REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • May 9th, 2023 • Prairie Operating Co. • Finance services
This Registration Rights Agreement (this “Agreement”) is made and entered into as of May 3, 2023, between Prairie Operating Co., a Delaware corporation (the “Company”), and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).
12% AMENDED AND RESTATED SENIOR SECURED CONVERTIBLE DEBENTURE DUE DECEMBER 31, 2023Prairie Operating Co. • May 9th, 2023 • Finance services • New York
THIS 12% AMENDED AND RESTATED SENIOR SECURED CONVERTIBLE DEBENTURE is one of a series of duly authorized and validly issued 12% Senior Secured Convertible Debentures of Prairie Operating Co. (formerly known as Creek Road Miners, Inc. and Wizard Entertainment, Inc.), a Delaware corporation (the “Company”), designated as its 12% Amended and Restated Senior Secured Convertible Debenture due December 31, 2023 (this debenture, the “Debenture” and, together with the amended and restated debenture issued to [ ] (“[ ]”) dated of even date herewith, the “Debentures”).
SECURITY AGREEMENTSecurity Agreement • May 9th, 2023 • Prairie Operating Co. • Finance services
This AMENDED AND RESTATED SECURITY AGREEMENT, dated as of April __, 2023 (this “Agreement”), is among Prairie Operating Co. (formerly known as Creek Road Miners, Inc. and Wizard Entertainment, Inc.), a Delaware corporation (the “Company”), all of the Subsidiaries of the Company (such subsidiaries, the “Guarantors” and together with the Company, the “Debtors”), each of Barlock 2019 Fund, LP and Bristol Investment Fund, Ltd. as holders of the Company’s 12% Amended and Restated Senior Secured Convertible Debentures due December 31, 2023, each in the original aggregate principal amount of $1,000,000 (collectively, the “Debentures”) signatory hereto, their endorsees, transferees and assigns (collectively, the “Secured Parties”).
INDEMNITY AGREEMENTIndemnity Agreement • May 9th, 2023 • Prairie Operating Co. • Finance services • Delaware
This Agreement (this “Agreement”) made and entered into as of May 3, 2023 by and between Prairie Operating Co., a Delaware corporation (the “Company”), and the individual signing this Agreement under the heading “Indemnitee” on the signature page hereto (“Indemnitee”), who is currently serving the Company in the capacity of director or officer.
EMPLOYMENT AGREEMENTEmployment Agreement • May 9th, 2023 • Prairie Operating Co. • Finance services
This Employment Agreement (“Agreement”) is made and entered into by and between Prairie Operating Co., LLC, a Delaware limited liability company (the “Company”), and [___________] (“Executive”), effective as of May 3, 2023 (the “Effective Date”).
EMPLOYMENT AGREEMENTEmployment Agreement • May 9th, 2023 • Prairie Operating Co. • Finance services
This Employment Agreement (“Agreement”) is made and entered into by and between Prairie Operating Co., LLC, a Delaware limited liability company (the “Company”), and [___________] (“Executive”), effective as of May 3, 2023 (the “Effective Date”).
LOCK-UP AGREEMENTLock-Up Agreement • May 9th, 2023 • Prairie Operating Co. • Finance services
PRAIRIE OPERATING CO. AMENDED AND RESTATED NON-COMPENSATORY OPTION AGREEMENTNon-Compensatory Option Agreement • May 9th, 2023 • Prairie Operating Co. • Finance services • Delaware
This Prairie Operating Co. Amended and Restated Non-Compensatory Option Agreement (this “Agreement” or this “Amendment”) constitutes an amendment and restatement of that certain Prairie Operating Co., LLC Non-Compensatory Option Agreement (the “Original Option Agreement”), which was previously entered into between Prairie Operating Co., LLC, a Delaware limited liability company (“Prairie”), and [ ] on [ ].
LOCK-UP AGREEMENTLock-Up Agreement • May 9th, 2023 • Prairie Operating Co. • Finance services
The undersigned (the “Holder”) irrevocably agrees with Creek Road Miners, Inc. (the “Company”) that, until one hundred twenty (120) days after the date hereof (such period, the “Restriction Period”) the undersigned will not offer, sell, contract to sell, hypothecate, pledge or otherwise dispose of (or enter into any transaction which is designed to, or might reasonably be expected to, result in the disposition (whether by actual disposition or effective economic disposition due to cash settlement or otherwise) by the undersigned or any affiliate of the undersigned or any person in privity with the undersigned or any affiliate of the undersigned), directly or indirectly, or establish or increase a put equivalent position or liquidate or decrease a call equivalent position within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), with respect to, the aggregate of 50% of the Securities (as defined below). As used herein, “Securities” shall m
STOCKHOLDERS AGREEMENTStockholders Agreement • May 9th, 2023 • Prairie Operating Co. • Finance services
This STOCKHOLDERS AGREEMENT (this “Agreement”), dated as of May 3, 2023 (the “Effective Date”), is entered into by and among Prairie Operating Co., 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”).
