as operator of the proposed wells set forth in Paragraph 3 above, that the title to the Starlight Interests is acceptable, PetroShare shall pay Equinox (A) $1,800 per acre and (B) $500 per acre for lands as separately identified on Exhibit “B” totaling an additional $112,000, within five (5) business days from receipt of the written notice from PDC Energy, Inc. that title is acceptable.

Equinox agrees to warrant title by, through and under Equinox, but not otherwise.

The Parties agree that in the event Equinox’s affiliate Eagle Shadow L.L.C. (“Eagle Shadow”) owns minerals under some or all of the lands included in Exhibits “A” & “B”, and Equinox elects to release all or portions of its oil & gas lease with Eagle Shadow, Eagle Shadow will grant PetroShare the exclusive option to enter into new oil & gas lease(s) under mutually agreeable terms covering the released lands as identified in Exhibits “A” & “B”.  It is agreed that the parties will work in good faith to enter into a new lease however, there will be no obligation on either party to enter into such lease.  The Parties are agreeing to review options for a mutually beneficial arrangement to increase each Parties’ potential economic benefits in the lands.

Equinox and PetroShare agree to execute all other documents necessary to consummate this transaction in a timely manner.

The Effective date of this Agreement shall be March 1, 2016.