0000909334-06-000430 Sample Contracts

Contract Operating Agreement
Operating Agreement • November 20th, 2006 • Beard Co /Ok • Industrial inorganic chemicals

This Contract Operating Agreement is made and entered into this 19th day of October, 2005 (this “Agreement”), between Beard Technologies, Inc., an Oklahoma corporation (“BTI”), and Beard Pinnacle, LLC (“BP”), an Oklahoma limited liability company, with respect to the following circumstances:

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Assignment and Assumption
Assignment and Assumption • November 20th, 2006 • Beard Co /Ok • Industrial inorganic chemicals

This Assignment and Assumption is made and entered into this 19th day of October, 2005, between Beard Technologies, Inc., an Oklahoma corporation (“BTI”), and Beard Pinnacle, LLC (“BP”), an Oklahoma limited liability company, with respect to the following circumstances:

SECURITY AGREEMENT
Security Agreement • November 20th, 2006 • Beard Co /Ok • Industrial inorganic chemicals • Pennsylvania

THIS SECURITY AGREEMENT (this "Agreement"), dated as of August 9, 2006, is made by BEARD PINNACLE, LLC, (the “Grantor”) an Oklahoma limited liability company with an address at Enterprise Plaza, Suite 320, 5600 North May Avenue, Oklahoma City, Oklahoma 73112 in favor of PINNOAK RESOURCES, LLC, (the “Secured Party"), with an address at 601 Technology Drive, Suite 300, Canonsburg, Pennsylvania 15317.

CONSTRUCTION CONTRACT August 17, 2005 between BEARD TECHNOLOGIES, INC. and BOYCE, GRAYBEAL & SAYRE, INC.
Construction Contract • November 20th, 2006 • Beard Co /Ok • Industrial inorganic chemicals • West Virginia

This Construction Contract is made and entered into as of the 17th day of August, 2005, by and between BEARD TECHNOLOGIES, lNC., with offices located at 355 William Pitt Way, Pittsburgh, Pennsylvania 15238 ("Purchaser”) and BOYCE, GRAYBEAL & SAYRE, lNC., with offices located at 100 Amy Lane, P.O. Box 110, Slab Fork, West Virginia 25920 ("Contractor').

FIRST AMENDMENT TO OPERATING AGREEMENT OF BEARD PINNACLE, LLC
Operating Agreement • November 20th, 2006 • Beard Co /Ok • Industrial inorganic chemicals • Oklahoma

This First Amendment to Operating Agreement of Beard Pinnacle, LLC is made this 21st day of February, 2006 (this “Amendment”), by Beard Technologies, Inc., an Oklahoma corporation (“BTI”), the sole member of Beard Pinnacle LLC (the “Company”), with respect to the following circumstances:

SUBSCRIPTION AGREEMENT
Subscription Agreement • November 20th, 2006 • Beard Co /Ok • Industrial inorganic chemicals • Oklahoma

This Subscription Agreement is made and entered into as of August 10, 2006 (this “Agreement”), by and among Beard Pinnacle, LLC, an Oklahoma limited liability company (“BP”), as issuer, and Questor Partners Fund II, LP, Questor Side-By-Side Partners II, LP, Questor Side-By-Side Partners II 3(c)1, LP, Questor Partners Fund II AIV-1, LLC, The Regent Investment Company, L.P., Statler Family Investment Company, LP and PinnOak Resources Employee Equity Incentive Plan, LLC, as subscribers (the subscribers are hereinafter referred to collectively as the “Pinnacle Investment Group Parties” and individually as a “Pinnacle Investment Group Party”), with respect to the following circumstances:

OPERATING AGREEMENT OF Beard Pinnacle, LLC (An Oklahoma Limited Liability Company) June 10, 2004
Operating Agreement • November 20th, 2006 • Beard Co /Ok • Industrial inorganic chemicals • Oklahoma
PLEDGE AGREEMENT
Pledge Agreement • November 20th, 2006 • Beard Co /Ok • Industrial inorganic chemicals • Pennsylvania

THIS PLEDGE AGREEMENT, dated as of this 9th day of August, 2006, is made by BEARD TECHNOLOGIES, INC., a Oklahoma corporation (the "Pledgor"), with an address at Enterprise Plaza, Suite 320, 5600 North May Avenue, Oklahoma City, Oklahoma 73112 , in favor of PINNOAK RESOURCES, LLC, (the “Secured Party"), with an address at 601 Technology Drive, Suite 300, Canonsburg, Pennsylvania 15317.

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