AGREEMENT AND PLAN OF MERGER by and among Prairie Operating Co., LLC, Creek Road Miners, Inc. and Creek Road Merger Sub, LLC October 24, 2022Agreement and Plan of Merger • October 25th, 2022 • Creek Road Miners, Inc. • Services-computer processing & data preparation
This Agreement and Plan of Merger (the “Agreement”) is made as of October 24, 2022, by and among (i) Creek Road Miners, Inc., a Delaware corporation (the “Purchaser”), (ii) Creek Road Merger Sub, LLC, a Delaware limited liability company and a wholly owned direct or indirect subsidiary of the Purchaser (the “Merger Sub”), and (iii) Prairie Operating Co., LLC, a Delaware limited liability company (the “Company”).
LOCK-UP AGREEMENTLock-Up Agreement • October 25th, 2022 • Creek Road Miners, Inc. • Services-computer processing & data preparation • Delaware
SUPPORT AGREEMENT (Series __ Preferred Shares)Support Agreement • October 25th, 2022 • Creek Road Miners, Inc. • Services-computer processing & data preparation
This Support Agreement (this “Agreement”) is dated as of August 19, 2022, between Creek Road Miners, Inc., a Delaware corporation, (the “Company”), and the Holder identified on Schedule A ( including its successors and assigns, the “Holder”).
PURCHASE AND SALE AGREEMENTPurchase and Sale Agreement • October 25th, 2022 • Creek Road Miners, Inc. • Services-computer processing & data preparation • Delaware
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.”
STOCKHOLDERS AGREEMENTStockholders Agreement • October 25th, 2022 • Creek Road Miners, Inc. • Services-computer processing & data preparation
This STOCKHOLDERS AGREEMENT (this “Agreement”), dated as of [•], 2022 (the “Effective Date”), is entered into by and among Creek Road Miners, Inc., a Delaware corporation (the “Company”), Bristol Capital Advisors, LLC, a Delaware limited liability company (“Bristol”), Paul Kessler, an individual residing in the State of California (“Kessler”), Edward Kovalik, an individual residing in the State of Texas (“Kovalik”), and Gary Hanna, an individual residing in the State of Oklahoma (“Hanna” and together with Kovalik, the “Prairie Members”).
