0001763925-20-000011 Sample Contracts

REVISED SECOND LIMITED LIABILITY COMPANY AGREEMENT OF BARRISTER ENERGY, LLC
Limted Liability Company Agreement • June 22nd, 2020 • CoJax Oil & Gas Corp • Crude petroleum & natural gas • Mississippi

THIS REVISED SECOND LIMTED LIABILITY COMPANY AGREEMENT (this "Agreement") is executed under and is to be governed by the laws of the State of Mississippi and is entered into as of May 14, 2020, with a retroactive date of April 1, 2019, by and between Roger McLeod, Jeff Delancey, Lamar Resources, LLC, and Andrew Cardwell (each of the foregoing being sometimes referred to individually as a "Member" and collectively as the "Members" or as a party or the parties) to establish the terms of the operation of Barrister Energy, LLC, a Mississippi limited liability company (the "Company").

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OPERATING AGREEMENT of Barrister Energy, LLC
Operating Agreement • June 22nd, 2020 • CoJax Oil & Gas Corp • Crude petroleum & natural gas

The undersigned, Andrew S. Cardwell, as the sole Member of the LLC agrees to conduct its business in accordance with the provisions of this Agreement.

ACQUISITION AGREEMENT
Acquisition Agreement • June 22nd, 2020 • CoJax Oil & Gas Corp • Crude petroleum & natural gas • Mississippi

This ACQUISITION AGREEMENT (“Agreement”) is entered into this 16th day of June 2020 (the "Effective Date") by CoJax Oil and Gas Corporation, a Virginia corporation (hereinafter referred to as the "Buyer") and Barrister Energy, LLC, a Mississippi Limited Liability Company (the “LLC”) and the Members of the LLC listed in Exhibit A hereto (hereinafter referred to individually as the “Seller” and collectively as the "Sellers"). Buyer, Sellers, and LLC may also be referred to individually as a “party” and collectively as the “parties.”

ASSIGNMENT AND ASSUMPTION OF PROMISSORY NOTE THIS ASSIGNMENT, ASSUMPTION, AND AMENDMENT OF PROMISSORY NOTE (this “Assignment”) dated June
Assignment and Assumption • June 22nd, 2020 • CoJax Oil & Gas Corp • Crude petroleum & natural gas

16, 2020, is made and executed by and among BARRISTER ENERGY, LLC, a Mississippi limited liability company, whose mailing/notice address is P.O. 125, Laurel, Mississippi 39441 (referred to herein as “Assignor”), COJAX OIL AND GAS CORPORATION, a Virginia corporation, whose mailing/notice address is 3033 Wilson Blvd., Suite E-605, Arlington, VA 22201 (referred to herein as “Assignee”), and CENTRAL OPERATING, LLC, a Mississippi limited liability company, whose mailing/notice address is P.O. Box 2205, Laurel, MS 39442 (referred to herein as “Lender”).

SECOND LIMITED LIABILITY COMPANY AGREEMENT OF BARRISTER ENERGY, LLC
Barrister Operating Agreement • June 22nd, 2020 • CoJax Oil & Gas Corp • Crude petroleum & natural gas • Mississippi

THIS SECOND LIMTED LIABILITY COMPANY AGREEMENT (this "Agreement") is executed under and is to be governed by the laws of the State of Mississippi and is entered into as of April 1, 2019, by and between the parties on Exhibit “A” (each of the foregoing being sometimes referred to individually as a "Member" and collectively as the "Members" or as a party or the parties) to establish the terms of the operation of Barrister Energy, LLC, a Mississippi limited liability company (the "Company").

Contract
CoJax Oil & Gas Corp • June 22nd, 2020 • Crude petroleum & natural gas

Attached to and made a part of that certain assignment dates effective June 1st, 2019 by and between Central Operating, LLC as Assignor and Barrister Energy, LLC as Assignee

PURCHASE AND SALE AGREEMENT between Central Operating, LLC As Seller And Barrister Energy, LLC As Buyer DATED as of June 1, 2019
Purchase and Sale Agreement • June 22nd, 2020 • CoJax Oil & Gas Corp • Crude petroleum & natural gas • Mississippi
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