Exhibit
10.1


 


PURCHASE
AND SALE AGREEMENT


 


THIS
PURCHASE AND SALE AGREEMENT (this “Agreement”) dated October 24, 2022 (the “Execution Date”)
is between Exok, Inc., an Oklahoma corporation (“Seller”), and Prairie Operating Co., LLC, a Delaware limited
liability company (“Purchaser”). Purchaser and Seller are sometimes referred to herein as the “Parties,”
or individually as a “Party.”


 


RECITALS


 


Seller
is the owner of certain interests in and to certain oil and gas Assets (as defined below);


 


Seller
desires to sell to Purchaser and Purchaser desires to purchase from Seller the Assets of Seller hereafter described in the manner and
upon the terms and conditions set forth herein;


 


Concurrently
with the execution and delivery of this Agreement, Purchaser is entering into that certain Agreement and Plan of Merger (as may be amended
or supplemented from time to time, the “Merger Agreement”), dated as of the date hereof, by and among Purchaser,
Creek Road Miners, Inc., a Delaware corporation (“Creek Road”), and Creek Road Merger Sub, LLC, a Delaware
limited liability company and wholly owned subsidiary of Creek Road, pursuant to which the parties thereto will undertake the transactions
described therein; and


 


As
of the Execution Date, Creek Road is in negotiations with certain investors (the “PIPE Investors”) to enter
into securities purchase agreements following the execution and delivery of this Agreement and prior to the Closing (as defined below),
pursuant to which such PIPE Investors, upon the terms and subject to the conditions to be set forth in such securities purchase agreements,
may purchase (a) shares of common stock, par value $0.0001 per share, of Creek Road (the “Creek Road Common Stock”)
and (b) warrants to purchase shares of Creek Road Common Stock in a private placement (collectively, the “Private Placements”),
with such purchases to be consummated prior to the consummation of the transactions contemplated by the Merger Agreement and hereby,
it being understood that such proceeds may exceed the Cash Consideration (as defined below) payable to Seller hereunder at the Closing.


 


Now,
therefore, in consideration of the premises and of the mutual promises, representations, warranties, covenants, conditions and agreements
contained herein, the Parties covenant and agree as follows:


 


Article
1


PURCHASE
AND SALE


 


Section
1.1 Purchase and Sale.


 


At
the Closing, but effective as of the Effective Date (as defined below), upon the terms and subject to the conditions of this Agreement,
Seller agrees to sell and convey to Purchaser and Purchaser agrees to purchase, accept and pay for the Assets.


 






    	 



     


    

 


Section
1.2 Assets.


 


Subject
to the exclusions set forth in this Agreement, all of the following shall herein be called the “Assets”:


 


(a)
All of Seller’s right, title and interest in, to and under the fee oil and gas leases described on Exhibit A attached hereto,
including all working interests, operating rights, record title interests and other interests of every kind and character (the “Fee
Leases”), that include and convey no less than a 75% net revenue interest (“NRI,” being the share
of production of all hydrocarbons produced, saved and sold, after all burdens, such as royalty and overriding royalty, have been deducted
from the working interest) in each Fee Lease.


 


(b)
All of Seller’s right, title and interest in, to and under the State of Colorado Oil and Gas Leases described on Exhibit A
attached hereto, including all working interests, operating rights, record title interests and other interests of every kind and character
(the “State Leases”), that include and convey no less than a 77.5% NRI in the State Leases.


 


(c)
100% of Seller’s leasehold interest (Fee Leases and State Leases are collectively referred to as the “Leases”)
in 23,485 net mineral acres in, on and under 37,030 gross acres located in Weld County, Colorado, as described on Exhibit A (the
“Lands”).


 


(d)
To the extent transferable, Seller’s interests in and under all contracts, agreements and instruments by which the other Assets
are bound or that relate to or are used or useful in connection with the ownership, development or operation of the Leases or the Lands,
to the extent applicable to the Leases or Lands, including all surface use agreements, surface rights, surface permits and other similar
rights and instruments.


 


(e)
All of Seller’s records, files and geological and geophysical data directly related to the Assets, including without limitation
all seismic data and interpretations thereof, logs, core analyses, formation tests, films, surveyors’ notes, plane table sheets,
shot point data bases, land files, contract files, lease files, title files (including title reports, title opinions, runsheets, abstracts,
evidence of bonus and rental payments), maps, surveys and data sheets (“Records”). Seller does not warrant
the accuracy, completeness or viability of any of the Records or analysis provided therein.


 


Section
1.3 Effective Date.


 


The
effective date of the conveyance of the Assets is October 15, 2022 (the “Effective Date”). Except as otherwise
specifically provided herein, Purchaser shall be entitled to all production of hydrocarbons from or attributable to the Assets from and
after the Effective Date (and all products and proceeds attributable thereto), and to all other income, proceeds, receipts and credits
earned with respect to the Assets at or after the Effective Date and shall be responsible for all property costs incurred from and after
the Effective Date.


 


Section
1.4 Conveyance.


 


Seller
shall convey the Assets to Purchaser at the Closing by an Assignment and Conveyance in the form of Exhibit B attached hereto (the
“Conveyance”).


 






    	2



     


    

 


Article
2


PURCHASE
PRICE


 


Section
2.1 Consideration.


 


The
consideration for the Assets shall be $28,182,000.00, payable as (a) $24,000,000.00 in cash payable upon the Closing by wire transfer
of immediately available funds (the “Cash Consideration”) and (b) the issuance at the Closing of $4,182,000
in total equity consideration, consisting of (i) 836,400 shares of Creek Road Common Stock (the “Stock Consideration”)
and (ii) 836,400 warrants to purchase 836,400 shares of Creek Road Common Stock (the “Warrant Consideration,”
and together with the Stock Consideration and the shares of Creek Road Common Stock underlying the Warrant Consideration issuable upon
the exercise thereof, the “Equity Consideration”).


 


Section
2.2 Conditions to Closing.


 


(a)
Conditions of Seller to Closing. The obligations of Seller to consummate the transactions contemplated by this Agreement (except
for the obligations of Seller to be performed prior to the Closing and obligations that survive termination of this Agreement), including
the obligations of Seller to consummate the Closing, are subject, at the option of Seller, to the satisfaction on or prior to the Closing
of each of the conditions set forth in this Section 2.2(a), unless waived in writing by Seller:


 


(i)
Each of the representations and warranties of Purchaser shall be true and correct in all material respects as of the Closing Date (as
defined below);


 


(ii)
Purchaser shall have performed and observed, in all material respects, all covenants and agreements to be performed or observed by Purchaser
under this Agreement prior to or on the Closing Date;


 


(iii)
On the Closing Date, no injunction, order or award restraining, enjoining or otherwise prohibiting the consummation of the transactions
contemplated by this Agreement, or granting substantial damages in connection therewith, shall have been issued and remain in force;
and


 


(iv)
Purchaser shall be ready, willing and able to deliver to Seller at the Closing the other documents and items required to be delivered
by Purchaser under this Article 2 (including, for the avoidance of doubt, the RRA (as defined below)).


 


(b)
Conditions of Purchaser to Closing. The obligations of Purchaser to consummate the transactions contemplated by this Agreement
(except for the obligations of Purchaser to be performed prior to the Closing and obligations that survive termination of this Agreement),
including the obligations of Purchaser to consummate the Closing, are subject, at the option of Purchaser, to the satisfaction on or
prior to the Closing of each of the conditions set forth in this Section 2.2(b), unless waived in writing by Purchaser:


 


(i)
Each of the representations and warranties of Seller shall be true and correct in all material respects as of the Closing Date;


 


(ii)
Seller shall have performed and observed, in all material respects, all covenants and agreements to be performed or observed by Seller
under this Agreement prior to or on the Closing Date;


 






    	3



     


    

 


(iii)
On the Closing Date, no injunction, order or award restraining, enjoining or otherwise prohibiting the consummation of the transactions
contemplated by this Agreement, or granting substantial damages in connection therewith, shall have been issued and remain in force;


 


(iv)
All conditions precedent to the closing of the transactions set forth in the Merger Agreement shall have been satisfied or waived, and
the closing of such transactions shall have occurred prior to the transactions contemplated in this Agreement;


 


(v)
At least twenty (20) calendar days shall have passed since the mailing of the Information Statement (as defined below) by Creek Road;
and


 


(vi)
Seller shall be ready, willing and able to deliver to Purchaser at the Closing the other documents and items required to be delivered
by Seller under this Article 2.


 


Section
2.3 Closing.


 


The
closing of the transaction contemplated by this Agreement (the “Closing”) shall, unless otherwise agreed to
in writing by Purchaser and Seller, take place at the offices of Vinson & Elkins LLP located at 845 Texas Avenue, Suite 4700 Houston,
Texas 77002 at 10:00 a.m., local time, on the date that is within five (5) business days after the satisfaction of each Party’s
conditions to the Closing set forth in Section 2.2. The date on which the Closing occurs is referred to herein as the “Closing
Date.” All actions to be taken and all documents and instruments to be executed and delivered at the Closing shall be deemed
to have been taken, executed and delivered simultaneously and, except as permitted hereunder, no actions shall be deemed to have been
taken nor any document and instruments executed or delivered until all actions have been taken and all documents and instruments have
been executed and delivered.


 


Section
2.4 Payment of Cash Consideration.


 


At
the Closing, Purchaser shall pay to Seller the Cash Consideration by wire transfer of immediately available funds to the account designated
by Seller.


 


Section
2.5 Deliveries at the Closing.


 


At
the Closing, the following events shall occur, each being a condition precedent to the others and each being deemed to have occurred
simultaneously with the others:


 


(a)
The Parties shall execute, acknowledge and deliver the Conveyance (Exhibit B), with a special warranty of title by, through and
under Seller but not otherwise, in sufficient counterparts for recording in Weld County, Colorado, and any applicable forms of any governmental
entity, including the Colorado State Land Board, conveying all of the Assets to Purchaser as of the Effective Date;


 


(b)
The Parties shall execute and deliver an area of mutual agreement in the form attached hereto as Exhibit C;


 






    	4



     


    

 


(c)
Purchaser shall deliver or cause to be delivered to Seller the Cash Consideration;


 


(d)
Seller shall deliver to Purchaser (i) releases of all liens, mortgages, pledges, collateral assignments or security interest, of any
kind (including any agreement to give any of the foregoing, any conditional sale or other title retention agreement) and any option,
trust or other preferential arrangement having the practical effect of any of the foregoing (each a “Lien”)
that are burdening the Assets, (ii) authorizations to file UCC-3 termination statements releases in all applicable jurisdictions to evidence
the release all such Liens on the Assets and (iii) all instruments and agreements reasonably requested by, and in form and substance
reasonably acceptable to, Purchaser to effect and file of record the release of all Liens in connection therewith;


 


(e)
Purchaser shall either (i) cause Creek Road to issue in a private placement to Seller the Equity Consideration or (ii) cause the Equity
Consideration to be transferred to Seller, in each case, in book-entry form (solely with respect to the Stock Consideration), free and
clear of any Liens or other restrictions whatsoever (other than those arising under state or federal securities laws), in the name of
Seller and containing a legend in substantially the following form:


 


THE
SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED, OR THE SECURITIES
LAWS OF ANY STATE OR OTHER JURISDICTION, AND MAY NOT BE OFFERED, SOLD OR TRANSFERRED IN THE ABSENCE OF SUCH REGISTRATION OR AN EXEMPTION
THEREFROM.;


 


(f)
Seller shall deliver to Purchaser electronic copies of all Records in the possession of Seller, its affiliates and/or their respective
designees and contractors (including brokers and/or landmen);


 


(g)
(i) Seller shall deliver to Purchaser a counterpart signature page to the Registration Rights Agreement to be entered into between Creek
Road, Seller and the PIPE Investors (the “RRA”) and (ii) Purchaser shall cause Creek Road to deliver an executed
copy of the RRA to Seller;


 


(h)
Purchaser and Seller (or Seller’s designated operator) shall execute all documents reasonably requested by the other Party that
are necessary to transfer the Assets to Purchaser;


 


(i)
Seller and Purchaser shall take such other actions and deliver such other documents as are reasonably requested by the other Party to
effect the transactions contemplated by this Agreement; and


 


(j)
Seller shall deliver a duly completed and executed IRS Form W-9.


 






    	5



     


    

 


Article
3


REPRESENTATIONS
AND WARRANTIES OF SELLER


 


Seller
represents and warrants to Purchaser as of the date hereof and as of the Closing as follows:


 


Section
3.1 Existence and Qualification.


 


Seller
is a corporation duly organized, validly existing and in good standing under the laws of the state of its incorporation, and is duly
qualified to do business in Colorado.


 


Section
3.2 Power and Authorization.


 


Seller
has the power to enter into and perform this Agreement and consummate the transactions contemplated by this Agreement. The execution,
delivery and performance of this Agreement, and the performance of the transactions contemplated hereby, have been duly and validly authorized
by all necessary corporate action on the part of Seller. No approvals that have not already been obtained are necessary to approve this
Agreement to consummate the transactions contemplated hereby.


 


Section
3.3 No Conflicts.


 


The
execution, delivery and performance by Seller of this Agreement and the consummation of the transactions contemplated by this Agreement
do not (i) violate any provision of the Seller’s organizational documents, (ii) result in the creation of any material Lien on
any Asset, (iii) result in default (with due notice or lapse of time or both) or the creation of any Lien or give rise to any right of
termination, cancellation or acceleration under any note, bond, mortgage, indenture or other financing instrument to which Seller is
a party or by which it is bound (which shall not be satisfied, assigned or termination on or prior to the Closing as a result of the
transactions contemplated in this Agreement), (iv) violate any judgment, order, ruling or decree applicable to Seller a party in interest
or (v) violate any laws applicable to Seller, except in each case of the foregoing clauses (iii) through (v) for any matters that do
not result in a material adverse effect on (a) the ownership, operation or financial condition of the Assets as currently operated as
of the date of this Agreement or (b) the performance of Seller’s obligations and covenants hereunder that are to be performed at
the Closing.


 


Section
3.4 Enforceability.


 


This
Agreement has been duly executed and delivered by Seller (and all documents required hereunder to be executed and delivered by Seller
at the Closing will be duly executed and delivered by Seller) and this Agreement constitutes, and at the Closing, such documents will
constitute, the valid and binding obligations of Seller, enforceable in accordance with their terms except as such enforceability may
be limited by applicable bankruptcy or other similar laws affecting the rights and remedies of creditors generally as well as by general
principles of equity (regardless of whether such enforceability is considered in a proceeding in equity or at law).


 






    	6



     


    

 


Section
3.5 Litigation.


 


As
of the date of this Agreement, there are no actions, suits or proceedings pending or, to Seller’s knowledge, threatened, before
any court or other governmental entity with respect to the Assets. There are no actions, suits or proceedings pending, or to Seller’s
knowledge, threatened, before any court or other governmental entity against Seller which are reasonably likely to impair Seller’s
ability to perform its obligations under this Agreement or any document required to be executed and delivered by Seller at the Closing.


 


Section
3.6 Compliance with Laws.


 


The
Assets have been operated in material compliance with all applicable federal, state and local laws, rules, regulations and orders. Seller
has not received a written notice of a violation of any law that is applicable to the Assets or operations on the Assets that has not
been (or will not be prior to the Closing) corrected or settled.


 


Section
3.7 Consents and Preferential Purchase Rights.


 


None
of the Assets are subject to any preferential rights to purchase which would become exercisable as a result of the execution of this
Agreement or performance of the transactions contemplated by this Agreement, and there are no consents to assignment with respect to
the transactions contemplated by this Agreement, except those governmental consents customarily obtained after Closing.


 


Section
3.8 Lease Status.


 


To
the best of Seller’s knowledge, as of the Execution Date, each Lease is in full force and effect. Seller further warrants and represents
that title to the Leases is title that is generally, and customarily considered, marketable in the oil and gas industry. The Leases are
not subject to, or dedicated, any gathering, midstream, or other contract that supply, dedicate, require or restrict the transportation,
gathering, processing or sale of hydrocarbons from the Leases or water (whether fresh water or produced water) from or used in connection
with the ownership, operation or development of the Leases or the Assets. Neither Seller nor any affiliate of Seller has conducted any
physical operations (including any drilling operations) on any of the Leases. There have been no hydrocarbons produced from or allocated
to the Assets from and after the execution of the Leases.


 


Section
3.9 Bankruptcy.


 


There
are no bankruptcy, insolvency, reorganization, or receivership proceedings: (a) pending against or being contemplated by Seller, or (b)
to Seller’s knowledge, threatened against, Seller or any of the Assets.


 






    	7



     


    

 


Section
3.10 Contracts.


 


The
Leases are not subject to or burdened by, and the Assets do not include, any Material Contracts. “Material Contract”
means any contract, agreement or instrument (whether recorded or unrecorded, oral or in writing), that (a) can reasonably be expected
to result in gross revenue per fiscal year in excess of $10,000.00; (b) can reasonably be expected to result in expenditures per fiscal
year in excess of $10,000.00; (c) are with any affiliate of Seller; (d) are participation agreements, exploration agreements, development
agreements, joint operating agreements, unitization agreements, pooling agreements, communitization agreements or similar agreements;
(e) have the purpose or requirement to sell, lease, farmout, exchange or otherwise dispose of all or any part of the Assets; (f) contain
any drilling or development obligations on the part of Seller; (g) contain any area of mutual interest agreements, most-favored nations
provisions, non-compete agreements or similar provisions; or (h) contain any call upon, option to purchase or similar rights with respect
to the Assets or to the production therefrom or the processing thereof.


 


Section
3.11 No Distribution.


 


Seller
is an experienced and knowledgeable investor, Seller is able to bear the economic risks of its acquisition and ownership of the Equity
Consideration, and Seller is capable of evaluating (and has evaluated) the merits and risks of investing in the Equity Consideration
and Seller’s acquisition and ownership thereof. Seller is an “accredited investor,” as such term is defined in Rule
501 of Regulation D promulgated under the Securities Act of 1933, as amended (the “Securities Act”), and is
acquiring the Equity Consideration for its own account and not with a view to a sale or distribution thereof in violation of the Securities
Act, and the rules and regulations thereunder or any other securities laws. Seller acknowledges and understands that (i) the acquisition
of the Equity Consideration has not been registered under the Securities Act in reliance on an exemption therefrom and (ii) the Equity
Consideration will, upon its acquisition by Seller be characterized as “restricted securities” under state and federal securities
laws. Seller agrees that the Equity Consideration may not be sold, transferred, offered for sale, pledged, hypothecated or otherwise
disposed of except pursuant to an effective registration statement under the Securities Act or pursuant to an exemption from the registration
requirements of the Securities Act, and in compliance with applicable state and federal securities laws


 


Section
3.12 Taxes and Assessments.


 


All
ad valorem, property, excise, severance, production, sales, use and similar taxes based upon or measured by the ownership or operation
of the Assets or the production of hydrocarbons or the receipt of proceeds therefrom (“Asset Taxes”) that have
become due and payable have been paid, all tax returns with respect to Asset Taxes required to be filed have been timely filed, and none
of the Assets are subject to any tax partnership agreement or are otherwise treated, or required to be treated, as held in an arrangement
requiring a partnership income tax return to be filed under Subchapter K of Chapter 1 of Subtitle A of the Internal Revenue Code of 1986,
as amended.


 


Section
3.13 Waiver.


 


EXCEPT
FOR SELLER’S EXPRESS REPRESENTATIONS AND WARRANTIES SET FORTH ABOVE IN THIS ARTICLE 3 AND SELLER’S SPECIAL WARRANTY
OF TITLE IN THE CONVEYANCE, THE ASSETS ARE BEING CONVEYED BY SELLER TO PURCHASER WITHOUT WARRANTY OF ANY KIND, EXPRESS, IMPLIED, STATUTORY,
COMMON LAW OR OTHERWISE, AND THE PARTIES HEREBY EXPRESSLY DISCLAIM, WAIVE, AND RELEASE ANY WARRANTY OF MERCHANTABILITY, CONDITION, SAFETY,
OR FITNESS FOR A PARTICULAR PURPOSE; AND PURCHASER ACCEPTS THE ASSETS, “AS IS, WHERE IS, WITH ALL FAULTS, WITHOUT RECOURSE.”


 



SELLER
MAKES NO REPRESENTATION OR WARRANTY (EXPRESS, STATUTORY OR IMPLIED), AND EXPRESSLY DISCLAIMS ALL REPRESENTATIONS AND WARRANTIES, AS TO
THE ACCURACY, COMPLETENESS, OR ADEQUACY OF THE RECORDS OR THE DESCRIPTION OF THE ASSETS HEREIN OR IN THE CONVEYANCE. EXCEPT TO THE EXTENT
RESULTING FROM A BREACH OF SELLER’S SPECIAL WARRANTY OF TITLE SET FORTH IN THE CONVEYANCE, SELLER SHALL HAVE NO LIABILITY TO PURCHASER
FOR ANY ALLEGED OR ACTUAL TITLE DEFECTS OR FOR FAILING TO DELIVER THE SPECIFIED NRI, NET MINERAL ACRES, OR GROSS ACRES, AND PURCHASER
WAIVES ANY RIGHT TO MAKE OR ASSERT ANY CLAIM AGAINST SELLER FOR ANY TITLE DEFECT OR FOR FAILING TO DELIVER THE SPECIFIED NRI, NET MINERAL
ACRES, OR GROSS ACRES.


 






    	8



     


    

 


Article
4


REPRESENTATIONS
AND WARRANTIES OF PURCHASER


 


Purchaser
represents and warrants to Seller as of the date hereof and as of the Closing as follows:


 


Section
4.1 Existence and Qualification.


 


Purchaser
is a limited liability company duly organized, validly existing and in good standing under the laws of the State of Delaware.


 


Section
4.2 Power and Authorization.


 


Purchaser
has the power to enter into and perform this Agreement and consummate the transactions contemplated by this Agreement. The execution,
delivery and performance of this Agreement, and the performance of the transactions contemplated hereby, have been duly and validly authorized
by all necessary corporate action on the part of Purchaser.


 


Section
4.3 Enforceability.


 


This
Agreement has been duly executed and delivered by Purchaser (and all documents required hereunder to be executed and delivered by Purchaser
at Closing will be duly executed and delivered by Purchaser) and this Agreement constitutes, and at the Closing, such documents will
constitute, the valid and binding obligations of Purchaser, enforceable in accordance with their terms except as such enforceability
may be limited by applicable bankruptcy or other similar laws affecting the rights and remedies of creditors generally as well as by
general principles of equity (regardless of whether such enforceability is considered in a proceeding in equity or at law).


 


Section
4.4 Litigation.


 


There
are no actions, suits or proceedings pending, or to Purchaser’s knowledge, threatened, before any court or other governmental entity
against Purchaser which are reasonably likely to impair Purchaser’s ability to perform its obligations under this Agreement or
any document required to be executed and delivered by Purchaser at the Closing.


 






    	9



     


    

 


Section
4.5 Due Diligence.


 


Subject
to and without limiting any representations and warranties of Seller set forth herein or in the documents delivered hereunder (a) Purchaser
has conducted all due diligence, review of documents, Lease files and relevant documents related to the Assets prior to the Closing and
(b) Purchaser waives any right to any post-Closing adjustments. Purchaser is familiar with the Assets and is a knowledgeable, experienced
and sophisticated investor in the oil and gas business. In entering into this Agreement, Purchaser has relied and will rely solely on
the terms of this Agreement and upon its own independent analysis, evaluation, and investigation of, and judgment with respect to the
business, economic, legal, tax and other consequences of this Agreement and the transactions contemplated herein, including its estimate
and appraisal of the extent and value of the Assets, and the oil, gas and other reserves associated with the Assets.


 


Section
4.6 Financing. Subject to the satisfaction of the conditions to the Closing set forth herein, Purchaser has, or will have as
of the Closing Date (including the Private Placements), sufficient cash, available lines of credit or other sources of immediately available
funds (in United States Dollars) to enable Purchaser to pay at the Closing the entirety of the $24,000,000.00 Cash Consideration.


 


Section
4.7 Equity Consideration. All of the Equity Consideration issuable at the Closing in accordance with this Agreement or issuable
upon exercise thereafter will be, when so issued (a) duly authorized, validly issued, fully paid and non-assessable, (b) not subject
to, or issued in violation of, any preemptive rights, (c) not issued in violation of any federal or state securities laws, (d) free and
clear of any Liens or other restrictions whatsoever (other than those arising under state or federal securities laws) and (e) except
as otherwise set forth herein, rank pari passu in all respects with the securities issued pursuant to the Private Placements.


 


Article
5


ACTIONS
OF THE PARTIES PRIOR TO CLOSING


 


Section
5.1 Seller’s Obligations. From and after the date hereof until the Closing, Seller shall: (a) own and operate the
Assets as a reasonably prudent operator, in compliance with all applicable laws and contracts, leases and agreements; (b) maintain the
books of account and Records relating to the Assets in the usual, regular and ordinary manner, in accordance with the usual accounting
practices of Seller; (c) not transfer, sell, hypothecate, encumber, novate or otherwise dispose of any of the Assets; (d) not terminate
(other than terminations of based on the expiration without any affirmative action by Seller), novate, materially amend, execute or extend
any Leases or contracts binding on or included in the Assets; (e) not approve or conduct any individual authorization for expenditure
or similar request or invoice for funding or participation under any contract for any operations on the Leases; (f) not enter into, amend
or change the terms of any Material Contract or Lease; (g) maintain in full force and effect all Leases; (h) not, and Seller shall cause
their respective affiliates and each of their respective directors, officers, employees, representatives, advisors, brokers or agents
not to, directly or indirectly, (A) actively market any material amount of the Assets (an “Acquisition Transaction”)
to any individual, firm, corporation, partnership, limited liability company, joint venture, association, trust, unincorporated organization,
governmental authority or any other entity (each, a “Person”), (B) solicit or initiate negotiations or submissions
of proposals or offers in respect to any Acquisition Transaction or (C) permit any Person (other than Purchaser) to conduct any on-site
diligence with respect to the Assets; and (i) not commit or enter into an agreement with respect to any matter that is prohibited by
the foregoing.


 


Section
5.2 Purchaser’s Obligation. From and after the Execution Date, Purchaser shall use commercially reasonable efforts to cause
the conditions to Closing set forth in Sections 2.2(b)(iv) and (v) to be satisfied or waived and to cause the Closing to
occur.


 






    	10



     


    

 


Article
6


TAX
MATTERS


 


Section
6.1 Asset Taxes.


 


(a)
Seller shall be allocated and bear all Asset Taxes attributable to the Assets with respect to (i) any tax period ending prior to the
Effective Date and (ii) the portion of any tax period beginning before and ending after the Effective Date (a “Straddle Period”)
ending immediately prior to the Effective Date, and Purchaser shall be allocated and bear all Asset Taxes attributable to the Assets
with respect to (x) any tax period beginning at or after the Effective Date and (y) the portion of any Straddle Period beginning at the
Effective Date.


 


(b)
For purposes of determining the allocations described in Section 6.1(a), (i) Asset Taxes that are attributable to the severance
or production of hydrocarbons (other than such Asset Taxes described in clause (iii), below) shall be allocated to the period in which
the severance or production giving rise to such Asset Taxes occurred, (ii) Asset Taxes that are based upon or related to sales or receipts
or imposed on a transactional basis (other than such Asset Taxes described in clause (i) above or (iii) below), shall be allocated to
the period in which the transaction giving rise to such Asset Taxes occurred, and (iii) Asset Taxes that are ad valorem, property or
other Asset Taxes imposed on a periodic basis pertaining to a Straddle Period shall be allocated between the portion of such Straddle
Period ending immediately prior to the Effective Date and the portion of such Straddle Period beginning at the Effective Date by prorating
each such Asset Tax based on the number of days in the applicable Straddle Period that occur before the date on which the Effective Date
occurs, on the one hand, and the number of days in such Straddle Period that occur on or after the date on which the Effective Date occurs,
on the other hand.


 


Section
6.2 Transfer Taxes and Recording Fees.


 


Purchaser
shall bear and pay (a) all sales, use, transfer, stamp, documentary, registration, excise or similar taxes incurred or imposed with respect
to the transactions described in this Agreement (“Transfer Taxes”), and (b) all required filing and recording
fees and expenses in connection with the filing and recording of the assignments, conveyances or other instruments required to convey
title to the Assets to Purchaser. Seller and Purchaser shall reasonably cooperate in good faith to minimize, to the extent permissible
under applicable law, the amount of any such Transfer Taxes.


 






    	11



     


    

 


Section
6.3 Cooperation.


 


Purchaser
and Seller covenant and agree that subsequent to the Closing, upon reasonable notice and during normal business hours, they will: (a)
give the other Party and its representatives information, books and records relevant to the Assets, to the extent necessary to enable
the other party to prepare its tax returns or determine the amount of any tax benefit the requesting Party may be entitled to receive
pursuant to this Agreement, (b) provide the other Party with such information, books and records as may reasonably be requested in connection
with any tax return, inquiry, election, audit or other examination by any tax authority, or judicial or administrative proceedings relating
to liability for taxes with respect to the Assets and (c) retain all books and records with respect to tax matters pertinent to the Assets
relating to any tax period beginning before the Closing Date until the expiration of the statute of limitations of the respective tax
periods and abide by all record retention agreements entered into with any governmental authority.


 


Section
6.4 Tax Returns.


 


Subject
to Purchaser’s indemnification rights under Section 7.2(c), after the Closing Date, (a) Purchaser shall be responsible for
paying any Asset Taxes relating to any tax period that ends before or includes the Effective Date that become due and payable after the
Closing Date and shall file with the appropriate governmental authority any and all tax returns required to be filed after the Closing
Date with respect to such Asset Taxes, (b) Purchaser shall submit each such tax return to Seller for its review and comment reasonably
in advance of the due date therefor and (c) Purchaser shall timely file any such tax return, incorporating any comments received from
Seller prior to the due date therefor.


 


Article
7


ASSUMPTION
OF LIABILITIES AND INDEMNIFICATION


 


Section
7.1 Purchaser’s Assumption of Liability.


 


From
and after the Closing and subject to Section 7.2, Purchaser shall assume and pay, perform, fulfill and discharge and release and
indemnify Seller and its affiliates from (a) subject to Section 7.2(a) and Section 7.2(b), all costs, expenses, and damages
regarding the Assets, (b) damages resulting from any breaches or inaccuracies of any representations, warranties or covenants of Purchaser
set forth herein, and (c) any Asset Taxes allocable to Purchaser pursuant to Section 6.1.


 


Section
7.2 Seller’s Retained Liabilities.


 


From
and after the Closing, Seller shall retain and pay, perform, fulfill and discharge and release and indemnify Purchaser and its affiliates
from (a) for one (1) year after the Closing, all costs, expenses and damages regarding the Assets attributable to the period of time
prior to the Effective Date, (b) damages resulting from any breaches or inaccuracies of any representations, warranties or covenants
of Seller set forth herein and (c) any Asset Taxes allocable to Seller pursuant to Section 6.1; provided that (x) all representations
and warranties made by Seller in Sections 3.1, 3.2, 3.3, 3.4 and 3.9 shall survive for the applicable
statute of limitations, (y) all other representations and warranties made herein by Seller and any liability arising with respect thereto
shall survive the Closing, but only for a period of six (6) months from the Closing and (z) all covenants set forth herein of Purchaser
or Seller shall survive until fully performed. Notwithstanding anything to the contrary in this Agreement, (1) Seller will not have any
liability for indemnification to Seller or any of its affiliates under this Section 7.2 for breaches of representations and warranties
of Seller until and unless the aggregate amount of all liability for damages for which Seller and/or its affiliates is entitled to indemnification
exceeds a deductible equal two percent (2%) of the Cash Consideration; and (2) in no event will Seller have any liability to indemnify
Seller and/or its affiliates from and against damages under this Agreement for breaches of representations and warranties of Seller in
excess of twenty percent (20%) of the Cash Consideration.


 






    	12



     


    

 


Article
8


ADDITIONAL
AGREEMENTS


 


Section
8.1 Information Statement.


 


Seller
shall furnish all information as Purchaser may reasonably request in connection with the preparation and filing of an information statement
(the “Information Statement”)
containing the information required under Schedule 14C promulgated under the Securities Exchange Act of 1934, as amended (the “Exchange
Act”), by Creek Road with the U.S. Securities and Exchange Commission (the “SEC”)
regarding the transactions contemplated by the Merger Agreement and this Agreement. Such information will not include any untrue statement
of any material fact or omit to state any material fact necessary in order to make the statements therein, in the light of the circumstances
under which they were made, not misleading. Seller shall promptly correct any information provided by it or any of its officers, directors,
employees, accountants, consultants, legal counsel, agents and other representatives for use in the Information Statement if and to the
extent that such information shall have become false or misleading in any material respect. 


 


Section
8.2 Financing Cooperation.


 


Seller
agrees, and shall use commercially reasonable efforts, to provide such assistance as is reasonably requested by Purchaser with reasonable
prior notice in connection with any arrangement, marketing, syndication and consummation of any financing, including the Private Placements,
that may be arranged by Purchaser or Creek Road to the extent deemed necessary or advisable by Purchaser to fund any portion of the Cash
Consideration; provided that such requested assistance does not unreasonably interfere with the ongoing business or operations of Seller.



 


Article
9


TERMINATION


 


Section
9.1 Termination. This Agreement may be terminated at any time prior to the Closing:


 


(a)
by the mutual prior written consent of Seller and Purchaser; or


 


(b)
by Purchaser upon a breach of any representation, warranty, covenant or agreement on the part of Seller set forth in this Agreement,
or if any representation or warranty of Seller shall have become untrue, in either case such that the conditions set forth in Section
2.2(b)(i) and Section 2.2(b)(ii) would not be satisfied (“Terminating Seller Breach”); provided
that Purchaser has not waived such Terminating Seller Breach and Purchaser is not then in material breach of its representations, warranties,
covenants or agreements in this Agreement; provided, further that, if such Terminating Seller Breach is curable by Seller, Purchaser
may not terminate this Agreement under this Section 9.1(b) for so long as Seller continues to exercise its reasonable efforts
to cure such breach, unless such breach is not cured within fifteen (15) days after notice of such breach is provided by Purchaser to
Seller;


 


(c)
by Seller upon a breach of any representation, warranty, covenant or agreement on the part of Purchaser set forth in this Agreement,
or if any representation or warranty of Purchaser shall have become untrue, in either case such that the conditions set forth in Section
2.2(a)(i) and Section 2.2(a)(ii) would not be satisfied (“Terminating Purchaser Breach”); provided
that Seller has not waived such Terminating Purchaser Breach and Seller is not then in material breach of its representations, warranties,
covenants or agreements in this Agreement; provided, further that, if such Terminating Purchaser Breach is curable by Purchaser, Seller
may not terminate this Agreement under this Section 9.1(c) for so long as Purchaser continues to exercise its reasonable efforts
to cure such breach, unless such breach is not cured within fifteen (15) days after notice of such breach is provided by Seller to Purchaser;
or


 


(d)
by Seller if the Cash Consideration has not been received by Seller pursuant to Section 2.1(a) on or before January 18, 2023;
provided that Seller is not then in material breach of its representations, warranties, covenants or agreements in this Agreement.


 


Section
9.2 Effect of Termination.


 


(a)
If this Agreement is terminated pursuant to Section 9.1, this Agreement shall become void and of no further force or effect (except
for the provisions of this Article 9 and Article 11, all of which shall survive and continue in full force and effect indefinitely).


 


(b)
In the event that (i) all conditions precedent to the obligations of Seller set forth in Section 2.2(a) have been satisfied or
waived by Seller and (ii) the Closing has not occurred as a result of the material breach or failure of any Seller’s representations,
warranties or covenants hereunder, including, if and when required, Seller’s obligations to consummate the transactions contemplated
hereunder at the Closing, then Purchaser shall be entitled to elect in writing, to (A) exercise any and all rights and remedies, including
rights to specific performance of this Agreement, that Purchaser may be entitled to at law or in equity or (B) terminate this Agreement.


 







(c)
In the event that (i) all conditions precedent to the obligations of Purchaser set forth in Section 2.2(b) have been satisfied
or waived by Purchaser and (ii) the Closing has not occurred as a result of the material breach or failure of any Purchaser’s representations,
warranties or covenants hereunder, including, if and when required, Purchaser’s obligations to consummate the transactions contemplated
hereunder at the Closing, then Seller shall be entitled to elect in writing, to (A) exercise any and all rights and remedies, including
rights to specific performance of this Agreement, that Seller may be entitled to at law or in equity or (B) terminate this Agreement.


 






    	13



     


    

 


Article
10


ACTIONS
OF THE PARTIES AFTER CLOSING


 


Section
10.1 Filing of State Leases. Promptly after the Closing, Seller and Purchaser shall submit the forms for the State Leases to
the Colorado State Land Board for approval for the assignment of the State Leases.


 


Section
10.2 Records Delivery. Within three (3) business days after the Closing, Seller shall make the originals and copies of the Records
in respect of the Assets, including any electronic versions, available for pickup by Purchaser or, at Purchaser’s request and sole
cost, shall ship such Records to Purchaser; provided that Seller shall have the right to keep copies (at Seller’s sole cost and
expense) of such Records.


 


Section
10.3 Non-Competition.


 


(a)
Seller acknowledges that Purchaser is entering into this Agreement and assuming the obligations hereunder in contemplation of undertaking
substantial further development of the Assets, which development is intended to permit Purchaser to satisfy such assumed obligations.
As a material inducement to Purchaser to enter into this Agreement, from and after Closing, Seller shall not, and shall ensure and cause
each affiliate of Seller (each, a “Restricted Person”) not to, directly or indirectly, acquire in any capacity
during the period from and after the Closing Date and ending on the date that is three (3) years after the Closing Date (the “Non-Compete
Period”), any interest in any Restricted Opportunity, whether alone or as a partner, joint venturer or equity interest
holder of any Person acquiring such interest. Without limiting Purchaser’s other rights, in the event any Restricted Person acquires
any Restricted Opportunity during the Non-Compete Period, Seller shall, or, as applicable, Seller shall cause such Restricted Person
to, (i) promptly (but in no event later than ten (10) days after the acquisition of such Restricted Opportunity) notify Purchaser of
such acquisition, which notice shall include all terms of such Restricted Opportunity and any and all information (including title and
land files) in Seller’s and such Restricted Person’s possession regarding such Restricted Opportunity, (ii) Purchaser shall
have the right, but not the obligation, to elect in writing within ten (10) days after receipt of Seller’s notice to acquire all
or any portion of such Restricted Opportunity for a purchase price equal to one dollar ($1.00) for each net mineral acre included in
such Restricted Opportunity and (iii) if Purchaser elects to exercise such right, (A) Seller shall assign such Restricted Opportunity
to Purchaser or its designee free and clear of any burdens or encumbrances by, through or under Seller and its affiliates pursuant to
an assignment and conveyance form reasonably acceptable to Purchaser, containing a special warranty of title by, through and under Seller
and its affiliates and (B) Purchaser shall pay the applicable Restricted Person a purchase price equal to one dollar ($1.00) for each
net mineral acre included in such Restricted Opportunity assigned to Purchaser or its designee.


 


(b)
As used herein:


 


(i)
“affiliate” means, with respect to any Person, a Person that directly or indirectly controls, is controlled
by or is under common control with such Person, with control in such context meaning the ability to direct the management or policies
of a Person through ownership of voting shares or other securities, pursuant to a written agreement, or otherwise.


 






    	14



     


    

 


(ii)
“Restricted Area” means the geographical boundaries and lands located in the areas described as follows:


 


(A)
all lands located in the West Half (“W/2”) of Townships 8, 9, 10, and 11 North, Range 61 West, in Weld County, Colorado;
and


 


(B)
all lands located in Townships 8, 9 10 & 11 North, Ranges 62, 63, and 64 West, in Weld County, Colorado.


 


(iii)
“Restricted Opportunity” means any opportunity for, including an opportunity to finance, the leasing, acquisition,
farm-in, exploration, development, production, gathering or marketing or any combination of the foregoing, of oil, gas or other hydrocarbon
leases, hydrocarbon interests, royalty interests, overriding royalty interests, hydrocarbon interests payable out of production, production
payments or any other rights to acquire any of the foregoing interests in or attributable to any lands covering or burdening any lands
burdened by the Leases or lands located within the Restricted Area.


 


(c)
The Parties agree that the limitations contained herein with respect to time, geographical area and scope of activity are reasonable
in all respects and necessary to preserve the value of the goodwill and Assets being conveyed by Seller pursuant hereto. However, if
any court shall determine that the time, geographical area or scope of activity of any restriction contained herein is unenforceable,
it is the intention of the Parties that such restrictive covenant set forth herein shall not thereby be terminated but shall be deemed
amended to the extent required to render it valid and enforceable.


 


Section
10.4 Equity Consideration. Purchaser covenants that it will file the reports required to be filed by it under the Securities
Act and the Exchange Act and the rules and regulations adopted by the SEC thereunder (or, if Purchaser is not required to file such reports,
it will make publicly available such necessary information for so long as necessary to permit sales of the Equity Consideration pursuant
to Rule 144 under the Securities Act until such sales can be made without any restrictions or limitations), and it will take any such
further action as reasonably requested to the extent required from time to time to enable Seller to sell the Equity Consideration without
registration under the Securities Act within the limitation of the exemptions provided by (a) Rule 144 under the Securities Act, as such
rules may be amended from time to time, or (b) any similar rule or regulation hereafter adopted by the SEC. The legend endorsed on the
certificate evidencing the Equity Consideration pursuant to Section 2.5(e) shall be removed and Purchaser shall issue to Seller
a certificate without such legend at such time as the securities evidenced thereby cease to be “restricted securities” under
federal securities laws.


 


Article
11


MISCELLANEOUS


 


Section
11.1 Counterparts.


 


This
Agreement may be executed in counterparts, each of which shall be deemed an original instrument, but all such counterparts together shall
constitute but one agreement. A Party’s delivery of an executed counterpart signature page by facsimile or email is as effective
as executing and delivering this Agreement in the presence of the other Party. No Party shall be bound until such time as all of the
Parties have executed counterparts of this Agreement.


 






    	15



     


    

 


Section
11.2 Entire Agreement; Assignment.


 


(a)
This Agreement, the exhibits hereto and the documents and certificates delivered in connection herewith constitute the entire agreement
among the Parties with respect to the subject matter hereof, and supersedes all prior agreements and understandings, both written and
oral, between the Parties with respect to the subject matter hereof.


 


(b)
This Agreement shall not be assigned by a Party by operation of law or otherwise without the prior written consent of the other Party
and any such assignment purported to be made in violation of this provision shall be null and void ab initio; provided, however,
Purchaser shall have the right to assign prior to the Closing to an affiliate of Purchaser, in which event Purchaser and such assignee
shall be jointly and severally liable for their obligations under this Agreement.


 


Section
11.3 Governing Law.


 


This
Agreement shall be governed and construed in accordance with the laws of the State of Delaware, without regard to any applicable conflicts
of law principles. The Parties expressly and irrevocably: (a) consent to the exclusive jurisdiction of the federal or state courts sitting
in the State of Delaware, (b) agree not to bring any action related to this Agreement or the transactions contemplated hereby in any
other court (except to enforce the judgment of such courts) and (c) agree not to object to venue in such courts or to claim that such
forum is inconvenient. Final judgment by such courts shall be conclusive and may be enforced in any manner permitted by law.


 


Section
11.4 Waiver of Jury Trial.


 


EACH
PARTY WAIVES, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ANY RIGHT IT MAY HAVE TO A TRIAL BY JURY IN RESPECT OF ANY SUIT, ACTION
OR PROCEEDING RELATING TO THIS AGREEMENT.


 


Section
11.5 Binding Nature; No Third Party Beneficiaries.


 


This
Agreement shall be binding upon and inure solely to the benefit of each Party and its permitted successors and assigns, and except as
otherwise expressly set forth herein, nothing in this Agreement, express or implied, is intended to or shall confer upon any other person
or persons any rights, benefits or remedies of any nature whatsoever under or by reason of this Agreement.


 


Section
11.6 Severability.


 


If
a court of competent jurisdiction determines that any term, condition or provision of this Agreement is void, illegal, unenforceable
or unconscionable under any present or future law (or interpretation thereof), the remainder of this Agreement shall remain in full force
and effect, and the terms, conditions and provisions that are determined to be void, illegal, unenforceable or unconscionable shall be
deemed severed from this Agreement as if this Agreement had been executed with the invalid provisions eliminated; provided, however,
that notwithstanding the foregoing, if the removal of such provisions destroys the material purpose of this Agreement, this Agreement
shall no longer be of any force or effect.


 






    	16



     


    

 


Section
11.7 Interpretation.


 


For
purposes of interpreting the provisions of this Agreement, the Parties acknowledge and agree that: (i) this Agreement is the result of
negotiations between the Parties, and their respective counsel; (ii) the Parties are deemed to have equal bargaining power and position;
(iii) the Parties are deemed to have drafted this Agreement jointly; and (iv) the rule of construction that ambiguities are to be resolved
against the drafting party shall not be employed in the interpretation or construction of this Agreement.


 


Section
11.8 Further Assurances.


 


After
the Closing, Seller and Purchaser agree to take such further actions and to execute, acknowledge and deliver all such further documents
as are reasonably requested by a Party for carrying out the purposes of this Agreement or of any document delivered pursuant to this
Agreement.


 


Section
11.9 Non-Recourse Persons.


 


Seller
acknowledges and agrees that no past, present or future director, manager, officer, employee, incorporator, member, partner, stockholder,
agent, attorney, representative, affiliate or financing source of Purchaser, and any of the foregoing Person’s respective past,
present or future directors, managers, officers, employees, incorporators, members, partners, stockholders, agents, attorneys, representatives,
affiliates or financing sources (excluding, in each case, Purchaser, and subject to such exclusion, each, a “Non-Recourse
Person”), in such capacity, shall have any liability or responsibility (in contract, tort or otherwise) for, and Purchaser
hereby waives, releases, remises and forever discharges any damages, suits, legal or administrative proceedings, claims, demands, losses,
costs, obligations, liabilities, interests, charges or causes of action whatsoever, in law or in equity, known or unknown, against each
Non-Recourse Persons which are based on, related to, or arise out of the negotiation, performance and consummation of this Agreement
or any other documents delivered at the Closing pursuant to this Agreement (together with all other documents, certificates and instruments
delivered under this Agreement) or the transactions contemplated hereunder or thereunder. Each Non-Recourse Person is expressly intended
as a third-party beneficiary of this Section 11.9.


 


Section
11.10 Limitation on Damages.


 


Notwithstanding
anything in this Agreement to the contrary, neither Party shall be liable to the other Party for special, indirect, consequential, punitive
or exemplary damages suffered by such Party resulting from or arising out of this Agreement or the breach thereof or under any other
theory of liability, whether tort, negligence, strict liability, breach of contract, warranty, indemnity or otherwise.


 






    	17



     


    

 


Section
11.11 Specific Performance.


 


The
Parties agree that irreparable damage would occur if any provision of this Agreement were not performed in accordance with the terms
hereof for which money damages, even if available, would not be an adequate remedy and that the Parties shall be entitled to an injunction
or injunctions to prevent breaches of this Agreement or to enforce specifically the performance of the terms and provisions hereof, in
addition to any other remedy available at law or in equity. The Parties further agree to waive any requirement for the securing or posting
of any bond in connection with such remedy.


 


Section
11.12 Notice.


 


All
notices, requests, claims, demands and other communications hereunder shall be in writing and shall be given and deemed given by (i)
delivery in person when so delivered, (ii) email on the date sent (or the next business day if sent after normal business hours of the
recipient Party) or (iii) registered or certified mail (postage prepaid, return receipt requested) on the fifth business day after dispatch
to the respective Parties at the following addresses (or at such other address for a Party as shall be specified in a notice given in
accordance with this Section 11.12):


 


if
to Purchaser:


 


Prairie
Operating Co., LLC


8636
N. Classen Boulevard

Oklahoma City, Oklahoma 73114


Attention:
Gary Hanna; Edward Kovalik


Email:
gh@prairieopco.com; ek@prairieopco.com


 


with
a copy to:


 


Vinson
& Elkins L.L.P.


845
Texas Avenue


Suite
4700


Houston,
Texas 77002


Attention:
T. Mark Kelly; Crosby Scofield


Email:
mkelly@velaw.com; cscofield@velaw.com


 


if
to Seller:


 


Exok,
Inc.


6410
N. Santa Fe


Oklahoma
City, Oklahoma 73116

Attention: Steven D. Bryant


Email:
bryant@coxinet.net


 


[Signature
page follows.]


 






    	18



     


    

 


IN
WITNESS WHEREOF, the Parties have executed this Agreement as of the date first written above.


 


	EXOK,
                                            INC.





	 	PRAIRIE
                                            OPERATING CO., LLC






	 	 	 	 	 
	By:

    
	

    /s/
    Steven D. Bryant

    
	 	By:	/s/
                                            Garry Hanna

    

	Name:

    
	Steven
                                            D. Bryant

    
	 	Name:	Gary
                                            Hanna

    

	Title:	President	 	Title:	Member
	 	 	 	 	 
	 	 	 	By:	/s/
                                            Ed Kovalik

    

	 	 	 	Name:	

    

    Ed
    Kovalik

    

	 	 	 	Title:	Member


 


Signature
Page to Purchase and Sale Agreement


 






    	 



     


    




 


EXHIBIT
A


Fee Leases


 


	LEASE
    #:	DJB001
	LESSOR:	Lee
    A. Malmo as Agent & Attorney-in-Fact for Wandalea Malmo Henson
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	6/18/2018
	DESCRIPTION:	Township
    9 North, Range 63 West, 6th PM
		Section
    4:	Lot
    1, S/2 NW/4, W/2 SW/4, SE/4 SW/4
	 	Township
    9 North, Range 64 West, 6th PM
	 	Section
    2:	Lot
    1, Lot 2, Lot 3, Lot 4, S/2 N/2
	 	Section
    4:	S/2
	RECEPTION/DATE:	4413608/7/9/2018
	 	 
	LEASE
    #:	DJB002
	LESSOR:	Sandy
    Sue Althouse, a single woman
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	7/3/2018
	DESCRIPTION:	Township
    9 North, Range 63 West, 6th PM
	 	Section
    5:	Lots
    1-4, S/2 N/2, S/2
	RECEPTION/DATE:	4415370/7/16/2018
	 	 
	LEASE
    #:	DJB003
	LESSOR:	George
    E. Althouse a/k/a George Edward Althouse, a single man
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	7/3/2018
	DESCRIPTION:	Township
    9 North, Range 63 West, 6th PM
	 	Section
    5:	Lots
    1-4, S/2 N/2, S/2
	RECEPTION/DATE:	4416060/7/18/2018
	 	 
	LEASE
    #:	DJB004
	LESSOR:	Fern
    E. Bucknum, individually & as Attorney-in-Fact for Stanley R. Bucknum
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	7/16/2018
	DESCRIPTION:	Township
    9 North, Range 63 West, 6th PM
	 	Section
    6:	Lots
    6, 7, E/2 SW/4, SE/4
	RECEPTION/DATE:	4420402/8/2/2018



 






    	Page 1 of 31



     


    

 


	LEASE
    #:	DJB005
	LESSOR:	Gayle
    K. Carda, a/k/a Gayle Kay Carda f/k/a Gayle Kay Rowe, a married woman dealing in her sole & separate property
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	7/14/2018
	DESCRIPTION:	Township
    9 North, Range 64 West, 6th PM
	 	Section
    2:	S/2
	 	Section
    11:	N/2
	 	Section
    14:	W/2,
    N/2 NE/4, SW/4 NE/4, NW/4 SE/4
	 	Section
    32:	E/2
    E/2, SW/4
	RECEPTION/DATE:	4421126/8/6/2018
	 	 
	LEASE
    #:	DJB006
	LESSOR:	Anne
    H. Magruder
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	7/17/2018
	DESCRIPTION:	Township
    9 North, Range 64 West, 6th PM
	 	Section
    14:	S/2
    SE/4
	RECEPTION/DATE:	4422797/8/13/2018
	 	 
	LEASE
    #:	DJB007
	LESSOR:	State
    of Colorado – State Board of Land Commissioners – Lease 112075
	LESSEE:	EXOK,
    Inc.
	LEASE
    DATE:	8/16/2018
	DESCRIPTION:	Township
    8 North, Range 62 West, 6th PM
	 	Section
    4:	SE/4
    NE/4, Lots 3 & 4 (N/2 NW/4), SW/4 NW/4, NW/4 SW/4, SE/4
	RECEPTION/DATE:	 	 
	 	 	 
	LEASE
    #:	DJB008
	LESSOR:	State
    of Colorado – State Board of Land Commissioners – Lease 112076
	LESSEE:	EXOK,
    Inc.
	LEASE
    DATE:	8/16/2018
	DESCRIPTION:	Township
    9 North, Range 62 West, 6th PM
	 	Section
    18:	Lot
    2 (SW/4 NW/4), Lots 3 & 4 (W/2 SW/4), E/2 SW/4, SW/4 SE/4
	RECEPTION/DATE:	 



 






    	Page 2 of 31



     


    

 


	LEASE
    #:	DJB009
	LESSOR:	State
    of Colorado – State Board of Land Commissioners – Lease 112077
	LESSEE:	EXOK,
    Inc.
	LEASE
    DATE:	8/16/2018
	DESCRIPTION:	Township
    9 North, Range 62 West, 6th PM
	 	Section
    20:	W/2
    NW/4, SE/4 NW/4, N/2 SW/4, SE/4 SW/4, W/2 SE/4, SE/4 SE/4
	RECEPTION/DATE:	 	 
	 	 	 
	LEASE
    #:	DJB010
	LESSOR:	State
    of Colorado – State Board of Land Commissioners – Lease 112078
	LESSEE:	EXOK,
    Inc.
	LEASE
    DATE:	8/16/2018
	DESCRIPTION:	Township
    9 North, Range 62 West, 6th PM
	 	Section
    28:	SW/4
    NE/4, NW/4, NE/4 SW/4, NW/4 SE/4
	RECEPTION/DATE:	 
	 	 
	LEASE
    #:	DJB011
	LESSOR:	State
    of Colorado – State Board of Land Commissioners – Lease 112079
	LESSEE:	EXOK,
    Inc.
	LEASE
    DATE:	8/16/2018
	DESCRIPTION:	Township
    9 North, Range 63 West, 6th PM
	 	Section
    11:	S/2
    SE/4
	RECEPTION/DATE:	 
	 	 
	LEASE
    #:	DJB012
	LESSOR:	State
    of Colorado – State Board of Land Commissioners – Lease 112080
	LESSEE:	EXOK,
    Inc.
	LEASE
    DATE:	8/16/2018
	DESCRIPTION:	Township
    9 North, Range 63 West, 6th PM
	 	Section
    13:	N/2,
    NE/4 SE/4
	RECEPTION/DATE:	 
	 	 
	LEASE
    #:	DJB013
	LESSOR:	State
    of Colorado – State Board of Land Commissioners – Lease 112081
	LESSEE:	EXOK,
    Inc.
	LEASE
    DATE:	8/16/2018
	DESCRIPTION:	Township
    9 North, Range 64 West, 6th PM
	 	Section
    16:	All
	RECEPTION/DATE:	 



 






    	Page 3 of 31



     


    

 





	LEASE
    #:	DJB014
	LESSOR:	Thomas
    N. Jahr & Pamela L. Jahr, h/w
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	8/2/2018
	DESCRIPTION:	Township
    9 North, Range 63 West, 6th PM
	 	Section
    5:	Lots
    1, 2, 3, 4, S/2 N/2, S/2
	RECEPTION/DATE:	4424391/8/20/2018
	 	 
	LEASE
    #:	DJB015
	LESSOR:	Billie
    Jo Dean a/k/a B. J. Dean, a single woman
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	8/24/2018
	DESCRIPTION:	Township
    9 North, Range 63 West, 6th PM
	 	Section
    6:	Lots
    1, 2, 3, 4, 5, S/2 NE/4, SE/4 NW/4
		Township
    9 North, Range 64 West, 6th PM
	 	Section
    1:	SE/4
	RECEPTION/DATE:	4427724/8/31/2018
	 	 
	LEASE
    #:	DJB016
	LESSOR:	Todd
    J. Andre a/k/a Todd James Andre, a married man dealing in his sole and separate property
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	8/24/2018
	DESCRIPTION:	Township
    9 North, Range 63 West, 6th PM
	 	Section
    6:	Lots
    1, 2, 3, 4, 5, S/2 NE/4, SE/4 NW/4
	 	Township
    9 North, Range 64 West, 6th PM
	 	Section
    1:	SE/4
	RECEPTION/DATE:	4428904/9/6/2018
	 	 
	LEASE
    #:	DJB017
	LESSOR:	B.
    J. Dean as Attorney-in-Fact for Cheryl M. Crabbe, a/k/a Cheryl J. Crabbe, a/k/a Cheryl Jean Crabbe, a married woman dealing in her
    sole & separate property
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	9/6/2018
	DESCRIPTION:	Township
    9 North, Range 63 West, 6th PM
	 	Section
    6:	Lots
    1, 2, 3, 4, 5, S/2 NE/4, SE/4 NW/4
	 	Township
    9 North, Range 64 West, 6th PM
	 	Section
    1:	SE/4
	RECEPTION/DATE:	4434181/9/27/2018



 






    	Page 4 of 31



     


    

 


	LEASE
    #:	DJB018
	LESSOR:	CoBank,
    FCB
	LESSEE:	Gerald
    T. Sullivan
	LEASE
    DATE:	9/19/2018
	DESCRIPTION:	Township
    9 North, Range 62 West, 6th PM
	 	Section
    28:	W/2
    SW/2, SE/4 SW/4, SW/4 SE/4
	RECEPTION/DATE:	4434124/9/26/2018
	 	 
	LEASE
    #:	DJB019
	LESSOR:	Susan
    E. Beck, Attorney-in-Fact for Elizabeth A. Montel, a widow
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	9/24/2018
	DESCRIPTION:	Township
    8 North, Range 62 West, 6th PM
	 	Section
    10:	S/2
	RECEPTION/DATE:	4440557/10/23/2018
	 	 
	LEASE
    #:	DJB020
	LESSOR:	Noreen
    E. Smith
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	10/3/2018
	DESCRIPTION:	Township
    8 North, Range 62 West, 6th PM
	 	Section
    2:	Lots
    1, 2, S/2 NE/4, SE/4
	RECEPTION/DATE:	4441127/10/24/2018
	 	 
	LEASE
    #:	DJB021
	LESSOR:	Kevin
    E. Miller & Sallie R. Miller, h/w
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	12/18/2018
	DESCRIPTION:	Township
    9 North, Range 62 West, 6th PM
	 	Section
    26:	S/2
    SE/4
	 	Section
    35:	Lot
    A (8.196 ac) of Recorded Exemption Number 0463-35-4 RECX 140914-0144 and recorded April 8, 2015 at Reception No. 4097417, being a
    part of the N/2 SE/4
	RECEPTION/DATE:	4458815/1/9/2019



 






    	Page 5 of 31



     


    

 


	LEASE
    #:	DJB022
	LESSOR:	Larry
    L. Croissant & Patricia Jean Croissant a/k/a Patricia J. Croissant f/k/a Jean L. Croissant, h/w
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	12/18/2018
	DESCRIPTION:	Township
    8 North, Range 62 West, 6th PM
	 	Section
    1:	Lots
    1 (33.16), 2 (33.34), 3 (33.5), 4 (33.68), S/2 NE/4, SE/4 NW/4
	 	Section
    2:	Lots
    3 (33.49), 4 (33.47), S/2 NW/4
		Township
    9 North, Range 62 West, 6th PM
	 	Section
    13:	SW/4,
    SW/4 SE/4, W/2 NW/4
	 	Section
    23:	All
	 	Section
    24:	W/2,
    W/2 E/2, SE/4 SE/4
	 	Section
    25:	NW/4,
    S/2
	 	Section
    26:	NW/4,
    NE/4, SW/4, N/2 SE/4
	 	Section
    27:	SE/4,
    S/2 NE/4, SE/4 NW/4, NE/4 SW/4
	 	Section
    35:	S/2
    N/2, W/2 SW/4, NE/4 SW/4, S/2 SE/4, & Lot B (72.199 acres) of Recorded Exemption No. 0463-35-4 RECX 14-0144, and recorded April
    8, 2015 at Reception No. 4097417, being a part of the N/2 SE/4
	RECEPTION/DATE:	4455639/12/21/2018
	 	 
	LEASE
    #:	DJB023
	LESSOR:	Donna
    L. Robinett, individually & as Trustee under the Donna Robinett Trust
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	12/18/2018
	DESCRIPTION:	Township
    9 North, Range 62 West, 6th PM
	 	Section
    13:	SW/4,
    SW/4 SE/4, W/2 NW/4
	 	Section
    23:	All
	 	Section
    24:	W/2,
    W/2 E/2, SE/4 SE/4
	 	Section
    25:	NW/4,
    S/2
	 	Section
    26:	NW/4,
    NE/4, S/2
	 	Section
    27:	SE/4,
    S/2 NE/4, SE/4 NW/4, NE/4 SW/4
	RECEPTION/DATE:	4460823/1/17/2019



 






    	Page 6 of 31



     


    

 


	LEASE
    #:	DJB024
	LESSOR:	BeThKuJo,
    LLC, a Colorado LLC
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	12/8/2018
	DESCRIPTION:	Township
    8 North, Range 62 West, 6th PM
	 	Section
    10:	S/2
	 	Section
    11:	W/2
	 	Section
    12:	N/2
	RECEPTION/DATE:	4461031/1/18/2019
	 	 
	LEASE
    #:	DJB025
	LESSOR:	Murry
    R. McMurry, a married man dealing in his sole & separate property
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	12/28/2018
	DESCRIPTION:	Township
    8 North, Range 62 West, 6th PM
	 	Section
    3:	Lots
    3, 4, S/2 NW/4, SW/4
	 	Section
    10:	NW/4
	RECEPTION/DATE:	4463489/1/31/2019
	 	 
	LEASE
    #:	DJB026
	LESSOR:	Noreen
    E. Smith
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	2/2/2019
	DESCRIPTION:	Township
    8 North, Range 62 West, 6th PM
	 	Section
    1:	SW/4
    NW/4, NW/4 SW/4
		Township
    9 North, Range 62 West, 6th PM
	 	Section
    11:	All
	RECEPTION/DATE:	4466742/2/13/2019
	 	 
	LEASE
    #:	DJB029
	LESSOR:	State
    of Colorado – State Board of Land Commissioners – Lease 112448
	LESSEE:	EXOK,
    Inc
	LEASE
    DATE:	2/21/2019
	DESCRIPTION:	Township
    9 North, Range 63 West, 6th PM
	 	Section
    4:	Lots
    2, 4, SE/4 NE/4, E/2 SE/4
	RECEPTION/DATE:	 	 
	 	 	 
	LEASE
    #:	DJB030
	LESSOR:	State
    of Colorado – State Board of Land Commissioners – Lease 112449
	LESSEE:	EXOK,
    Inc
	LEASE
    DATE:	2/21/2019
	DESCRIPTION:	Township
    9 North, Range 64 West, 6th PM
	 	Section
    14:	SE/4
    NE/4, NE/4 SE/4
	RECEPTION/DATE:	 



 






    	Page 7 of 31



     


    

 


	LEASE
    #:	DJB031
	LESSOR:	State
    of Colorado – State Board of Land Commissioners – Lease 112450
	LESSEE:	EXOK,
    Inc
	LEASE
    DATE:	2/21/2019
	DESCRIPTION:	Township
    9 North, Range 63 West, 6th PM
	 	Section
    10:	NW/4
    NE/4, S/2 NE/4, NW/4 SE/4
	RECEPTION/DATE:	 
	 	 
	LEASE
    #:	DJB032
	LESSOR:	State
    of Colorado – State Board of Land Commissioners – Lease 112451
	LESSEE:	EXOK,
    Inc
	LEASE
    DATE:	2/21/2019
	DESCRIPTION:	Township
    9 North, Range 63 West, 6th PM
	 	Section
    16:	All
	RECEPTION/DATE:	 
	 	 
	LEASE
    #:	DJB033
	LESSOR:	State
    of Colorado – State Board of Land Commissioners – Lease 112454
	LESSEE:	EXOK,
    Inc
	LEASE
    DATE:	2/21/2019
	DESCRIPTION:	Township
    9 North, Range 62 West, 6th PM
	 	Section
    16:	All
	RECEPTION/DATE:	 	 
	 	 	 
	LEASE
    #:	DJB034
	LESSOR:	State
    of Colorado – State Board of Land Commissioners – Lease 112453
	LESSEE:	EXOK,
    Inc
	LEASE
    DATE:	2/21/2019
	DESCRIPTION:	Township
    9 North, Range 62 West, 6th PM
	 	Section
    9:	SW/4
	RECEPTION/DATE:	 
	 	 
	LEASE
    #:	DJB035
	LESSOR:	State
    of Colorado – State Board of Land Commissioners – Lease 112461
	LESSEE:	EXOK,
    Inc
	LEASE
    DATE:	2/21/2019
	DESCRIPTION:	Township
    10 North, Range 64 West, 6th PM
	 	Section
    36:	All
	RECEPTION/DATE:	 



 






    	Page 8 of 31



     


    

 


	LEASE
    #:	DJB036
	LESSOR:	Sharon
    A. Horton & Larry Dean Horton, w/h
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	2/12/2019
	DESCRIPTION:	Township
    9 North, Range 62 West, 6th PM
	 	Section
    10:	E/2
    SW/4, SW/4 SW/4
	 	Section
    14:	S/2
	RECEPTION/DATE:	4469115/2/25/2019
	 	 
	LEASE
    #:	DJB036a
	LESSOR:	Sharon
    A. Horton & Larry Dean Horton, w/h
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	6/17/2019
	DESCRIPTION:	Township
    9 North, Range 62 West, 6th PM
	 	Section
    10:	SW/4
    NE/4, NW/4 SE/4, S/2 SE/4
	 	Section
    15:	NE/4
    NW/4, E/2 SW/4, N/2 SE/4, NE/4
	RECEPTION/DATE:	4499413/6/21/2019
	 	 
	LEASE
    #:	DJB037
	LESSOR:	Carolyn
    J. Taylor, a widow
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	2/12/2019
	DESCRIPTION:	Township
    9 North, Range 62 West, 6th PM
	 	Section
    10:	E/2
    SW/4, SW/4 SW/4
	 	Section
    14:	S/2
	 	Section
    15:	NE/4
    NW/4, E/2 SW/4, N/2 SE/4, NE/4
	RECEPTION/DATE:	4469776/2/27/2019
	 	 
	LEASE
    #:	DJB037a
	LESSOR:	Carolyn
    J. Taylor, a widow
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	6/17/2019
	DESCRIPTION:	Township
    9 North, Range 62 West, 6th PM
	 	Section
    10:	SW/4
    NE/4, NW/4 SE/4, S/2 SE/4
	RECEPTION/DATE:	4499414/6/21/2019
	 	 
	LEASE
    #:	DJB038
	LESSOR:	Bonita
    K. Wright, a widow
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	2/22/2019
	DESCRIPTION:	Township
    9 North, Range 62 West, 6th PM
	 	Section
    10:	SW/4
    NE/4, NW/4 SE/4, S/2 SE/4
	 	Section
    15:	NE/4
	RECEPTION/DATE:	4471002/3/4/2019



 






    	Page 9 of 31



     


    

 


	LEASE
    #:	DJB039
	LESSOR:	Arnold
    A. Bumgardner & Loretta D. Bumgardner
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	2/4/2019
	DESCRIPTION:	Township
    9 North, Range 62 West, 6th PM
	 	Section
    11:	E/2
    SE/4
	RECEPTION/DATE:	4471006/3/4/2019
	 	 
	LEASE
    #:	DJB040
	LESSOR:	Shirley
    A. Roberts
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	2/22/2019
	DESCRIPTION:	Township
    9 North, Range 62 West, 6th PM
	 	Section
    10:	SW/4
    NE/4, NW/4 SE/4, S/2 SE/4
	 	Section
    15:	NE/4
	RECEPTION/DATE:	4472332/3/8/2019
	 	 
	LEASE
    #:	DJB041
	LESSOR:	Harold
    B. Roberts, Jr., a married man dealing in his sole and separate property
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	2/23/2019
	DESCRIPTION:	Township
    9 North, Range 62 West, 6th PM
	 	Section
    10:	SW/4
    NE/4, NW/4 SE/4, S/2 SE/4
	 	Section
    15:	NE/4
	RECEPTION/DATE:	4473574/3/15/2019
	 	 
	LEASE
    #:	DJB042
	LESSOR:	Cynthia
    D. Roberts a/k/a Cynthia Denise Roberts, a married woman deaing in her sole & separate property
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	2/22/2019
	DESCRIPTION:	Township
    9 North, Range 62 West, 6th PM
	 	Section
    10:	SW/4
    NE/4, NW/4 SE/4, S/2 SE/4
	 	Section
    15:	NE/4
	RECEPTION/DATE:	4474691/3/20/2019
	 	 
	LEASE
    #:	DJB043
	LESSOR:	Catherine
    S. Lewis a/k/a Catherine Lewis, individually & as executrix of the estate of Elizabeth Clare Sterling
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	3/14/2019
	DESCRIPTION:	Township
    9 North, Range 62 West, 6th PM
	 	Section
    27:	W/2
    NW/4, NW/4 SW/4
	RECEPTION/DATE:	4477746/4/1/2019



 






    	Page 10 of 31



     


    

 


	LEASE
    #:	DJB044
	LESSOR:	Phillip
    E. McKinley & Diane L. McKinley, h/w
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	3/19/2019
	DESCRIPTION:	Township
    9 North, Range 62 West, 6th PM
	 	Section
    24:	SE/4
    NE/4, NE/4 SE/4
	 	Section
    25:	NE/4
	RECEPTION/DATE:	4477747/4/1/2019
	 	 
	LEASE
    #:	DJB045
	LESSOR:	Robert
    Sterling
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	4/8/2019
	DESCRIPTION:	Township
    9 North, Range 62 West, 6th PM
	 	Section
    27:	W/2
    NW/4, NW/4 SW/4
	RECEPTION/DATE:	4481101/4/15/2019
	 	 
	LEASE
    #:	DJB046
	LESSOR:	Vicki
    Pendleton
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	4/8/2019
	DESCRIPTION:	Township
    9 North, Range 62 West, 6th PM
	 	Section
    27:	W/2
    NW/4, NW/4 SW/4
	RECEPTION/DATE:	4482970/4/22/2019
	 	 
	LEASE
    #:	DJB047
	LESSOR:	Rynetta
    L. Jeppesen, a widow
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	4/8/2019
	DESCRIPTION:	Township
    8 North, Range 62 West, 6th PM
	 	Section
    10:	S/2
	RECEPTION/DATE:	4488069/5/9/2019
	 	 
	LEASE
    #:	DJB048
	LESSOR:	Calvin
    E. Stackhouse, individually & as Trustee of the Calvin E. Stackhouse & Sharon L. Stackhouse Living Trust dated 10/24/2003
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	4/10/2019
	DESCRIPTION:	Township
    8 North, Range 62 West, 6th PM
	 	Section
    12:	S/2
	RECEPTION/DATE:	4488070/5/9/2019



 






    	Page 11 of 31



     


    

 


	LEASE
    #:	DJB050
	LESSOR:	Norman
    L. Dunbar
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	6/3/2019
	DESCRIPTION:	Township
    9 North, Range 62 West, 6th PM
	 	Section
    24:	SE/4
    NE/4, NE/4 SE/4
	 	Section
    25:	NE/4
	RECEPTION/DATE:	4498194/6/18/2019
	 	 
	LEASE
    #:	DJB051
	LESSOR:	Donald
    D. Brians
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	6/19/2019
	DESCRIPTION:	Township
    9 North, Range 62 West, 6th PM
	 	Section
    3:	SW/4
    SW/4
	 	Section
    4:	Lots
    1, 2, 3, S/2 NE/4, SE/4 NW/4, NE/4 SW/4, NE/4 SE/4
	 	Section
    10:	W/2
    NW/4, NW/4 SW/4
		Township
    10 North, Range 62 West, 6th PM
	 	Section
    33:	SE/4,
    SE/4 SW/4
	RECEPTION/DATE:	4501201/6/27/2019
	 	 
	LEASE
    #:	DJB052
	LESSOR:	Denise
    Denhardt
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	6/21/2019
	DESCRIPTION:	Township
    10 North, Range 64 West, 6th PM
	 	Section
    29:	NE/4
	RECEPTION/DATE:	4503718/7/8/2019
	 	 
	LEASE
    #:	DJB053
	LESSOR:	Carol
    M. Coates
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	6/19/2019
	DESCRIPTION:	Township
    10 North, Range 64 West, 6th PM
	 	Section
    29:	NE/4
	RECEPTION/DATE:	4503595/7/8/2019



 






    	Page 12 of 31



     


    

 


	LEASE
    #:	DJB054
	LESSOR:	Dana
    L. Gale
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	6/21/2019
	DESCRIPTION:	Township
    10 North, Range 64 West, 6th PM
	 	Section
    29:	NE/4
	RECEPTION/DATE:	4503719/7/8/2019
	 	 
	LEASE
    #:	DJB055
	LESSOR:	Diane
    Jo Brians
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	6/22/2019
	DESCRIPTION:	Township
    9 North, Range 62 West, 6th PM
	 	Section
    3:	SW/4
    SW/4
	 	Section
    4:	Lots
    1, 2, 3, S/2 NE/4, SE/4 NW/4, NE/4 SW/4, NE/4 SE/4
	 	Section
    10:	W/2
    NW/4, NW/4 SW/4
		Township
    10 North, Range 62 West, 6th PM
	 	Section
    33:	SE/4,
    SE/4 SW/4
	RECEPTION/DATE:	4505502/7/15/2019
	 	 
	LEASE
    #:	DJB057
	LESSOR:	State
    of Colorado – State Board of Land Commissioners – Lease 112779
	LESSEE:	EXOK,
    Inc.
	LEASE
    DATE:	August
    15, 2019
	DESCRIPTION:	Township
    9 North, Range 61 West, 6th PM
	 	Section
    16:	N/2
	RECEPTION/DATE:	 
	 	 
	LEASE
    #:	DJB058
	LESSOR:	Frank
    H. Clark
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	8/1/2019
	DESCRIPTION:	Township
    9 North, Range 62 West, 6th PM
	 	Section
    3:	Lots
    3, 4, S/2 NW/4, NW/4 SW/4
	RECEPTION/DATE:	4517655/8/28/2019
	 	 
	LEASE
    #:	DJB059
	LESSOR:	Jeffrey
    F. Bauer & Deborah A. Bauer, h/w
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	8/16/2019
	DESCRIPTION:	Township
    9 North, Range 62 West, 6th PM
	 	Section
    11:	W/2
    SE/4
	RECEPTION/DATE:	4521525/9/9/2019



 






    	Page 13 of 31



     


    

 


	LEASE
    #:	DJB060
	LESSOR:	Gary
    E. Schwartz & Mary H. Schwartz, h/w
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	8/27/2019
	DESCRIPTION:	Township
    9 North, Range 62 West, 6th PM
	 	Section
    34:	NE/4
	RECEPTION/DATE:	4522204/9/11/2019
	 	 
	LEASE
    #:	DJB061
	LESSOR:	Linda
    Wehling, a married woman dealing in her sole & separate property
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	9/6/2019
	DESCRIPTION:	Township
    9 North, Range 62 West, 6th PM
	 	Section
    4:	Lot
    4, SW/4 NW/4, W/2 SW/4
	 	Section
    7:	Lots
    1, 2, 3, 4, E/2 W/2, E/2
	 	Section
    8:	W/2
    SE/4, SE/4 SE/4
	 	Section
    9:	N/2,
    SE/4
	 	Section
    15:	W/2
    W/2, SE/4 NW/4
		Township
    10 North, Range 62 West, 6th PM
	 	Section
    32:	W/2
    NW/4, SW/4, W/2 SE/4
	RECEPTION/DATE:	4525798/9/23/2016
	 	 
	LEASE
    #:	DJB062
	LESSOR:	Ivan
    L. Kingham & Joyce E. Kingham, Trustees of the Ivan & Joyce Kingham Trust UA dtd 3/16/2012
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	9/9/2019
	DESCRIPTION:	Township
    9 North, Range 62 West, 6th PM
	 	Section
    4:	Lot
    4, SW/4 NW/4, W/2 SW/4
	 	Section
    7:	Lots
    1, 2, 3, 4, E/2 W/2, E/2
	 	Section
    8:	W/2
    SE/4, SE/4 SE/4
	 	Section
    9:	N/2,
    SE/4
	 	Section
    15:	W/2
    W/2, SE/4 NW/4
		Township
    10 North, Range 62 West, 6th PM
	 	Section
    32:	W/2
    NW/4, SW/4, W/2 SE/4
	RECEPTION/DATE:	4529472/10/3/2019
	 	 
	LEASE
    #:	DJB063
	LESSOR:	Richard
    W. Mann
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	9/28/2019
	DESCRIPTION:	Township
    9 North, Range 62 West, 6th PM
	 	Section
    23:	S/2
	RECEPTION/DATE:	4530262/10/7/2019



 






    	Page 14 of 31



     


    

 


	LEASE
    #:	DJB064
	LESSOR:	David
    Orr
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	9/24/2019
	DESCRIPTION:	Township
    9 North, Range 62 West, 6th PM
	 	Section
    4:	Lot
    4, SW/4 NW/4, W/2 SW/4
	 	Section
    7:	Lots
    1, 2, 3, 4, E/2 W/2, E/2
	 	Section
    8:	W/2
    SE/4, SE/4 SE/4
	 	Section
    9:	N/2,
    SE/4
	 	Section
    15:	W/2
    W/2, SE/4 NW/4
		Township
    10 North, Range 62 West, 6th PM
	 	Section
    32:	W/2
    NW/4, SW/4, W/2 SE/4
	RECEPTION/DATE:	4534123/10/21/2019
	 	 
	LEASE
    #:	DJB065
	LESSOR:	David
    E. Uhl Mineral Interests, LLC, a Colorado limited liability company
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	10/21/2019
	DESCRIPTION:	Township
    9 North, Range 62 West, 6th PM
	 	Section
    30:	Lots
    1, 2, 3, 4, E/2 W/2
	RECEPTION/DATE:	4536894/10/31/2019
	 	 
	LEASE
    #:	DJB066
	LESSOR:	Rosalyn
    R. Rome
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	11/12/2019
	DESCRIPTION:	Township
    9 North, Range 63 West, 6th PM
	 	Section
    5:	Lots
    1, 2, 3, 4, S/2 N/2, S/2
	RECEPTION/DATE:	4543256/11/20/2019
	 	 
	LEASE
    #:	DJB067
	LESSOR:	Roberta
    Lynn Niedergeses
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	11/12/2019
	DESCRIPTION:	Township
    9 North, Range 63 West, 6th PM
	 	Section
    5:	Lots
    1, 2, 3, 4, S/2 N/2, S/2
	RECEPTION/DATE:	4543254/11/20/2019
	 	 
	LEASE
    #:	DJB068
	LESSOR:	Kevin
    R. Christner
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	11/6/2019
	DESCRIPTION:	Township
    10 North, Range 62 West, 6th PM
	 	Section
    27:	NE/4
	RECEPTION/DATE:	4543255/11/20/2019



 






    	Page 15 of 31



     


    

 


	LEASE
    #:	DJB069
	LESSOR:	Linda
    S. Smith
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	11/6/2019
	DESCRIPTION:	Township
    10 North, Range 62 West, 6th PM
	 	Section
    27:	NE/4
	RECEPTION/DATE:	4543996/11/22/2019
	 	 
	LEASE
    #:	DJB070
	LESSOR:	Janet
    K. Parker
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	11/6/2019
	DESCRIPTION:	Township
    10 North, Range 62 West, 6th PM
	 	Section
    27:	NE/4
	RECEPTION/DATE:	4544687/11/25/2019
	 	 
	LEASE
    #:	DJB071
	LESSOR:	Rosemary
    L. Richards
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	11/12/2019
	DESCRIPTION:	Township
    9 North, Range 63 West, 6th PM
	 	Section
    5:	Lots
    1, 2, 3, 4, S/2 N/2, S/2
	RECEPTION/DATE:	4544686/11/25/2019
	 	 
	LEASE
    #:	DJB072
	LESSOR:	Donald
    Lenaker
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	11/11/2019
	DESCRIPTION:	Township
    9 North, Range 63 West, 6th PM
	 	Section
    5:	Lots
    1, 2, 3, 4, S/2 N/2, S/2
	RECEPTION/DATE:	4544688/11/25/2019
	 	 
	LEASE
    #:	DJB073
	LESSOR:	Burnett
    Living Trust dated July 12, 2016
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	2/7/2020
	DESCRIPTION:	Township
    10 North, Range 62 West, 6th PM
	 	Section
    20:	SE/4
    SE/4
	RECEPTION/DATE:	4566086/2/12/2020
	 	 
	LEASE
    #:	DJB074
	LESSOR:	Burnett
    Living Trust dated July 12, 2016
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	2/7/2020
	DESCRIPTION:	Township
    10 North, Range 62 West, 6th PM
	 	Section
    21:	S/2,
    NW/4
	RECEPTION/DATE:	4566087/2/12/2020



 






    	Page 16 of 31



     


    

 


	LEASE
    #:	DJB075
	LESSOR:	Burnett
    Living Trust dated July 12, 2016
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	2/7/2020
	DESCRIPTION:	Township
    10 North, Range 62 West, 6th PM
	 	Section
    28:	W/2
	RECEPTION/DATE:	4566085/2/12/2020
	 	 
	LEASE
    #:	DJB076
	LESSOR:	Burnett
    Living Trust dated July 12, 2016
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	2/7/2020
	DESCRIPTION:	Township
    10 North, Range 62 West, 6th PM
	 	Section
    29:	NW/4,
    E/2 NE/4
	RECEPTION/DATE:	4566084/2/12/2020
	 	 
	LEASE
    #:	DJB077
	LESSOR:	Jerry
    L. Burnett & Margaret E. Burnett, h/w
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	2/7/2020
	DESCRIPTION:	Township
    10 North, Range 62 West, 6th PM
	 	Section
    20:	SE/4
    SE/4
	RECEPTION/DATE:	4568362/2/21/2020
	 	 
	LEASE
    #:	DJB078
	LESSOR:	Jerry
    L. Burnett & Margaret E. Burnett, h/w
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	2/7/2020
	DESCRIPTION:	Township
    10 North, Range 62 West, 6th PM
	 	Section
    21:	S/2,
    NW/4
	RECEPTION/DATE:	4568363/2/21/2020
	 	 
	LEASE
    #:	DJB079
	LESSOR:	Jerry
    L. Burnett & Margaret E. Burnett, h/w
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	2/7/2020
	DESCRIPTION:	Township
    10 North, Range 62 West, 6th PM
	 	Section
    28:	NW/4
	RECEPTION/DATE:	4568910/2/24/2020
	 	 
	LEASE
    #:	DJB080
	LESSOR:	Jerry
    L. Burnett & Margaret E. Burnett, h/w
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	2/7/2020
	DESCRIPTION:	Township
    10 North, Range 62 West, 6th PM
	 	Section
    29:	NW/4,
    E/2 NE/4
	RECEPTION/DATE:	4568911/2/24/2020



 






    	Page 17 of 31



     


    

 


	LEASE
    #:	DJB081
	LESSOR:	Sandra
    A. Lugar, aka Sandra Ann Lugar
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	2/7/2020
	DESCRIPTION:	Township
    10 North, Range 62 West, 6th PM
	 	Section
    20:	SE/4
    SE/4
	RECEPTION/DATE:	4568880/2/24/2020
	 	 
	LEASE
    #:	DJB082
	LESSOR:	Sandra
    A. Lugar, aka Sandra Ann Lugar
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	2/7/2020
	DESCRIPTION:	Township
    10 North, Range 62 West, 6th PM
	 	Section
    21:	S/2,
    NW/4
	RECEPTION/DATE:	4568881/2/24/2020
	 	 
	LEASE
    #:	DJB083
	LESSOR:	Sandra
    A. Lugar, aka Sandra Ann Lugar
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	2/7/2020
	DESCRIPTION:	Township
    10 North, Range 62 West, 6th PM
	 	Section
    28:	NW/4
	RECEPTION/DATE:	4568882/2/24/2020
	 	 
	LEASE
    #:	DJB084
	LESSOR:	Sandra
    A. Lugar, aka Sandra Ann Lugar
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	2/7/2020
	DESCRIPTION:	Township
    10 North, Range 62 West, 6th PM
	 	Section
    29:	NW/4,
    E/2 NE/4
	RECEPTION/DATE:	4568883/2/24/2020
	 	 
	LEASE
    #:	DJB085
	LESSOR:	Burnett
    Living Trust dated July 12, 2016
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	2/25/2020
	DESCRIPTION:	Township
    10 North, Range 62 West, 6th PM
	 	Section
    5:	S/2,
    SW/4 NW/4
	 	Section
    6:	A
    tract of land containing 24 acres in the SW/4 & described in that certain Warranty Deed recorded at Reception No. 1420991
	RECEPTION/DATE:	4573139/3/9/2020



 






    	Page 18 of 31



     


    

 


	LEASE
    #:	DJB086
	LESSOR:	Jerry
    L. Burnett & Margaret E. Burnett, h/w
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	2/25/2020
	DESCRIPTION:	Township
    10 North, Range 62 West, 6th PM
	 	Section
    5:	S/2,
    SW/4 NW/4
	 	Section
    6:	A
    tract of land containing 24 acres in the SW/4 & described in that certain Warranty Deed recorded at Reception No. 1420991
	RECEPTION/DATE:	4573141/3/9/2020
	 	 
	LEASE
    #:	DJB087
	LESSOR:	Jackie
    Lea Merrill, dealing in her sole and separate property
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	2/28/2020
	DESCRIPTION:	Township
    10 North, Range 62 West, 6th PM
	 	Section
    29:	W/2
    NE/4, N/2 SE/4, SE/4 SE/4
	 	Section
    32:	E/2
    E/2
	 	Section
    33:	W/2
    NW/4, N/2 SW/4
	RECEPTION/DATE:	4573140/3/9/2020
	 	 
	LEASE
    #:	DJB088
	LESSOR:	Dallas
    D. Werner a/k/a Dallas Werner, dealing in his sole and separate property
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	2/28/2020
	DESCRIPTION:	Township
    10 North, Range 62 West, 6th PM
	 	Section
    29:	W/2
    NE/4, N/2 SE/4, SE/4 SE/4
	 	Section
    32:	E/2
    E/2
	 	Section
    33:	W/2
    NW/4, N/2 SW/4
	RECEPTION/DATE:	4574079/3/11/2020
	 	 
	LEASE
    #:	DJB089
	LESSOR:	William
    L. Ware
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	2/26/2020
	DESCRIPTION:	Township
    9 North, Range 62 West, 6th PM
	 	Section
    24:	SE/4
    NE/4, NE/4 SE/4
	 	Section
    25:	NE/4
	RECEPTION/DATE:	4573137/3/9/2020



 






    	Page 19 of 31



     


    

 


	LEASE
    #:	DJB090
	LESSOR:	Larry
    J. Ware
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	2/26/2020
	DESCRIPTION:	Township
    9 North, Range 62 West, 6th PM
	 	Section
    24:	SE/4
    NE/4, NE/4 SE/4
	 	Section
    25:	NE/4
	RECEPTION/DATE:	4573138/3/9/2020
	 	 
	LEASE
    #:	DJB091
	LESSOR:	James
    Robert Ware
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	2/26/2020
	DESCRIPTION:	Township
    9 North, Range 62 West, 6th PM
	 	Section
    24:	SE/4
    NE/4, NE/4 SE/4
	 	Section
    25:	NE/4
	RECEPTION/DATE:	4573136/3/9/2020
	 	 
	LEASE
    #:	DJB092
	LESSOR:	James
    Robert Ware, Attorney-in-Fact for Donn R. Ware
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	2/26/2020
	DESCRIPTION:	Township
    9 North, Range 62 West, 6th PM
	 	Section
    24:	SE/4
    NE/4, NE/4 SE/4
	 	Section
    25:	NE/4
	RECEPTION/DATE:	4575323/3/16/2020
	 	 
	LEASE
    #:	DJB093
	LESSOR:	James
    Robert Ware, Attorney-in-Fact for Ronald J. Ware
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	2/26/2020
	DESCRIPTION:	Township
    9 North, Range 62 West, 6th PM
	 	Section
    24:	SE/4
    NE/4, NE/4 SE/4
	 	Section
    25:	NE/4
	RECEPTION/DATE:	4575324/3/16/2020
	 	 
	LEASE
    #:	DJB094
	LESSOR:	Sandra
    A. Lugar a/k/a Sandra Ann Lugar
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	2/25/2020
	DESCRIPTION:	Township
    10 North, Range 62 West, 6th PM
	 	Section
    5:	SE/4
	 	Section
    6:	A
    tract of land containing 24 acres in the SW/4 & described in that certain Warranty Deed recorded at Reception No. 1420991
	RECEPTION/DATE:	4575332/3/16/2020



 






    	Page 20 of 31



     


    

 


	LEASE
    #:	DJB095
	LESSOR:	Melody
    A. Stout, dealing in her sole & separate property
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	2/28/2020
	DESCRIPTION:	Township
    10 North, Range 62 West, 6th PM
	 	Section
    29:	W/2
    NE/4, N/2 SE/4, SE/4 SE/4
	 	Section
    32:	E/2
    E/2
	 	Section
    33:	W/2
    NW/4, N/2 SW/4
	RECEPTION/DATE:	4576570/3/20/2020
	 	 
	LEASE
    #:	DJB096
	LESSOR:	Randy
    C. Chapin & Kathy M. Chapin, h/w
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	3/16/2020
	DESCRIPTION:	Township
    10 North, Range 62 West, 6th PM
	 	Section
    21:	Lot
    A of Recorded Exemption No. 0293-21-3-RE-575 recorded December 1, 1982 under Reception No. 1910187, said parcel is located in the
    S/2 of Section 21
	RECEPTION/DATE:	4578629/3/30/2020
	 	 
	LEASE
    #:	DJB097
	LESSOR:	Tara
    Mae Wolfe, dealing in her sole & separate property
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	2/28/2020
	DESCRIPTION:	Township
    10 North, Range 62 West, 6th PM
	 	Section
    29:	W2
    NE/4, N/2 SE/4, SE/4 SE/4
	 	Section
    32:	E/2
    E/2
	 	Section
    33:	W/2
    NW/4, N/2 SW/4
	RECEPTION/DATE:	4580316/4/3/2020
	 	 
	LEASE
    #:	DJB098
	LESSOR:	Edward
    E. Meyer & Betty L. Meyer, h/w
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	4/3/2020
	DESCRIPTION:	Township
    10 North, Range 62 West, 6th PM
	 	Section
    15:	S/2
    NW/4, S/2 SE/4, SW/4
	 	Section
    22:	All
	 	Section
    23:	S/2,
    NE/4
	 	Section
    26:	W/2,
    W/2 E/2
	RECEPTION/DATE:	4583702/4/17/2020



 






    	Page 21 of 31



     


    

 


	LEASE
    #:	DJB099
	LESSOR:	Gerald
    T. Sullivan, a married man dealing in his sole & separate property
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	4/24/2020
	DESCRIPTION:	Township
    8 North, Range 62 West, 6th PM
	 	Section
    10:	S/2
	RECEPTION/DATE:	4587723/5/4/2020
	 	 
	LEASE
    #:	DJB100
	LESSOR:	CoBank,
    FCB
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	5/14/2020
	DESCRIPTION:	Township
    9 North, Range 62 West
	 	Section
    34:	NE/4
	RECEPTION/DATE:	4594774/6/1/2020
	 	 
	LEASE
    #:	DJB101
	LESSOR:	CoBank,
    FCB
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	5/14/2020
	DESCRIPTION:	Township
    9 North, Range 62 West
	 	Section
    34:	E/2
    NW/4, NW/4 NW/4
	RECEPTION/DATE:	4594775/6/1/2020
	 	 
	LEASE
    #:	DJB102
	LESSOR:	CoBank,
    FCB
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	5/14/2020
	DESCRIPTION:	Township
    9 North, Range 62 West
	 	Section
    34:	N/2
    SE/4, NE/4 SW/4
	RECEPTION/DATE:	4594776/6/1/2020



 






    	Page 22 of 31



     


    

 


	LEASE
    #:	DJB103
	LESSOR:	Gerald
    A. Lousberg & Kathleen L. Lousberg, ind & as Trustees of the Gerald & Kathleen Lousberg Living Trust dated April 14,
    1993
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	5/12/2020
	DESCRIPTION:	Township
    9 North, Range 62 West, 6th PM
	 	Section
    2:	Lots
    2, 3, 4, S/2 NW/4, SW/4 NE/4, E/2 SW/4, W/2 SE/4
	 	Section
    3:	E/2
    SW/4, W/2 SE/4
	 	Section
    10:	E/2,
    E/2 W/2, SW/4 SW/4
	 	Section
    12:	W/2
    SW/4
	 	Section
    14:	S/2
	 	Section
    15:	NE/4,
    N/2 SE/4, E/2 SW/4, NE/4 NW/4
		Township
    10 North, Range 62 West, 6th PM
	 	Section
    34:	All
	 	Section
    35:	W/2,
    W/2 E/2
	RECEPTION/DATE:	4594890/6/1/2020	 
	 	 	 
	LEASE
    #:	DJB104
	LESSOR:	Ronald
    G. Lousberg & Margaret Elaine Lousberg, h/w
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	5/12/2020
	DESCRIPTION:	Township
    9 North, Range 62 West, 6th PM
	 	Section
    2:	Lots
    2, 3, 4, S/2 NW/4, SW/4 NE/4, E/2 SW/4, W/2 SE/4
	 	Section
    3:	E/2
    SW/4, W/2 SE/4
	 	Section
    10:	E/2,
    E/2 W/2, SW/4 SW/4
	 	Section
    12:	W/2
    SW/4
	 	Section
    14:	S/2
	 	Section
    15:	NE/4,
    N/2 SE/4, E/2 SW/4, NE/4 NW/4
		Township
    10 North, Range 62 West, 6th PM
	 	Section
    34:	All
	 	Section
    35:	W/2,
    W/2 E/2
	RECEPTION/DATE:	4594891/6/1/2020	 



 






    	Page 23 of 31



     


    

 


	LEASE
    #:	DJB105
	LESSOR:	Sherrill
    I. Lousberg, individually & as Trustee of the Sherrill I. Lousberg Living Trust dated October 26, 2017
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	5/12/2020
	DESCRIPTION:	Township
    9 North, Range 62 West, 6th PM
	 	Section
    2:	Lots
    2, 3, 4, S/2 NW/4, SW/4 NE/4, E/2 SW/4, W/2 SE/4
	 	Section
    3:	E/2
    SW/4, W/2 SE/4
	 	Section
    10:	E/2,
    E/2 W/2, SW/4 SW/4
	 	Section
    12:	W/2
    SW/4
	 	Section
    14:	S/2
	 	Section
    15:	NE/4,
    N/2 SE/4, E/2 SW/4, NE/4 NW/4
	 	Township
    10 North, Range 62 West, 6th PM
	 	Section
    34:	All
	 	Section
    35:	W/2,
    W/2 E/2
	RECEPTION/DATE:	4595345/6/2/2020
	 	 
	LEASE
    #:	DJB106
	LESSOR:	CoBank,
    FCB
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	7/23/2020
	DESCRIPTION:	Township
    10 North, Range 61 West
	 	Section
    7:	SE/4
	RECEPTION/DATE:	4618584/8/12/2020
	 	 
	LEASE
    #:	DJB107
	LESSOR:	CoBank,
    FCB
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	7/23/2020
	DESCRIPTION:	Township
    10 North, Range 61 West
	 	Section
    7:	E/2
    W/2
	RECEPTION/DATE:	4618585/8/12/2020
	 	 
	LEASE
    #:	DJB108
	LESSOR:	CoBank,
    FCB
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	7/23/2020
	DESCRIPTION:	Township
    10 North, Range 61 West
	 	Section
    18:	NW/4
    ada Lots 1 & 2; E/2 NW/4
	RECEPTION/DATE:	4618586/8/12/2020
		



 






    	Page 24 of 31



     


    

 


	LEASE
    #:	DJB109
	LESSOR:	CoBank,
    FCB
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	9/2/2020
	DESCRIPTION:	Township
    9 North, Range 62 West
	 	Section
    4:	NE/4
    NE/4 (Lot 1); E/2 NW/4 (Lot 3 & SE/4 NW/4); NE/4 SW/4
	RECEPTION/DATE:	4633303/9/24/2020
	 	 
	LEASE
    #:	DJB110
	LESSOR:	CoBank,
    FCB
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	9/2/2020
	DESCRIPTION:	Township
    10 North, Range 62 West
	 	Section
    27:	E/2
    W/2
	RECEPTION/DATE:	4633304/9/24/2020
	 	 
	LEASE
    #:	DJB111
	LESSOR:	CoBank,
    FCB
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	9/2/2020
	DESCRIPTION:	Township
    10 North, Range 62 West
	 	Section
    27:	SE/4
	RECEPTION/DATE:	4633305/9/24/2020
	 	 
	LEASE
    #:	DJB112
	LESSOR:	CoBank,
    FCB
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	9/2/2020
	DESCRIPTION:	Township
    10 North, Range 62 West
	 	Section
    33:	SE/4
    SW/4, W/2 SE/4, SE/4 SE/4
	RECEPTION/DATE:	4633306/9/24/2020



 






    	Page 25 of 31



     


    

 


	LEASE
    #:	DJB113
	LESSOR:	James
    M. Konig, individually & as President of Konig Ranch, Inc.
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	9/23/2020
	DESCRIPTION:	Township
    9 North, Range 62 West, 6th PM
	 	Section
    3:	SW/4
    SW/4
	 	Section
    4:	Lots
    1, 2, 3, S/2 NE/4, SE/4 NW/4, E/2 SW/4, SE/4
	 	Section
    9:	N/2,
    SE/4
	 	Section
    10:	W/2
    NW/4, NW/4 SW/4
	 	Section
    19:	Lots
    1, 2, SE/4 NW/4, S/2 NE/4
	 	Township
    10 North, Range 62 West, 6th PM
	 	Section
    15:	S/2
    NW/4, SW/4, S/2 SE/4
	 	Section
    20:	NE/4,
    NE/4 SE/4, W/2 SE/4, S/2 SW/4, E/2 NW/4, NE/4 SW/4
	 	Section
    27:	W/2
    W/2
	 	Section
    28:	E/2
	 	Section
    29:	W/2
    NE/4, N/2 SE/4, SE/4 SE/4
	 	Section
    32:	E/2
    E/2, W/2 NW/4, SW/4, W/2 SE/4
	 	Section
    33:	SE/4,
    W/2 NW/4, N/2 SW/4, SE/4 SW/4
	RECEPTION/DATE:	4634933/9/30/2020
	 	 
	LEASE
    #:	DJB114
	LESSOR:	Karl
    A. Magnuson
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	10/7/2020
	DESCRIPTION:	Township
    9 North, Range 62 West, 6th PM
	 	Section
    14:	N/2,
    less a 5.00 acre tract in the NE/4 NE/4
	 	Section
    15:	W/2
    W/2, S/2 SE/4, SE/4 NW/4
	RECEPTION/DATE:	4641766/10/19/2020
	 	 
	LEASE
    #:	DJB115
	LESSOR:	Karl
    A. Magnuson
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	10/7/2020
	DESCRIPTION:	Township
    9 North, Range 62 West, 6th PM
	 	Section
    18:	NE/4,
    E/2 SE/4, NW/4 SE/4
	RECEPTION/DATE:	4641767/10/19/2020
	 	 
	LEASE
    #:	DJB116
	LESSOR:	Karl
    A. Magnuson
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	10/7/2020
	DESCRIPTION:	Township
    9 North, Range 62 West, 6th PM
	 	Section
    21:	E/2,
    SW/4
	RECEPTION/DATE:	4641768/10/19/2020



 






    	Page 26 of 31



     


    

 


	LEASE
    #:	DJB117
	LESSOR:	Donald
    O. Magnuson
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	10/7/2020
	DESCRIPTION:	Township
    9 North, Range 62 West, 6th PM
	 	Section
    14:	N/2,
    less a 5.00 acre tract in the NE/4 NE/4
	 	Section
    15:	W/2
    W/2, S/2 SE/4, SE/4 NW/4
	RECEPTION/DATE:	4642079/10/20/2020
	 	 
	LEASE
    #:	DJB118
	LESSOR:	Donald
    O. Magnuson
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	10/7/2020
	DESCRIPTION:	Township
    9 North, Range 62 West, 6th PM
	 	Section
    18:	NE/4,
    E/2 SE/4, NW/4 SE/4
	RECEPTION/DATE:	4642080/10/20/2020
	 	 
	LEASE
    #:	DJB119
	LESSOR:	Donald
    O. Magnuson
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	10/7/2020
	DESCRIPTION:	Township
    9 North, Range 62 West, 6th PM
	 	Section
    21:	E/2,
    SW/4
	RECEPTION/DATE:	4642081/10/20/2020
	 	 
	LEASE
    #:	DJB120
	LESSOR:	Neil
    A. Magnuson, Jr.
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	10/7/2020
	DESCRIPTION:	Township
    9 North, Range 62 West, 6th PM
	 	Section
    14:	N/2,
    less a 5.00 acre tract in the NE/4 NE/4
	 	Section
    15:	W/2
    W/2, S/2 SE/4, SE/4 NW/4
	RECEPTION/DATE:	4641763/10/19/2020
	 	 
	LEASE
    #:	DJB121
	LESSOR:	Neil
    A. Magnuson, Jr.
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	10/7/2020
	DESCRIPTION:	Township
    9 North, Range 62 West, 6th PM
	 	Section
    18:	NE/4,
    E/2 SE/4, NW/4 SE/4
	RECEPTION/DATE:	4641765/10/19/2020



 






    	Page 27 of 31



     


    

 


	LEASE
    #:	DJB122
	LESSOR:	Neil
    A. Magnuson, Jr.
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	10/7/2020
	DESCRIPTION:	Township
    9 North, Range 62 West, 6th PM
	 	Section
    21:	E/2,
    SW/4
	RECEPTION/DATE:	4641764/10/19/2020
	 	 
	LEASE
    #:	DJB123
	LESSOR:	Robert
    E. Magnuson
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	10/7/2020
	DESCRIPTION:	Township
    9 North, Range 62 West, 6th PM
	 	Section
    14:	N/2,
    less a 5.00 acre tract in the NE/4 NE/4
	 	Section
    15:	W/2
    W/2, S/2 SE/4, SE/4 NW/4
	RECEPTION/DATE:	4643144/10/22/2020
	 	 
	LEASE
    #:	DJB124
	LESSOR:	Robert
    E. Magnuson
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	10/7/2020
	DESCRIPTION:	Township
    9 North, Range 62 West, 6th PM
	 	Section
    18:	NE/4,
    E/2 SE/4, NW/4 SE/4
	RECEPTION/DATE:	4643143/10/22/2020
	 	 
	 LEASE
    #:	DJB125
	LESSOR:	Robert
    E. Magnuson
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	10/7/2020
	DESCRIPTION:	Township
    9 North, Range 62 West, 6th PM
	 	Section
    21:	E/2,
    SW/4
	RECEPTION/DATE:	4643145/10/22/2020
	 	 
	LEASE
    #:	DJB126
	LESSOR:	State
    of Colorado – State Board of Land Commissioners – Lease 113766
	LESSEE:	EXOK,
    Inc.
	LEASE
    DATE:	February
    18, 2021
	DESCRIPTION:	Township
    8 North, Range 62 West, 6th PM
	 	Section
    5:	Lots
    1-4, S/2 N/2, S/2 (All)
	RECEPTION/DATE:	 	 



 






    	Page 28 of 31



     


    

 


	LEASE
    #:	DJB127
	LESSOR:	State
    of Colorado – State Board of Land Commissioners – Lease 113768
	LESSEE:	EXOK,
    Inc.
	LEASE
    DATE:	February
    18, 2021
	DESCRIPTION:	Township
    8 North, Range 62 West, 6th PM
	 	Section
    16:	All
	RECEPTION/DATE:	 	 
	 	 	 
	LEASE
    #:	DJB128
	LESSOR:	State
    of Colorado – State Board of Land Commissioners – Lease 113769
	LESSEE:	EXOK,
    Inc.
	LEASE
    DATE:	February
    18, 2021
	DESCRIPTION:	Township
    8 North, Range 62 West, 6th PM
	 	Section
    17:	NW/4
    NE/4, W/2
	RECEPTION/DATE:	 	 
	 	 	 
	LEASE
    #:	DJB129
	LESSOR:	State
    of Colorado – State Board of Land Commissioners – Lease 113970
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	5/20/2021
	DESCRIPTION:	Township
    9 North, Range 63 West, 6th PM
	 	Section
    36:	All
	RECEPTION/DATE:	 	 
	 	 	 
	LEASE
    #:	DJB130
	LESSOR:	Bonnie
    Lou Arroyo
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	11/5/2021
	DESCRIPTION:	Township
    10 North, Range 62 West, 6th PM
	 	Section
    5:	SE/4
	 	Section
    6:	A
    tract of land containing 24 acres in the SW/4 and described in that certain Warranty Deed recorded at Reception No. 1420991
	 	Section
    20:	SE/4
    SE/4
	 	Section
    21:	S/2,
    NW/4
	 	Section
    28:	NW/4
	 	Section
    29:	NW/4,
    E/2 NE/4
	RECEPTION/DATE:	4776533/11/16/2021



 






    	Page 29 of 31



     


    

 


	LEASE
    #:	DJB131
	LESSOR:	Velma
    Leah Hyde
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	11/12/2021
	DESCRIPTION:	Township
    9 North, Range 62 West, 6th PM
	 	Section
    3:	SW/4
    SW/4
	 	Section
    4:	Lots
    1 (39.90), 2 (39.92), 3 (39.92), S/2 NE/4, SE/4 NW/4, NE/4 SW/4, NE/4 SE/4
	 	Section
    10	W/2
    NW/4, NW/4 SW/4
		Township
    10 North, Range 62 West, 6th PM
	 	Section
    33:	W/2
    SE/4, SE/4 SW/4, SE/4 SE/4, NE/4 SE/4
	RECEPTION/DATE:	4782440/12/6/2021
	 	 
	LEASE
    #:	DJB132
	LESSOR:	Charlene
    L. Bailey, heir of the estate of Ruth Bailey
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	2/22/2022
	DESCRIPTION:	Township
    10 North, Range 62 West, 6th PM
	 	Section
    27:	NE/4
	 	Section
    33:	E/2
    NW/4
	RECEPTION/DATE:	4816724/4/7/2022
	 	 
	LEASE
    #:	DJB133
	LESSOR:	Charlene
    L. Bailey, heir of the estate of Ruth Bailey
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	2/22/2022
	DESCRIPTION:	Township
    10 North, Range 62 West, 6th PM
	 	Section
    21:	S/2,
    a/d/a Lot A and Lot B
	RECEPTION/DATE:	4816725/4/7/2022
	 	 
	LEASE
    #:	DJB134
	LESSOR:	Oasis
    Ranch, LLC
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	3/9/2022
	DESCRIPTION:	Township
    10 North, Range 62 West, 6th PM
	 	Section
    22:	All
	 	Section
    23:	NE/4,
    S/2
	 	Section
    25:	SE/4
	 	Section
    26:	W/2
    E/2, W/2
	 	Section
    27:	NE/4
	RECEPTION/DATE:	4813874/3/29/2022



 



    	Page 30 of 31



     


    




 


	LEASE
    #:	DJB135
	LESSOR:	James
    M. Konig
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	4/21/2022
	DESCRIPTION:	Township
    10 North, Range 62 West, 6th PM
	 	Section
    10:	SE/4
	 	Section
    11:	SW/4
	 	Section
    14:	W/2
    W/2
	 	Section
    15:	N/2
    SE/4, N/2 NW/4, NE/4
	 	Section
    23:	NW/4
	RECEPTION/DATE:	4827261/5/13/2022
	 	 
	LEASE
    #:	DJB136
	LESSOR:	Ruthie
    Halvorsen a/k/a Ruthie Halversen, a married woman dealing in her sold & separate property
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	5/10/2022
	DESCRIPTION:	Township
    9 North, Range 62 West, 6th PM
	 	Section
    18:	E/2
    SE/4, NW/4 SE/4
	 	Section
    30:	Lots
    1, 2, 3, 4, E/2 NW/4, E/2 SW/4
		Township
    9 North, Range 63 West, 6th PM
	 	Section
    10:	W/2,
    SW/4 SE/4, E/2 SE/4, NE/4 NE/4
	 	Section
    11:	NE/4,
    NW/4 SE/4
	 	Section
    12:	N/2
    NW/4, SW/4 NW/4, SE/4
	 	Section
    13:	SW/4,
    NW/4 SE/4, S/2 SE/4
	 	Section
    14:	W/2,
    W/2 E/2, SE/4 SE/4
	RECEPTION/DATE:	4832920/6/6/2022
	 	 
	LEASE
    #:	DJB137
	LESSOR:	Oasis
    Ranch, a Colorado limited liability company
	LESSEE:	Exok,
    Inc.
	LEASE
    DATE:	6/1/2022
	DESCRIPTION:	Township
    10 North, Range 62 West, 6th PM
	 	Section
    6:	Lot
    4 (42.41), 5 (42.24), SE/4 NW/4, NE/4 SW/4, SE/4
	 	Section
    7:	N/2
    NE/4, SE/4 NE/4, SE/4
	 	Section
    8:	W/2
    NW/4, S/2
	 	Section
    9:	SW/4
	 	Section
    17:	All
	RECEPTION/DATE:	4834085/6/10/2022


 


END
OF EXHIBIT A


 















    	Page 31 of 31



     


    

 


EXHIBIT
B


 


Form
of Assignment and Conveyance


 


This
ASSIGNMENT AND CONVEYANCE (this “Assignment”), dated for reference purposes as of _______________, 2022 (the “Execution
Date”), to be effective as of 12:01 a.m. (Mountain Time) on October 15, 2022 (the “Effective Date”), is
by and between Exok, Inc., an Oklahoma corporation (“Assignor”), and Prairie Operating Co., LLC, a Delaware
limited liability company (“Assignee”) in accordance with that certain Purchase and Sale Agreement dated October 24,
2022, by and between Assignor and Assignee (as amended, the “Purchase Agreement”).


 


For
one hundred dollars ($100.00) and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged,
Assignor HEREBY SELLS, ASSIGNS, TRANSFERS, GRANTS, BARGAINS and CONVEYS to Assignee all of Assignor’s right, title, and interest
in and to the following assets (collectively, the “Assets”):


 


the
fee oil and gas leases described on Exhibit “A” attached hereto, including all working interests, operating rights, record
title interests and other interests of every kind and character (the “Fee Leases”);


 


the
State of Colorado Oil and Gas Leases described on Exhibit “A” attached hereto, including all working interests, operating
rights, record title interests and other interests of every kind and character (the “State Leases”);


 


100%
of Assignor’s leasehold interest (Fee Leases and State Lease collectively referred to as the “Leases”) in 23,485
net mineral acres in, on and under 37,030 gross acres located in Weld County, Colorado, as described on Exhibit “A” (the
“Lands”);


 


to
the extent transferable, Assignor’s interests in and under all contracts, agreements and instruments by which the other Assets
are bound or that relate to or are used or useful in connection with the ownership, development or operation of the Leases or the Lands,
to the extent applicable to the Leases or Lands, including all surface use agreements, surface rights, surface permits and other similar
rights and instruments; and


 


all
of Assignor’s records, files and geological and geophysical data directly related to the Assets, including without limitation all
seismic data and interpretations thereof, logs, core analyses, formation tests, films, surveyors’ notes, plane table sheets, shot
point data bases, land files, contract files, lease files, title files (including title reports, title opinions, runsheets, abstracts,
evidence of bonus and rental payments), maps, surveys and data sheets (“Records”). Assignor does not warrant the accuracy,
completeness or viability of any of the Records or analysis provided therein.


 


TO
HAVE AND TO HOLD the Assets unto Assignee, its successors and assigns, forever, subject to, however, all of the following terms and conditions:


 






    	Exhibit B – Page 1



     


    

 


1.
Conflicts with Agreement. This Assignment is being made pursuant to the terms of the Purchase Agreement. All capitalized terms
and defined terms used but not defined herein shall have the meanings given to them in the Purchase Agreement. If there is a conflict
between the terms of this Assignment and the terms of the Purchase Agreement, the terms of the Purchase Agreement shall control to the
extent of the conflict. Assignor and Assignee intend that the terms of the Purchase Agreement remain separate and distinct from and do
not merge into the terms of this Assignment.


 


2.
Special Warranty of Title. Assignor hereby agrees to warrant and forever defend all and singular title to the Assets unto Assignee
and Assignee’s successors and assigns free and clear of all liens, encumbrances, and judgments of every person whomsoever lawfully
claiming by, through, or under Assignor and/or its Affiliates, but not otherwise.


 


3.
Disclaimer of Warranty. EXCEPT FOR ASSIGNOR’S EXPRESS REPRESENTATIONS AND WARRANTIES CONTAINED IN THE PURCHASE AGREEMENT
AND ASSIGNOR’S SPECIAL WARRANTY OF TITLE IN THIS ASSIGNMENT, THE ASSETS ARE BEING CONVEYED BY ASSIGNOR TO ASSIGNEE WITHOUT WARRANTY
OF ANY KIND, EXPRESS, IMPLIED, STATUTORY, COMMON LAW OR OTHERWISE, AND THE PARTIES HEREBY EXPRESSLY DISCLAIM, WAIVE, AND RELEASE ANY
EXPRESS WARRANTY OF MERCHANTABILITY, CONDITION OR SAFETY AND ANY EXPRESSED WARRANTY OF FITNESS FOR A PARTICULAR PURPOSE; AND ASSIGNEE
ACCEPTS THE ASSETS, “AS IS, WHERE IS, WITH ALL FAULTS, WITHOUT RECOURSE.” THE PARTIES HEREBY ACKNOWLEDGE AND AGREE THAT,
TO THE EXTENT REQUIRED BY APPLICABLE LAWS, ALL DISCLAIMERS CONTAINED IN THIS ASSIGNMENT ARE “CONSPICUOUS” FOR THE PURPOSES
OF ALL APPLICABLE LAWS.


 


4.
Governing Law. This Assignment shall be governed by and construed under the laws of the State of Colorado (excluding any conflict
of laws provision that would require the application of the law of any other jurisdiction).


 


5.
Successor and Assigns. This Assignment binds and inures to the benefit of Assignor and Assignee and their respective successors
and assigns.


 


6.
Further Assurances. In addition to this Assignment, Assignor shall execute, acknowledge, and deliver to Assignee, in a timely
manner and without further consideration, any documents or instruments that Assignee may reasonably require in order to more fully and
effectively carry out the intent hereof or of the Purchase Agreement, including, without limitation, further assignments or conveyances
required by any state or federal authority, deeds, agreements, contracts, instruments, other documents, and consents to further evidence
the assignment and conveyance of the Assets by Assignor to Assignee, or to otherwise carry out the intention of this Assignment. The
interests conveyed by such separate assignments are the same, and not in addition to, the Assets conveyed in this Assignment.


 


7.
Counterparts. This Assignment may be executed in any number of counterparts, and each such counterpart hereof shall be deemed
to be an original instrument, but all of such counterparts shall constitute for all purposes one agreement. Multiple counterparts of
this Assignment may be recorded in the counties of the states where the Assets are located, but the inclusion of a description of any
Asset in more than one counterpart of this Assignment shall not be construed as having effected any cumulative, multiple or overlapping
interest in the applicable Asset.


 


[The
remainder of this page has intentionally been left blank.

Signature and acknowledgment page follows.]


 




    	Exhibit B – Page 2



     


    

 


IN
WITNESS WHEREOF, the undersigned have executed this Assignment on the dates contained in the acknowledgments of this Assignment, but
for reference purposes as of the Execution Date, to be effective for all purposes as of the Effective Date.


 


	ASSIGNOR:

                                                                      


EXOK,
INC.
 













	 	ASSIGNEE:

                     


PRAIRIE
OPERATING CO., LLC


 














	By:	 	 	By:	          
	Name:	Steven D. Bryant	 	Name:	
	Title:	President	 	Title:	


 


ACKNOWLEDGEMENTS


 


	STATE
    OF ____________________	)
	 	)
    ss.
	COUNTY
    ____________________	)


 


This
instrument was acknowledged before me on the __ day of _________ 2022, by _________________, of Exok, Inc., an Oklahoma corporation,
on behalf of said company.


 


(SEAL)


 





	 	 
	 	Notary
  Public
	 	My
  Commission Expires: ____________________________









 


	STATE
    OF ____________________	)
	 	)
    ss.
	COUNTY
    ____________________	)


 


This
instrument was acknowledged before me on the __ day of _________ 2022, by ___________________, of Prairie Operating Co., LLC, a Delaware
limited liability company, on behalf of said company.


 


(SEAL)


 





	 	 
	 	Notary
  Public
	 	My Commission Expires:
  ____________________________



 









    	Exhibit B – Page 3



     


    




 


EXHIBIT
C


 


Form
of Area of Mutual Agreement


 


This
Area of Mutual Interest Agreement (“Agreement”) is dated effective _________________, 2022 (“Effective
Date”) by and between Prairie Operating Co., LLC, a Delaware limited liability company (“Prairie”),
Tier Hydrocarbon Exploration, LLC, a [Delaware] limited liability company (“Tier”), Pilot Gas, LLC, a [Delaware]
limited liability company (“Pilot”), and [______________, a Delaware limited liability company] (“[Prairie
Sub]” and together with Tier and Pilot, each individually an “Assignee” and collectively, “Assignees”).
Prairie and Assignees are sometimes hereinafter referred to as the “Parties” and individually as a “Party.”


 


Whereas,
Prairie has acquired certain oil and gas leasehold interests covering lands located in Weld County, Colorado hereinafter referred to
as (“Initially Acquired Leasehold Interests”) under an Assignment and Conveyance dated as of ____, 2022 from
Exok, Inc., an Oklahoma corporation (“Exok”), as assignor, and Prairie, as assignee; and


 


Whereas,
said Initially Acquired Leasehold Interests were acquired by Prairie, pursuant to the terms and conditions of that certain Purchase and
Sale Agreement dated as of October 24, 2022 (“PSA”), by and between Exok, as seller, and Prairie, as purchaser;
and


 


Whereas,
pursuant to the terms and conditions of the PSA, Prairie agreed to execute and deliver this Agreement for the purposes of establishing
and creating an area of mutual interest in favor of Assignees covering certain lands and leasehold interests acquired by Prairie or its
Affiliates located in certain portions of Weld County, Colorado.


 


NOW,
THEREFORE, in consideration of the foregoing premises, and the mutual covenants and agreements herein contained, the receipt and sufficiency
of which are hereby acknowledged, the Parties, intending to be legally bound hereby, agree as follows:


 


		1.	Area
                                            of Mutual Interest (“AMI”).



 


The
Parties hereby create and establish an Area of Mutual Interest (“AMI”) within the geographical boundaries and
lands located in the area(s) described as follows (“AMI Area”):


 


All
lands located in the West Half (“W/2”) of Townships 8, 9, 10, and 11 North, Range 61 West; and


 


All
lands located in Townships 8, 9 10 & 11 North, Ranges 62, 63, and 64 West, all in Weld County, Colorado


 


The
AMI and terms hereof shall remain in force and effect for a period commencing on the Effective Date and terminating and expiring on the
date ten (10) years after the Effective Date (the “Term”).


 






    	Exhibit C – Page 1



     


    

 


		2.	Assignees
                                            Entitled to Overriding Royalty.



If
during the Term, Prairie or any member of the Prairie Group has or obtains any Acquisition within the AMI Area (with such Person having
the Acquisition being referred to herein as an “Acquiring Party”), no later than thirty (30) days after the
consummation of such Acquisition, Prairie shall, and shall cause each applicable Acquiring Party, (a) to execute and deliver to the Assignees
an assignment of overriding royalty in the form attached hereto as Exhibit A attached hereto, (b) copies of all other title reports,
title files, title opinions and other title materials in the possession of the Prairie Group with respect to the Acquired Interests subject
to such Acquisition.


 


		3.	Certain
                                            Definitions. The following capitalized terms used herein shall have the meanings ascribed
                                            below:



“Acquired
Interest” means, to the extent located within the AMI Area, any and all (a) leases or leasehold interests affecting, relating
to or covering any hydrocarbons in place, (b) leasehold interests and estates in the nature of working or operating interests under such
leases, as well as overriding royalties, net profits interests, production payments, carried interests, rights of recoupment and other
interests in, under or relating to such leases, and/or (c) any economic or contractual rights, options or interests in and to any of
the foregoing, whether vested or contingent, including, without limitation, any farmout or farmin agreement; provided, however,
the term “Acquired Interest” shall not include any (i) any fee mineral interests, fee royalty interests and any non-participating
royalties and other similar interests in hydrocarbons in place (that are not acquired or derived from any leasehold interests), (ii)
any other interest in hydrocarbons in place, (iii) any and all rights and interests attributable or allocable thereto by virtue of any
pooling, unitization, communitization, production sharing or similar agreement, order or declaration (iv) any interests in any wellbores
to the extent such wellbores are producing hydrocarbons as of the date of the applicable Acquisition of such interests by the Acquiring
Party, (v) any interests described in subparts (a) through (c) of this definition INSOFAR AND ONLY INSOFAR as such interests are
allocated to any wells described in subpart (iv) of this definition, or (vi) any interests described in subparts (a) through (c) of this
definition to the extent the aggregate Net Revenue Interest in such interest are equal to or less than the product of (i) 75% multiplied
by (ii) the actual Working Interest in such interests.


 


Acquisition”
or “Acquisitions” means the direct acquisition, purchase, transfer to, purchase of, option, right or opportunity
by any member of the Prairie Group of any Acquired Interest, whether such acquisition, option, right or opportunity is through a purchase,
exchange, joint venture, participation agreement, farmout agreement, operating agreement or any similar arrangement; provided, however,
(a) any rights assigned to any Party pursuant to the terms of the PSA shall not constitute an Acquisition, (b) the direct or indirect
acquisition of any equity, securities or control of, or merger or combination of any member of the Prairie Group with, any Person shall
not constitute an Acquisition (c) any acquisition, purchase of, transfer to, right or opportunity with respect to any Acquired Interests
by a member of the Prairie Group from another member of the Prairie Group shall not constitute an Acquisition.


 






    	Exhibit C – Page 2



     


    

 


“Affiliate”
means, with respect to any Person, any other Person that, directly or indirectly, controls, is controlled by or is under common control
with, such specified Person through one (1) or more intermediaries or otherwise. For the purposes of this definition, “control”
means, where used with respect to any Person, the possession, directly or indirectly, of the power to direct or cause the direction of
the management and policies of such Person, whether through the ownership of voting securities, by contract or otherwise, and the terms
“controlling” and “controlled” have correlative meanings.


 


“Net
Revenue Interest” means, with respect to any applicable interests, the percentage interest in and to all production of
hydrocarbons saved, produced and sold from or allocated to such interests, after giving effect to all royalties, overriding royalties,
reversionary interests, net profit interests, production payments, carried interests, non-participating royalty interests, reversionary
interests and other royalty burdens and other similar interests payable out of production of hydrocarbons from or allocated to such interests
or the proceeds thereof to Persons that are not members of the Prairie Group.


 


“Person”
means an individual, corporation, partnership, limited liability company, association, joint stock company, trust or trustee thereof,
estate or executor thereof, unincorporated organization, joint venture or any other legally recognizable entity.


 


“Prairie
Group” means Prairie and any Affiliate of Prairie (but excluding in each case any Assignee).


 


“Working
Interest” means, with respect to any applicable interest, the percentage of costs and expenses associated with the exploration,
drilling, development, operation, maintenance and abandonment on or in connection with such interests required to be borne with respect
thereto, but without regard to the effect of any royalties, overriding royalties, reversionary interests, net profit interests, production
payments, carried interests, non-participating royalty interests, reversionary interests and other royalty burdens and other similar
interests payable out of production of hydrocarbons from or allocated to such interests or the proceeds thereof.


 


		4.	Non-Circumvention.
                                            Prairie shall not, and Prairie shall cause each member of the Prairie Group not to, enter
                                            into any agreement, contract or arrangement with any Person with respect to the AMI Area
                                            or take any other action or enter into or cause any Person to enter into any alternative
                                            transaction with the purpose of circumventing the intent, rights and obligations of the Parties
                                            hereunder.



 


		5.	Affiliates.
                                            In the event that the Acquiring Party is a member of Prairie Group other than Prairie, Prairie
                                            shall cause such Person to comply with the terms of this Agreement and shall be responsible
                                            to the Assignors for such member’s failure to do so.



 






    	Exhibit C – Page 3



     


    

 


		6.	Notices.
                                            Any notice or other communication made in accordance with this Agreement shall be deemed
                                            to have been given when delivered to the other Party’s address set forth below. A Party
                                            may change the address to which such communications are to be addressed by giving written
                                            notice to the other Parties.



 


Tier
Hydrocarbon Exploration, LLC


P.O.
Box 890659


Oklahoma
City, OK 73189


Attention:
[_____________]


Email:
[_______________]


 


Pilot
Gas, LLC


6410
N. Santa Fe Ave., Ste. B


Oklahoma
City, OK 73116


Attention:
[_____________]


Email:
[_______________]


 


[Prairie
Sub]


[_____________]


[_____________]


Attention:
[_____________]


Email:
[_______________]


 


Prairie
Operating Co., LLC


[_____________]


[_____________]


Attention:
[_____________]


Email:
[_______________]


 


		7.	Modification.
                                            This Agreement may not be amended, altered or modified except by an instrument in writing
                                            signed by the Parties expressly specifying the provisions amended, modified or altered.



 


		8.	No
                                            Partnership. This Agreement does not create, and shall not be construed as creating,
                                            a partnership, business association, joint venture, or the relationship of principal and
                                            agent, or employer and employee between the Parties hereto.



 


		9.	Governing
                                            Law. This Agreement and the legal relations between the Parties hereunder shall be governed
                                            and construed in accordance with the laws of the State of Texas. Each Party consents to personal
                                            jurisdiction in any action brought in the United States federal and state courts located
                                            in the State of Texas with respect to any dispute, claim or controversy arising out of or
                                            in relation to or in connection with this Agreement, and each of the Parties agrees that
                                            any action instituted by it against the other with respect to any such dispute, controversy,
                                            or claim will be instituted exclusively in the state and federal district courts located
                                            in Houston, Texas. EACH PARTY HEREBY IRREVOCABLY WAIVES, TO THE FULLEST EXTENT PERMITTED
                                            BY LAW, ANY OBJECTION WHICH THEY MAY NOW OR HEREAFTER HAVE TO THE VENUE OF ANY SUCH DISPUTE
                                            ARISING OUT OF THIS AGREEMENT BROUGHT IN SUCH COURT OR ANY DEFENSE OF INCONVENIENT FORUM
                                            FOR THE MAINTENANCE OF SUCH DISPUTE. EACH OF THE PARTIES AND THEIR RESPECTIVE SUCCESSORS
                                            AND ASSIGNS HEREBY IRREVOCABLY WAIVES ALL RIGHT TO TRIAL BY JURY IN ANY ACTION, PROCEEDING
                                            OR COUNTERCLAIM (WHETHER BASED ON CONTRACT, TORT OR OTHERWISE) ARISING OUT OF OR RELATING
                                            TO THIS AGREEMENT, THE TRANSACTIONS CONTEMPLATED HEREBY OR THE ACTIONS OF ANY OTHER PARTY
                                            IN THE NEGOTIATION, ADMINISTRATION, PERFORMANCE AND ENFORCEMENT THEREOF



 






    	Exhibit C – Page 4



     


    

 


		10.	Binding
                                            Effect. The terms, covenants, obligations, and conditions of this Agreement shall be
                                            binding upon and shall inure to the benefit of Prairie and each Assignee, as well as their
                                            respective permitted successors and assigns.



 


		11.	Assignments.
                                            Prairie may not assign, transfer or convey all or any of its rights or obligations under
                                            this Agreement without the prior written consent of each Assignee (which may be granted,
                                            withheld and/or conditioned at the sole discretion of each Assignee)Any attempted assignment,
                                            transfer or conveyance of any rights or obligations under this Agreement in violation of
                                            this Section 14 shall be automatically null and void ab initio.



 


		12.	Counterparts.
                                            This Agreement may be executed by the Parties in any number of counterparts (including by
                                            facsimile or electronic transmission), each of which shall be deemed an original instrument,
                                            but all of which together shall constitute but one in the same instrument.



 


		13.	Severability.
                                            If any provision of this Agreement is held invalid or unenforceable by any court of competent
                                            jurisdiction, the other provisions of this Agreement shall remain in full force and effect.
                                            The Parties further agree that if any provision contained herein is, to any extent, held
                                            invalid or unenforceable in any respect under the Laws governing this Agreement, they shall
                                            take any actions necessary to render the remaining provisions of this Agreement valid and
                                            enforceable to the fullest extent permitted by Law and, to the extent necessary, shall amend
                                            or otherwise modify this Agreement to replace any provision contained herein that is held
                                            invalid or unenforceable with a valid and enforceable provision giving effect to the intent
                                            of the Parties to the greatest extent legally permissible.



 


		14.	Further
                                            Assurances. Subject to the terms and conditions of this Agreement, each Party shall use
                                            its reasonable efforts to take, or cause to be taken, all actions and to do, or cause to
                                            be done, all things necessary or desirable, under applicable Law or otherwise, to consummate
                                            the transactions contemplated by this Agreement. The Parties agree to and shall execute and
                                            deliver such other documents, certificates, agreements and other writings and to take such
                                            other actions as may be necessary or desirable in order to consummate or implement expeditiously
                                            the transactions contemplated by this Agreement in accordance with the terms hereof.



 


[REMAINDER
OF PAGE INTENTIONALLY LEFT BLANK]


 




    	Exhibit C – Page 5



     


    

 


IN
WITNESS HEREOF, this Agreement is executed by each Party through its duly authorized agent or representative effective for all purposes
on the Effective Date.


 





	Prairie
    Operating Co., LLC	 	Tier
    Hydrocarbon Exploration, LLC
	 	 	 	 	 
	By:	     	 	By:	           
	Name:	 	 	Name:	 
	Title:	 	 	Title:	 
	 	 	 	 	 
	Pilot
    Gas, LLC	 	[Prairie
    Sub]
	 	 	 	 	
	By:	 	 	By:	 
	Name:	 	 	Name	 
	Title:	 	 	Title:	 


 




    	Exhibit C – Page 6



     


    

 


EXHIBIT
“A”


Attached
to Area of Mutual Interest Agreement “AMI”


 


FORM
OF ASSIGNMENT OF OVERRIDING ROYALTY INTERESTS


 





ASSIGNMENT
OF OVERRIDING ROYALTY INTERESTS


 





KNOW
ALL MEN BY THESE PRESENTS:


 


THAT
effective as of [_____________] 1 (the “Effective Time”) the undersigned [_______________________],
(hereinafter referred to as “Assignor”), for and in consideration of the sum of Ten Dollars ($10.00) and other
valuable considerations, the receipt and sufficiency of which is hereby acknowledged, does hereby GRANT, BARGAIN, SELL, CONVEY AND ASSIGN
unto each of Tier Hydrocarbon Exploration, LLC, a [_____________] limited liability company (“Tier”) with an
address of P.O. Box 890659, Oklahoma City, OK 73189, Pilot Gas, LLC, a [_____________] limited liability company (“Pilot”)
with an address of 6410 B North Santa Fe Avenue, Oklahoma City, OK 73116 and [_________________], a Delaware limited liability company
(“[Prairie Sub]” and together with Tier and Pilot, each individually an “Assignee”
and collectively, “Assignees”) with an address of [______________], and overriding royalty interest (“Overriding
Royalty Interest”) equal to the lesser of:


 


(a)
a three percent (3%) of 8/8ths of the oil, gas, associated liquids and other hydrocarbons (collectively, “Hydrocarbons”)
produced, saved and sold from the oil and gas leases described in Exhibit “A” attached hereto and made a part hereof (the
“Leases”) and the lands covered thereby or pooled or unitized therewith (the “Lands”)
and;


 


(b)
the positive difference, if any, between (i) twenty-five percent (25%) of 8/8ths of Hydrocarbons produced, saved and sold from the Leases
and the Lands, and (ii) all royalty, overriding royalty, production payments and other burdens on such Hydrocarbon production in existence
immediately prior to the Effective Date (as hereinafter defined);


 


Provided,
however, the Leases and Lands shall exclude and the Overriding Royalty Interest shall not include, burden or constitute any interests
in (A) any of the wellbores described on Exhibit “B” and (B) any interests in any oil and gas leases or any interests as
to any rights and interests attributable or allocable to such wellbores by virtue of any pooling, unitization, communitization, production
sharing or similar agreement, order or declaration INSOFAR AND ONLY INSOFAR as such interests are allocated to any wellbores described
on Exhibit “B”.


 


The
Overriding Royalty Interest assigned to Assignors hereunder are assigned and conveyed to the Assignors in the following undivided interests:
proportions, to-wit:


 





	 	Tier:	 	16.66667%	 
	 	Pilot:	 	16.66667%	 
	 	[Prairie
  Sub]	 	66.66667%	 


 





 



 


1
Note to Draft: “Effective Time” to be the one minute after the effective time of the acquisition of the Acquired
Interests by the Acquiring Party.








 















    	Exhibit C – Page 7



     


    

 


The
Overriding Royalty Interest shall be calculated and measured on the same terms as the applicable royalties payable under the Leases;
provided, however, the Overriding Royalty Interest shall be free of all development, production and operating expenses; however, said
interest shall bear its proportionate share of gross production taxes assessed against the gross production subject to said Overriding
Royalty Interest. It is agreed that nothing contained herein shall impose upon the Assignor, its successors, or assigns, any duty or
obligation to develop or operate the properties covered by the above-described “Leases” or to maintain them by the payment
of delay rentals, shut-in royalty payments or other similar payments.





 





The
Overriding Royalty Interest shall be subject to any cooperative or unit plan of operation or development and to any pooling, communitization
or other agreement for the allocation of Hydrocarbon production among multiple tracts to which the Leases, or any part thereof, may have
heretofore or may hereafter be committed by Assignor or by the predecessors to its interest or its successors and assigns, including,
but not limited to, any joint operating agreement, pooling or unit designation, or similar agreement unitizing the working interests
in a contract area or pooled unit, including that of Assignor, regardless of whether such agreement expressly purports to commit the
Overriding Royalty Interest; and, in such event or events, the Overriding Royalty Interest shall be computed and paid on the basis of
the applicable Hydrocarbons allocated to the Lands under and pursuant to the terms of any such agreement or plan of operation; however,
in the event that such cooperative or unit plan of operation or development or pooling or communitization agreement does not set out
how payments are to be calculated, then in such event, the Overriding Royalty Interest will be paid in the proportion that the surface
acreage of the Lands bears to the total acreage within such contract area or pooled unit.


 


If
any of the Leases covers an interest in the Lands less than the entire mineral estate therein (regardless of whether such Lease purports
to cover only the lessor’s interest therein), then, as to such Lease, the Overriding Royalty Interest, insofar only as it affects
and applies to production from or allocable to such Lands, shall be payable to Assignee in the proportion that the mineral interests
in such lands actually covered by the relevant Lease bear to the entire, undivided mineral estate in such lands. Similarly, if Assignor
owns less than a one hundred percent (100%) leasehold interest in and to any of the Leases, then, as to such Lease, the Overriding Royalty
Interest shall be payable to Assignee in the proportion that the leasehold interest in such Lease actually owned by Assignor bears to
a one hundred percent (100%) leasehold interest in and to such Lease. In addition, if the leasehold interest in the Lease owned by Assignor
is increased or decreased pursuant to the terms of any compulsory pooling order, farmout agreement, contractual rights agreement, applicable
operating agreement, or other instrument providing for a reversionary interest that is existing at the Effective Time, the Overriding
Royalty Interest shall be proportionately increased or decreased accordingly.


 






    	Exhibit C – Page 8



     


    

 


Assignor
will have no drilling or development obligation, nor any leasehold preservation obligation, in favor of Assignee by virtue of Assignee’s
Overriding Royalty Interest, all such matters being entirely at Assignor’s discretion.


 


If
Assignor, or its successors or assigns, shall secure a renewal or extension of the Leases covering all or any part of the Lands, then
the Overriding Royalty Interest shall apply to such renewal or extended Lease, subject to proportionate reduction. A “renewal”
or “extension” of a Lease as used herein, shall mean any lease or leases acquired by Assignor, its successors or assigns,
within twenty four (24) months from the termination of the applicable Lease and covering all or a part of the same interest(s) in the
Lands.


 


Assignor
hereby warrants defensible title to the Overriding Royalty Interest unto each Assignee, its successors and assigns, in each case, free
and clear of any liens and encumbrances, burdens, defects, against all Persons claiming or purporting to claim the same or any part thereof,
by, through or under Assignor or any of its Affiliates, but not otherwise.


 


This
Assignment shall be binding upon and inure to the benefit of the respective parties hereto, their heirs, successors, representatives
and assigns. No change in the ownership of the Overriding Royalty Interest shall be binding on Assignor until such time as Assignor shall
have been furnished with either the original, a certified copy or an acceptable reproduced copy of the recorded instrument or instruments
effecting the change in ownership.


 


This
Assignment is made pursuant to that certain Area of Mutual Interest Agreement dated as being effective the _____ day of _____________,
20__, and reference is hereby made for all purposes.


 




    	Exhibit C – Page 9



     


    

 


IN
WITNESS WHEREOF, the said Assignor, executed this instrument this _____ day of _________________, 20[__].


 





	 	[_________________]
	 	 	 
	 	By:	                           
	 	Name:	 
	 	Title:	 


 


ACKNOWLEDGEMENT


 


STATE
OF ________________


COUNTY
OF ______________


 


The
foregoing instrument was acknowledged before me on this _____ day of __________, 20___, by ____________________________ as _____________________
of [______________].


 





	My Commission
  Expires:	 	 
		 	
	 	 	,
  Notary Public



 







    	Exhibit C – Page 10



     


    

 


EXHIBIT
A


 


LEASES


 


[ATTACH
LIST OF LEASES TO BE SUBJECT TO THE OVERRIDING ROYALTY INTEREST]


 




    	Exhibit C – Page 11



     


    

 


EXHIBIT
B


 


EXCLUDED
WELLS


 


[ATTACHED
LIST OF WELLBORES NOT SUBJECT TO OVERRIDING ROYALTY INTEREST]


 






    	Exhibit C – Page 12