EX-4.4



 Exhibit 4.4 

ADDITIONAL INDEBTEDNESS JOINDER AND DESIGNATION 

ADDITIONAL INDEBTEDNESS JOINDER AND DESIGNATION, dated as of July 27, 2016 (this “Joinder”), by and among Wells Fargo
Bank, National Association, as ABL Agent (“ABL Agent”), Wilmington Savings Fund Society, FSB, as Existing Noteholder Agent (“Existing Noteholder Agent”), Delaware Trust Company, as Term Agent (“Term
Agent”), and the Additional Noteholder Agent (as defined below) and any successors or assigns thereof, to the Amended and Restated Intercreditor Agreement dated as of June 29, 2016 (as amended, supplemented, waived or otherwise
modified from time to time, the “Intercreditor Agreement”) among the ABL Agent, Existing Noteholder Agent, Term Agent, and the other parties party thereto from time to time. Capitalized terms used herein and not otherwise defined
herein shall have the meaning specified in the Intercreditor Agreement. 
 Reference is made to that certain Indenture, dated as of
July 27, 2016 (the “Indenture”), among SAExploration Holdings, Inc., as issuer, each of the guarantors party thereto, and Wilmington Savings Fund Society, FSB, as trustee and notes collateral agent (in such capacities, the
“Additional Noteholder Agent”). 
 Section 10.5 of the Intercreditor Agreement permits the Representatives to
designate Additional Debt under the Intercreditor Agreement. 
 Accordingly, the Additional Noteholder Agent, for itself and on behalf of
the Additional Indenture Secured Parties, hereby agrees with the ABL Agent, Existing Noteholder Agent and Term Agent as follows: 

Section 1. Designation of Additional Indebtedness. The Representatives hereby designate such Additional Indebtedness as Additional
Indenture Obligations under the Intercreditor Agreement. 
 Section 2. Agreement to be Bound. The Additional Noteholder Agent,
for itself and on behalf of the Additional Indenture Secured Parties, hereby agrees to be bound by the terms and provisions of the Intercreditor Agreement and shall, as of the date hereof with respect to the Additional Indenture Obligations incurred
or to be incurred under the Indenture referred to above, be deemed to be a party to the Intercreditor Agreement. 
 Section 2.
Notices. Notices and other communications provided for under the Intercreditor Agreement to be provided to the Additional Noteholder Agent shall be sent to the address set forth below its name on the signature page hereto (until notice of a
change thereof is delivered as provided in Section 10.9 of the Intercreditor Agreement). 
 Section 3.
Miscellaneous. THIS JOINDER SHALL BE CONSTRUED AND ENFORCED IN ACCORDANCE WITH AND GOVERNED BY THE LAW OF THE STATE OF NEW YORK. 

[SIGNATURES FOLLOW] 







 IN WITNESS WHEREOF, the parties hereto have executed this Joinder to Intercreditor Agreement as
of the date first written above. 
  

			
	WILMINGTON SAVINGS FUND SOCIETY, FSB, as Additional Noteholder Agent for and on behalf of the Additional Indenture Secured Parties
		
	By:	 	 /s/ Geoffrey Lewis

		 	Name: Geoffrey Lewis
		 	Title:   Vice President
	
	Address for Notices:
	
	Wilmington Savings Fund Society, FSB
	500 Delaware Avenue
	Wilmington, Delaware 19801
	Attention: Corporate Trust
	 Reference: SAExploration Holdings, Inc.

10.000% Senior Secured Second Lien Notes due 2019

	Facsimile: (302) 421-9137
	
	 With a copy to (which shall not constitute notice):
  

Morrison & Foerster LLP
 250 West 55th Street
 New York, New York 10019

Attention: Jonathan I. Levine
 Facsimile: (212)
468-7900



 [Signature Page to Joinder to Intercreditor Agreement] 








							
	ABL AGENT:	 		 	WELLS FARGO BANK, NATIONAL
ASSOCIATION, as ABL Agent
				
		 		 	By:	 	 /s/ Michael White

		 		 		 	Name: Michael White
		 		 		 	Title: Vice President
			
	EXISTING NOTEHOLDER AGENT:	 		 	WILMINGTON SAVINGS FUND SOCIETY,
FSB, as Existing Noteholder Agent for and on
behalf of the Existing Indenture Secured Parties
				
		 		 	By:	 	 /s/ Geoffrey Lewis

		 		 		 	Name: Geoffrey Lewis
		 		 		 	Title: Vice President
			
	TERM AGENT:	 		 	DELAWARE TRUST COMPANY, as Term
Agent
				
		 		 	By:	 	 /s/ Alan R. Halpern

		 		 		 	Name: Alan R. Halpern
		 		 		 	Title: Vice President

 [Signature Page to Joinder to Intercreditor Agreement]