PARTICIPATION INTEREST PURCHASE AGREEMENT

THIS PARTICIPATION INTEREST PURCHASE AGREEMENT (“ Agreement ”) is made and entered into this 5th day of June, 2015 (the “ Effective Date ”), by and among KEYSTONE ENERGY, LLC, a Delaware limited liability company (the “ Purchaser ”), CEGX OF TEXAS, LLC, a Texas limited liability company (“ CEGX ”), and each of the parties signing a counterpart signature page to this Agreement (each a “ Seller’s Counterpart Signature Page ”) in the form of Exhibit “A” attached hereto (each, a “ Seller ”, and, collectively, the “ Sellers ”).

R E C I T A L S :

WHEREAS, the Sellers are holders of varying numbers of the aggregate SEVENTY-THREE (73) participation interests (each a “ Participation Interest ” and, collectively, the “ Participation Interests ”) which represent 100% of the beneficial ownership of the Oil and Gas Properties (defined below), managed heretofore through the Bradford Joint Venture Partnership (“ BJVP ”), of which they are beneficially possessed pursuant to those certain Bradford Joint Venture Participation Agreements each entered into with CEGX to acquire such Participation Interests as of the commencement of those investments, the form of which is attached hereto as Exhibit “B” (the “ Bradford Participation Agreement ”). The individual holdings of each Seller as are summarized on the roster attached hereto as Exhibit “C ” (the “ Participation Roster ”);

WHEREAS, Sellers are the beneficial owners, by virtue of their Participation Interests, in their respective undivided working interests in the Oil and Gas Properties notwithstanding that CEGX heretofore has not formally documented its conveyance of said working interests to them as a matter of public record, yet has heretofore recognized the same as a matter of administrative expediency and has provided the Sellers such detailed records of account and reports relating to said Participation Interests, as well as all tax information attributable thereto, as if the conveyances over of the Participation Interests heretofore had been formally made a matter of public record, to enable the tracking and reporting by the Sellers of the benefits and burdens of their beneficial interests in the Oil and Gas Properties that the Participation Interests represent, for purposes of, among other things, their reporting to any applicable federal, state or local income or other taxing authorities, any applicable tax attributes generated thereby, which each Seller hereby affirms has been the case;

WHEREAS, CARDINAL ENERGY GROUP, INC., a Nevada corporation (“ Cardinal ”), is a Seller hereunder as the holder of TWENTY (20) of the Participation Interests, and as partial consideration for its sale of Participation Interests and its beneficial ownership of the Oil and Gas Properties, Cardinal shall receive a FIVE (5%) PERCENT equity interest in Purchaser, in accordance with this Agreement;

WHEREAS, CEGX is a wholly-owned subsidiary of Cardinal and is the record holder of title in and to the Oil And Gas Properties (defined below);

WHEREAS, Purchaser desires to purchase, and each of the Sellers desires to sell, all of their respective Participation Interests and beneficial ownership of the Oil and Gas Properties to Purchaser, upon the terms, and subject to the conditions herein stated, and CEGX desires to assign any rights it may have in the Oil and Gas Properties to Purchaser;

NOW, THEREFORE, in consideration of the mutual covenants of the parties hereinafter contained, and for other good and valuable consideration the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows:

1. Incorporation . The above recitals are true and correct and are hereby incorporated herein by this reference.

2. Agreement of Purchase and Sale of Participation Interests . Subject to all of the terms and conditions expressed in this Agreement, effective as of the execution hereof, Sellers and CEGX hereby sell, assign and transfer to the Purchaser all of their rights, titles and interests in and to the following, pursuant to the form of assignment set forth on Exhibit D (the “ Assignment ”):

(i) All of Sellers’ Participation Interests, along with any and all beneficial ownership in and to the the Oil and Gas Properties represented by the Participation Interests;

(ii) those certain oil and gas leases, along with the associated contracts and real property interests necessary and useful in the ownership and operation thereof, all situated in Shackelford County, Texas (the “ Oil and Gas Leasehold ”);

(iii) the oil and gas wells located on the Oil and Gas Leasehold, along with the associated fixtures and personal property, including hydrocarbons produced therefrom (the “ Wells ”); and

(iv) the rights in and to that certain Farmout Agreement between CEGX and Bluff Creek Petroleum, LLC (the “ Farmout Agreement ”, and along with the Oil and Gas Leasehold and the Wells, all, collectively the “ Oil and Gas Properties ”, all of which are more fully described on Exhibit E) .

3. Purchase Price . As payment in full for the Participation Interests and the Oil and Properties, Purchaser shall, subject to the provisions of Section 4, (i) pay Sellers ONE MILLION FIVE HUNDRED SEVENTY-FIVE THOUSAND DOLLARS ($1,575,000) (the “ Cash Purchase Price ”) by wire transfer, pursuant to instructions provided by Sellers, and (ii), in lieu of cash payments for 10 of Cardinal’s Participation Interests, assign to Cardinal a five percent (5.00%) ownership interest in Purchaser (the “ Cardinal Keystone Interest ”) in accordance with Section 721 of the Internal Revenue Code (“ Code ”), subject to the execution by Cardinal of the Limited Liability Company Agreement of the Purchaser. The Cash Purchase Price payable to each Seller has been calculated by multiplying TWENTY FIVE THOUSAND AND NO/100 DOLLARS ($25,000.00) (“ Purchase Price Per Unit ”) by the number of Participation Interests held by each Seller as reflected on the Participation Interest Roster, and confirmed on each Seller’s Counterpart Signature Page.

4. Closing and Escrow . Notwithstanding any other provision of this Agreement to the contrary, on the Effective Date, the Sellers and CEGX shall execute and deliver the Assignment, in recordable form, to Ryan W. Sears (“ Escrow Agent ”) to hold in escrow until the first of the following to occur: (a) the full payment of the Cash Purchase Price to Sellers; or (b) the expiration of 365 days following the Effective Date (the “ Escrow Period ”). Upon Sellers receipt of the Cash Purchase Price, CEGX, as agent for all Sellers, shall notify Escrow Agent (the “ Payment Notice ”). Upon receipt of the Payment Notice, Escrow Agent will immediately release the Assignment to Purchaser. The date upon which Escrow Agent delivers the Assignment to Purchaser shall be deemed the effective date of the transfer of all ownership interests from the Sellers to Purchaser (the “ Assignment Effective Date ”). Except as set forth below in Section 5, at all times prior to the Assignment Effective Date, each Seller shall be entitled to receive all benefits of ownership of the Oil and Gas Properties, including any revenue that each Seller would be entitled to receive by virtue of its ownership of Participation Interests. If, prior to the end of the Escrow Period, the Escrow Agent has not received (x) the Payment Notice or (y) independently verifiable evidence that the full Cash Purchase Price was delivered to the Sellers, then, on the day following the end of the Escrow Period, the Escrow Agent shall redeliver the Assignment to CEGX as the agent for the Sellers. Upon redelivery to CEGX, the Assignment shall be deemed void, and treated as if never made.

5. Payment to Cardinal . Notwithstanding any other provision of this Agreement to the contrary, the Sellers acknowledge that on the Effective Date, Purchaser shall pay Cardinal TWO HUNDRED FIFTY THOUSAND DOLLARS ($250,000), its respective portion of the Cash Purchase Price, and Purchaser shall be entitled to the beneficial ownership of all of Cardinal’s twenty (20) Participation Interests and its respective share of the Oil and Gas Properties (collectively, “ Cardinal’s Interest ”), provided however that Purchaser shall not be entitled to receive any assignment of Cardinal Interest until all Sellers receive their respective share of the Cash Purchase Price. Cardinal and CEGX shall hold Cardinal’s Interest in trust for Purchaser following the Effective Date. If Purchaser timely pays the Cash Purchase Price to Sellers as set forth in Section 4, record title to Cardinal’s Interest shall pass to Purchaser on the Assignment Effective Date along with delivery of the Assignment. If Purchaser fails to pay the Cash Purchase Price to Sellers prior the end of the Escrow Period, Cardinal may reacquire the Cardinal Interest for ONE HUNDRED DOLLARS ($100.00).

6. Initial Advance . As consideration for Sellers’ agreement to deliver the Assignment to the Escrow Agent, on the Effective Date, Purchaser irrevocably agrees to pay up to TWO HUNDRED FIFTY THOUSAND DOLLARS ($250,000), or such greater amounts that Purchaser may elect in its discretion (the “ Initial Advance ”), to CEGX for the purpose of making improvements to the Oil and Gas Properties (the “ Improvements ”). Upon request, in the form of a standard authorization for expenditure (“ AFE ”), Purchaser shall promptly pay to CEGX, the amounts listed in such AFE. CEGX shall utilize the Initial Advance solely for the purposes of making the Improvements, consistent with the AFE submitted to Purchaser. Prior to the Assignment Effective Date, any additional hydrocarbons produced from the Oil and Gas Properties as a result of the Improvements shall be for the benefit of the Sellers (other than Cardinal), proportionate to their respective shares. If Purchaser fails to pay Sellers the full amount of the Cash Purchase Price prior to the end of the Escrow Period, Purchaser shall forfeit the Initial Advance for the benefit of the Sellers and shall have no further recourse or entitlement to any refund thereof.

7. Matters Concerning Escrow Agent .

a. Depository Only . The Escrow Agent acts hereunder as a depository only and shall not be responsible for, or liable in any manner whatever, for the sufficiency, correctness, genuineness or validity of any instrument deposited with the Escrow Agent, or in the form of execution of any such instrument, or for the identity, authority or rights of any party executing or depositing the same.

b. Rights of Escrow Agent . In the event of any disagreement resulting in adverse claims or demands being made in connection with this Agreement or any of the matters contemplated by this Agreement, the Escrow Agent, at its option, shall be entitled to: (a) refuse to comply with any claim or demand on the Escrow Agent, as long as this disagreement shall continue, and the Escrow Agent shall not be, or become, liable in any way, or to any person, for its failure or refusal to comply with such conflicting or adverse claim or demand; (b) refrain from acting, and so to refuse to act, until (i) the right of any adverse claim shall have been finally adjudicated in a court assuming and having jurisdiction over the parties, or (ii) all differences shall have been adjusted by agreement and the Escrow Agent shall have been notified in writing, signed by all persons interested; or (c) bring an action in interpleader in a court of competent jurisdiction. All costs and expenses, including reasonable attorneys’ fees, are to be reimbursed to the Escrow Agent by the Sellers, CEGX and Purchaser.

c. Resignation . The Escrow Agent may resign at any time, without liability or duty to the parties and such resignation shall without any other act or action become complete and effective thirty (30) days following notice to the Purchaser, Sellers and CEGX and appointment of a replacement escrow agent.

d. Waiver of Conflict . Sellers and CEGX acknowledge the Escrow Agent has acted a counsel to Purchaser with respect to this Agreement, and hereby expressly waive any conflict, now or in the future, with respect to the Escrow Agent’s representation of Purchaser, provided that such waiver shall not alter or otherwise affect Escrow Agent’s role as depository of the Assignment, nor shall it operate to permit Escrow Agent to represent Purchaser in the event a dispute arises amongst the Parties regarding the delivery of the Assignment.

8. Reservation of Option to Convert the Cardinal Keystone Interest . Simultaneously with entry into this Agreement, Purchaser has also entered into that certain Master Loan Agreement by and between Maximilian Bradford, LLC (“ MBL ”) and Purchaser for a loan in the original principal amount of $2,600,000 (the “ Loan ”). Upon full repayment by Purchaser of the Loan from the proceeds derived from the Oil and Gas Properties, Cardinal is granted an option to convert its Cardinal Keystone Interest into either (i) an undivided 50% of the working interest owned by Purchaser in the Oil and Gas Properties, or (ii) a 50% equity interest in Purchaser, in either case, subject to the terms of that certain Option Agreement between Cardinal, MBL and Purchaser on the Effective Date.

9. Entry Into Contract Operating Agreement . Simultaneously with entry into this Agreement, Purchaser agrees to enter into and perform that certain Contract Operating Agreement with CEGX, the form of which is attached hereto as Exhibit “F ” (the “ Contract Operating Agreement ”), provided that the Contract Operating Agreement shall not become effective as between CEGX and Purchaser until the Assignment Effective Date. Prior to the Assignment Effective Date, CEGX shall operate the Oil and Gas Properties consistent with prior practice.

10. Representations and Warranties of Non-Cardinal Sellers . Each Seller, other than Cardinal, hereby represents and warrants, severally and not jointly, to Purchaser as follows:

a. Ownership of Participation Interests . Seller is the sole owner, legally and beneficially, of the Participation Interest(s) attributable to him, her or it as set forth on the Participation Roster, free and clear of all liens, pledges, encumbrances and claims of every kind.

b. Authority . Seller, to the extent it is an entity, is duly organized, validly existing and in good standing under the laws of its state of incorporation. Seller has all requisite power and authority to enter into, deliver and perform this Agreement and to carry out the transactions contemplated by this Agreement.

c. Valid Agreement . This Agreement constitutes the legal, valid and binding agreement of each Seller, and all instruments required hereunder to be executed and delivered by each Seller shall constitute legal, valid and binding obligations of each such respective entity or person, subject to the effects of bankruptcy, insolvency, reorganization, moratorium and similar laws from time to time in effect, as well as general principles of equity.

11. Representations and Warranties of Cardinal and CEGX . Cardinal and CEGX hereby represent and warrant, jointly and severally, to Purchaser as follows:

a. Ownership of Participation Interests . Cardinal is the sole owner, legally and beneficially, of the Participation Interests attributable to it, free and clear of all liens, pledges, encumbrances and claims of every kind.

b. Sale of Participation Interests . The Participation Interests were, out of an abundance of caution in the event that they would ever be deemed to be “securities” as that term is understood under the Securities Laws (defined below), to their knowledge, marketed, sold and issued to each Seller in strict conformance to the Securities Act of 1933, as amended (“ Securities Act ”) or any other federal or state securities laws (“ Securities Laws ”). There are no claims, demands, filings, causes of action, administrative proceedings, lawsuits or other litigation pending or, to its knowledge, threatened against BJVP, CEGX or otherwise with respect to CEGX’s issuance of any Participation Interests which could now or hereafter materially adversely affect the ownership Participation Interests in any way whatsoever. The 73 Participation Interest which are sold or contributed, as applicable, pursuant to this Agreement represent all of the issued and outstanding Participation Interests in the Oil and Gas Properties.

c. Authority . Cardinal is duly organized, validly existing and in good standing under the laws of the State of Nevada, and has all requisite power and authority to enter into, deliver and perform this Agreement and to carry out the transactions contemplated by this Agreement. CEGX is duly organized, validly existing and in good standing under the laws of the State of Texas, and has all requisite power and authority to enter into, deliver and perform this Agreement and to carry out the transactions contemplated by this Agreement.

d. Valid Agreement . This Agreement constitutes the legal, valid and binding agreement of each Cardinal and CEGX, and all instruments required hereunder to be executed and delivered by Cardinal or CEGX shall constitute legal, valid and binding obligations of each such respective entity, subject to the effects of bankruptcy, insolvency, reorganization, moratorium and similar laws from time to time in effect, as well as general principles of equity.

e. Brokers . Neither Cardinal nor CEGX has incurred any obligation or liability, contingent or otherwise, for brokers or finders fees with respect to this transaction for which Purchaser shall have any obligation or liability.

f. Ownership of Oil and Gas Properties . The Oil and Gas Properties described on Exhibit “E” reflect all of the property rights beneficially owned by the Sellers and held, of record, in the name of CEGX.

g. Liens . Other than liens for which Cardinal will satisfy upon the execution of this Agreement, or with Purchaser’s permission, promptly following the execution of this Agreement, there are no liens, encumbrances, mortgages or other similar outstanding claims affecting or otherwise relating to the Oil and Gas Properties or CEGX’s legal ownership, or the Sellers’ beneficial interests, thereof.

h. Contracts . Neither Cardinal nor CEGX has received notice of its default under the any of the leases which comprise the Oil and Gas Leasehold, the Farmout Agreement or any other contracts related to the Oil and Gas Properties, and neither Cardinal nor CEGX have any knowledge of any third parties being in default under any of such contracts or leases. To the knowledge of Cardinal and CEGX, the contracts and the oil and gas leases which make up the Oil and Gas Leasehold are in full force and effect. CEGX is not in default in any material respect under any of the oil and gas leases comprising the Oil and Gas Leasehold or the Farmout Agreement.

i. Sales Contracts, AMIs and Other Agreements . CEGX is not subject to any hydrocarbon sales contract related to the Oil and Gas Properties which is not terminable upon thirty (30) days’ notice or less that will obligate Purchaser in any respect following its acquisition of the Oil and Gas Properties. No person has any call upon, option to purchase or similar rights with respect to the production of hydrocarbons from the Oil and Gas Properties. Proceeds from the sale of hydrocarbons from the Oil and Gas Properties, if any, are being received in all respects by CEGX in the ordinary course of business and are not being held in suspense for any reason. CEGX is not subject to any prepayment arrangement, take or pay agreement, hedging transaction or other arrangement that will obligate Purchaser to deliver hydrocarbons produced from the Oil and Gas Properties at some future time without then being entitled to full payment therefore. Other than the Farmout Agreement, no portion of the Oil and Gas Properties is subject to (or has related to it) any area of mutual interest agreements or any farm-out or farm-in agreement under which any party thereto is entitled to receive assignments not yet made, or could earn additional assignments after the Effective Date. No portion of the Oil and Gas Properties is subject to (or has related to it) any tax partnership.

j. Preferential Purchase Rights/Consents . Except for any which may be contained in the Farmout Agreement and which have been previously obtained, to their knowledge, there are no other (i) consents and approvals required to be obtained for or (ii) preferential purchase rights exercisable in connection with, the assignment of any of the Oil and Gas Properties to Purchaser.

k. Litigation and Claims . There are no claims, demands, filings, causes of action, administrative proceedings, lawsuits or other litigation pending or, to its knowledge, threatened with respect to BJVP, Cardinal or CEGX or the Oil and Gas Properties that could now or hereafter materially adversely affect the ownership, operation or value of the Oil and Gas Properties in any way whatsoever.

l. Notices . Neither Cardinal nor CEGX has received notice, which has not heretofore been complied with, of any violation of laws, rules, regulations (federal, state and local) issued with respect to BJVP or the Oil and Gas Properties.

m. Environmental . Neither Cardinal nor CEGX has received any written notice claiming that either entity or any portion of the Oil and Gas Properties is or has been in violation of any environmental law, statute, rule, regulation, code, ordinance or order issued by any federal, state, or local governmental entity regulating or imposing liability or standards of conduct concerning protection of the environment or human health and safety or the release or disposal of waste or hazardous materials (collectively “ Environmental Laws ”), and, to their knowledge, the Oil and Gas Properties are not in, and/or with any applicable notice and/or lapse of time, and/or failure to take a certain curative or remedial action, will not be in, either direct or indirect violation of any Environmental Laws.

n. Compliance of Oil and Gas Properties . Except as disclosed on Schedule 9.n., to their knowledge: (i) the Wells have been drilled, completed, operated, developed and produced in compliance with all applicable judgments, orders, laws, rules, licenses, permits and regulations (including without limitation any applicable Environmental Laws) and all necessary certificates, consents, permits, licenses and other governmental authorizations which are necessary for or useful to the ownership, use or operation of the Wells have been obtained and are in force; (ii) the Oil and Gas Properties are in compliance with all applicable laws, regulations, orders, judgments, licenses and permits, including without limitation Environmental Laws; (iii) all necessary governmental permits, licenses, approvals, consents, certificates and other authorizations with regard to the ownership or operation of the Oil and Gas Properties have been obtained and maintained in effect and no violations exist in respect of such permits, licenses, approvals, consents, certificates or authorizations; and (iv) neither Cardinal nor CEGX is aware of any facts, conditions or circumstances in connection with, related to or associated with the Oil and Gas Properties or ownership or operation of any portion thereof that could reasonably be expected to give rise to any material claim or assertion that either Cardinal or CEGX, the Oil and Gas Properties or the ownership or operation thereof are not in compliance with any applicable law, rule, regulation, ordinance, order, decision or decree of any governmental authority or with any material term or conditions of any applicable permit, license, approval, consent, certificate or other authorization.

o. Basic Documents . With respect to the “Basic Documents” (defined below), in all respects: (i) neither Cardinal nor CEGX is in breach or default with respect to any material obligations pursuant to any such Basic Document or any regulations incorporated therein or governing same; (ii) all payments (including, without limitation, royalties, delay rentals, shut-in royalties, and joint interest or other billings under unit or operating agreements) due from either Cardinal or CEGX thereunder have been made as of the execution of this Agreement; and (iii) neither Cardinal nor CEGX nor, to knowledge of either, any other party to any Basic Document has given or threatened to give notice of any action to terminate, cancel, rescind or procure a judicial reformation of any Basic Document or any provision thereof. As used herein the term “Basic Documents” shall mean all of the oil and gas leases comprising the Oil and Gas Leasehold, contracts for the sale and purchase of hydrocarbons from the Oil and Gas Properties, the Farmout Agreement, farmout, dry hole, bottom hole, acreage contribution, purchase and acquisition agreements, area of mutual interest agreements, salt water disposal agreements, servicing contracts, easement and/or right-of-way agreements, unitization or pooling agreements and all other material executory contracts and agreements relating to the Oil and Gas Properties.

p. Physical Defects . Other than the disclosure by Cardinal and CEGX to Purchaser hereby and heretofore that most of the tangible personal property fixtures associated with the Oil and Gas Properties are in poor or non-working condition, there are, to their knowledge, no other material defects with respect to the personal property to be conveyed to Purchaser pursuant to the terms of this Agreement which would prevent the continued operation of the Oil and Gas Properties in accordance with applicable law or prior practice.

q. Royalties and Expenses . Either Cardinal or CEGX has paid all expenses and royalties attributable to the Oil and Gas Properties as such royalties and expenses become due, except to the extent disputed in good faith in a timely manner.

r. Taxes . To their knowledge, all property taxes and/or other taxes based on or measured by the ownership of the Oil and Gas Properties, the production or removal of hydrocarbons and the receipt of proceeds which are due and relating to the Oil and Gas Properties have been properly paid.

s. Plugging and Abandonment Obligations . Except as disclosed on Schedule 9.s. hereto, the Oil and Gas Properties do not include wells that are required to be plugged and abandoned at the present time under applicable governmental laws, rules and regulations or the terms of any leases comprising the Oil and Gas Leasehold or agreement to which either BJVP, Cardinal or CEGX is a party.

12. Representations of Purchaser . Purchaser represents and warrants to each Seller and Cardinal that:

a. Investigation . Purchaser has made a thorough investigation of BJVP, CEGX and their respective assets, and their respective management, and has had the opportunity to ask questions of and receive answers from management of BJVP, CEGX and Cardinal;

b. Access to Records . Purchaser has had complete access to BJVP’s, or CEGX’s, as applicable, books, records and contracts as they relate in any pertinent way to the Oil and Gas Properties and the Participation Interests, and has had the opportunity to make such inquiries of the officers and/or management of BJVP and/or CEGX to the extent it deems necessary and such inquiries have been completed to Purchaser’s satisfaction;

c. Securities Representations . Out of an abundance of caution and without believing same to be securities under the Securities Laws, in the event that any party, including any governing authority, would seek to characterize the Participation Interests as securities under the Securities Laws, Purchaser would therefore characterize its acquisition of the Participation Interests as being for its own account, for investment purposes only, and without a view to the resale or redistribution thereof; Purchaser has adequate means of providing for Purchaser’s current needs and possible financial contingencies and has no need for liquidity of the Participation Interests; Purchaser understands that the Participation Interests were issued (and are being transferred to Purchaser) without registration under the Securities Act or any other Securities Laws, that the Purchaser has no right to require registration of the Participation Interests under any Securities Laws, that it is unlikely that the Participation Interests will be eligible for resale under Rule 144 of the Securities Act, that the transfer of the Participation Interests are substantially restricted by the Securities Laws and by the absence of a trading market therefor, that no trading market for Participation Interests exist and none is expected to develop, and that any sale or other disposition of the Participation Interests may result in unfavorable tax consequences. Purchaser acknowledges that the restrictions on the transferability of the Participation Interests are substantial and may require Purchaser to hold the Participation Interests indefinitely.

13. Survival . All representations and warranties made under this Agreement shall survive the execution hereof and shall continue in full force and effect.

14. Covenants . Until the end of the Escrow Period, CEGX shall operate the Oil and Gas Properties consistent with its prior practice, as such Oil and Properties had been operated prior to the Effective Date. Neither CEGX nor any the Sellers shall do any of the following with regard to the Participation Interests or the Oil and Gas Properties without Purchaser’s consent:

a. Release all or any portion of the Leases.

b. Create any lien, security interest or other encumbrance on the Participation Interests or the Oil and Gas Properties.

c. Dispose of any of the Participation Interests or Oil and Gas Property or any part thereof.

15. Indemnification .

a. Purchaser shall and hereby does indemnify and hold each Seller harmless from and against any and all claims, actions, liabilities, losses, costs (including attorneys’ fees and costs associated with litigation or other disputes) and damages arising out of or in connection with the Oil and Gas Properties whether arising prior to or after the date hereof, including, but not limited to, suits in tort or contract, at law or in equity, and any claims arising from the failure of Purchaser to comply with each and every term and provision of this Agreement or from the breach of its representations and warranties herein. The terms of this Section shall survive this Agreement. Purchaser’s maximum liability arising from this Agreement and the transactions contemplated hereby shall not exceed the Cash Purchase Price.

b. Sellers and CEGX shall and hereby do indemnify and hold Purchaser harmless from and against any and all claims, actions, liabilities, losses, costs (including attorneys’ fees and costs associated with litigation or other disputes) and damages arising out of or in connection with the failure of Sellers or CEGX to comply with each and every term and provision of this Agreement or from the breach of their respective representations and warranties herein. The terms of this Section shall survive this Agreement. Cardinal and CEGX shall and do hereby indemnify and hold Purchaser harmless from and against any and all claims, actions, liabilities, losses, costs (including attorneys’ fees and costs associated with litigation or other disputes) and damages arising under any Securities Laws related to or in connection with the original sale by Cardinal or CEGX (or anyone on their behalf) of the Participation Interests in the Oil and Gas Properties.

16. §1031 Exchange Transaction . Purchaser acknowledges that Sellers, BJVP and CEGX desire to, to the extent available in connection with the transactions hereunder, be availed of the lawful utilization of Section 1031 of the Code in their divestiture of the Participation Interests hereunder. Solely for the purpose of making one, more or all said Participation Interest divestitures hereunder amenable to treatment as tax deferred exchanges, and conditioned upon CEGX’s, or one or more of the said Sellers’ providing written notice to Purchaser of so many of their elections to be availed of tax deferred exchange treatment under Section 1031 of the Code, said Sellers’ Participation Interests to be conveyed to Purchaser under this Agreement shall be assigned, without the need for Purchaser’s consent, to an intermediary, escrow agent, trustee, or other exchange accommodation party, preliminarily identified for purposes hereof as Petroleum Strategies, Inc., of Midland, Texas, whose wire instructions for purposes of Purchaser’s delivery of the aggregate Cash Purchase Price for the Participation Interests is attached hereto as Exhibit “G” ; provided, however , that such assignment shall not relieve Sellers of their obligations to Purchaser hereunder, including, the duty of the ultimate delivery of their respective Participation Interests to Purchaser. CEGX’s, or one or more Sellers’ notices to elect to treat the divestiture of their Participation Interests hereunder as Section 1031 tax deferred exchanges shall be delivered to Purchaser as of the execution of this Agreement. Purchaser agrees to cooperate with Sellers in effecting such exchanges, including, by way of example, yet not limitation, the execution of escrow instructions and other instruments, provided that: (i) the acquisition and exchange of any exchange property shall not impose upon Purchaser any additional financial obligation other than as set out in this Agreement; (ii) Purchaser shall have no obligation to become a holder of record title to any exchange property; (iii) Sellers, severally according to their respective ownership of Participation Interests and not jointly, shall indemnify and hold Purchaser harmless from any and all liabilities which Purchaser incurs or to which Purchaser may be exposed as a result of Purchaser’s participation in the contemplated exchange, including reasonable attorneys’ fees and costs of defense; (iv) the transactions contemplated by this Agreement shall not be unreasonably delayed or affected by reason of such exchanges, nor shall the consummation or accomplishment of such exchanges be a condition precedent or condition subsequent to one or more of the Sellers’ obligations under this Agreement; (v) Purchaser shall not, by this Agreement or acquiescence to such exchanges, have its rights under this Agreement affected or diminished in any manner; and (vi) Purchaser shall not, by this Agreement or acquiescence to such exchanges, be responsible for compliance with or deemed to have warranted to Sellers that such exchanges, in fact, comply with Section 1031 of the Code or any state or local law. If any exchange contemplated by Sellers should fail to occur, for whatever reason, the sale of the Participation Interests shall nonetheless be consummated as provided herein.

17. Non-Competition/Non-Solicitation/Confidentiality .

(a) During the period in which any of Cardinal, CEGX or any of their affiliates performs services for the Purchaser under the Contract Operating Agreement, and for a period of concurrent with the term of the Contract Operating Agreement (unless a longer term is stated below), Purchaser as to Cardinal, CEGX and their affiliates, and, each of Cardinal and CEGX as to Purchaser and its affiliates, agrees that neither shall, directly or indirectly, except in connection with their respective duties hereunder or otherwise, as to each said party’s opposite party hereunder or under the Contract Operating Agreement, for the sole account and benefit of said applicable party hereunder or thereunder, whether as a partner, member, shareholder, guarantor, consultant, independent contractor, or in any other capacity as principal or agent, or through any person, subsidiary, affiliate, or employee acting as nominee or agent, except with the consent of said party’s opposite under this Agreement or the Contract Operating Agreement:

(i) Conduct or engage in, or be interested in or associated with, any person or entity anywhere within Shackelford County, Texas (plus any such additional geographical markets to which either have expanded during the term of the Contract Operating Agreement) other than the business which each is engaged in as of the date of this Agreement and the Contract Operating Agreement;

(ii) For a period of twenty-four (24) months following termination of the Contract Operating Agreement, solicit, attempt to solicit, or accept business from, or cause to be solicited or have business accepted from, any then-current customers or investors of any such party’s opposite hereunder, any persons or entities who were customers or investors of either party’s opposite hereunder within 180 days preceding the termination of the Contract Operating Agreement, or any prospective customers or investors of any of the parties hereto for whom bids were being prepared or had been submitted as of the termination of the Contract Operating Agreement as to which any party had become aware of its opposite party’s undertaking; or

(iii) Induce, or attempt to induce, hire or attempt to hire, or cause to be induced or hired, any employee of any party hereunder or under the Contract Operating Agreement, or persons who were employees of any of the parties hereto or the Contract Operating Agreement within the 180 days preceding the termination of the Contract Operating Agreement, to leave or terminate his or her employment with any of the principals parties hereto or to the Contract Operating Agreement, or hire or engage as an independent contractor any such employee of the any such party.

(b) All of the parties hereto acknowledge that in connection with the prospective engagement of Cardinal, CEGX or one or more of their respective affiliates by Purchaser under the Contract Operating Agreement, each may create, acquire or add to the other’s confidential information which includes, but is not limited to, memoranda and other materials or records of a proprietary nature; technical information regarding the operations of such party’s opposite parties hereunder; and records and policy matters relating to finance, personnel, market research, strategic planning, current and potential customers, lease arrangements, service contracts, management, and operations. Therefore, to protect the each party’s confidential information, each party agrees that it will not in any way use any of said opposite party’s confidential information except in connection with the performance of the Contract Operating Agreement, and except in connection with the performance of the Contract Operating Agreement, no party will copy, reproduce, or maintain possession of the original or any copies of any of the opposite party’s confidential information and will not directly or indirectly divulge any of said confidential information to anyone without the prior written consent of the applicable party hereto or to the Contract Operating Agreement.

(c) The provisions and covenants of this Section 11, Non-Competition/Non-Solicitation/Confidentiality, shall survive the closing of this Agreement and the termination of the Contract Operating Agreement for the duration of the time specified in subpart (a) of this Section 11 above.

18. Miscellaneous .

a. Entire Agreement . This Agreement sets forth all the promises, covenants, agreements, conditions and understandings between the parties hereto and supersedes all prior and contemporaneous agreements, understandings, inducements or conditions, expressed or implied, oral or written, except as herein contained.

b. Amendment . The parties hereby irrevocably agree that no attempted amendment, modification, termination, discharge or change (collectively, “ Amendment ”) of this Agreement shall be valid and effective, unless the parties shall unanimously agree in writing to such Amendment.

c. Successors and Assigns . This Agreement and any amendments hereto shall be binding upon and, to the extent expressly permitted by the provisions hereof, shall inure to the benefit of the parties, their respective heirs, legal representatives, successors and assigns.

d. Counterparts . This Agreement and any amendments may be executed in one or more counterparts, each of which shall be deemed an original and all of which together will constitute one and the same instrument.

e. Governing Law . This Agreement shall be construed in accordance with the laws of the State of New York, and any proceeding arising between the parties in any manner pertaining or related to this Agreement shall, to the extent permitted by law, be held in New York County, New York.

f. Further Assurances . The parties hereto will execute and deliver such further instruments and do such further acts and things as may be reasonably required to carry out the intent and purposes of this Agreement.

g. Litigation . If either party hereto is required to engage in litigation against the other party hereto, either as plaintiff or as defendant, in order to enforce or defend any rights under this Agreement, and such litigation results in a final judgment in favor of such party (“ Prevailing Party ”), then the party against whom said final judgment is obtained shall reimburse the Prevailing Party for all direct, indirect or incidental expenses incurred, including, but not limited to, all attorneys’ fees (including paralegal fees), court costs and other expenses incurred throughout all negotiations, trials or appeals undertaken in order to enforce the Prevailing Party’s rights hereunder.

h. Conflict Waiver . The parties hereby acknowledge and agree that: (i) the law firm of Legal & Compliance, LLC (“ Firm ”) has represented BJVP, Cardinal and CEGX in the preparation of this Agreement and may hereafter represent the Cardinal and CEGX in other matters; (ii) the Firm has also represented BJVP, Cardinal and CEGX in other unrelated matters in the past and may do so in the future; and (iii) Purchaser has been advised by the Firm to consult with independent legal counsel before entering into this Agreement.

i. No Broker . Except as Purchaser may have independently undertaken with such a party, as to which Purchaser hereby indemnifies Sellers, BJVP, Cardinal and CEGX of any liability in connection with, neither Purchaser, on the one hand, nor Sellers, BJVP, Cardinal and CEGX, on the other, have entered into any agreement, arrangement or understanding with any person or entity which will result in the obligation to pay any finder’s fee, brokerage commission or similar payment in connection with the transactions contemplated hereby.

j. Construction . Every covenant, term and provision of this Agreement shall be construed simply according to its fair meaning and not strictly for or against any party hereto. This Agreement shall not be construed against either party by virtue of a party being deemed the Agreement’s drafter.

[REMAINDER OF PAGE INTENTIONALLY LEFT BLANK]

IN WITNESS WHEREOF, the Purchaser and Seller have hereunto executed this Agreement as of the date and year first above-written.

JOINDER OF CARDINAL ENERGY GROUP, INC.

The undersigned Timothy W. Crawford, the CEO of CARDINAL ENERGY GOURP, INC., hereby agrees to cause to be bound by and to perform its duties under this JOINT VENTURE PURCHASE AND CAPITAL CONTRIBUTION AGREEMENT.

JOINDER OF BJVP:

The undersigned CEGX of Texas, LLC, the managing authority of BRADFORD JOINT VENTURE PARTNERSHIP (“ BJVP ”), hereby agrees to cause to be bound by and to perform its duties under this JOINT VENTURE PURCHASE AND CAPITAL CONTRIBUTION AGREEMENT.

EXHIBIT A

COUNTERPART SIGNATURE PAGE OF SELLER

The undersigned, Scottie and Amy Alley (“ Seller ”), a beneficial interest holder in a working interest in the Oil and Gas Properties (“ Participation Interest ”) managed by BRADFORD JOINT VENTURE PARTNERSHIP (the “ BJVP ”), and whose intention is to sell his, her or its Participation Interest, hereby joins into this the PARTICIPATION INTEREST PURCHASE AND CAPITAL CONTRIBUTION AGREEMENT among KEYSTONE ENERGY, LLC, CEGX of Texas LLC and the other sellers of Participation Interests (“ Sellers ”), and hereby agrees to be bound by the terms hereof.

Number of Participation Interests Held: One (1)

Aggregate Sales Price for Participation Interests Held: $25,000.00

Address: 42721 Center Street

Chantilly, VA 20152

Date: May 22, 2015

EXHIBIT A

COUNTERPART SIGNATURE PAGE OF SELLER

The undersigned, Kurt J. Caramanidis (“ Seller ”), a beneficial interest holder in a working interest in the Oil and Gas Properties (“ Participation Interest ”) managed by BRADFORD JOINT VENTURE PARTNERSHIP (the “ BJVP ”), and whose intention is to sell his, her or its Participation Interest, hereby joins into this the PARTICIPATION INTEREST PURCHASE AND CAPITAL CONTRIBUTION AGREEMENT among KEYSTONE ENERGY, LLC, CEGX of Texas LLC and the other sellers of Participation Interests (“ Sellers ”), and hereby agrees to be bound by the terms hereof.

Number of Participation Interests Held: One (1)

Aggregate Sales Price for Participation Interests Held: $25,000.00

Address: 242 Donovan Circle

Rosendale, WI 54974

Date: May 22, 2015

EXHIBIT A

COUNTERPART SIGNATURE PAGE OF SELLER

The undersigned, Dow Bowman Oil Company (“ Seller ”), a beneficial interest holder in a working interest in the Oil and Gas Properties (“ Participation Interest ”) managed by BRADFORD JOINT VENTURE PARTNERSHIP (the “ BJVP ”), and whose intention is to sell his, her or its Participation Interest, hereby joins into this the PARTICIPATION INTEREST PURCHASE AND CAPITAL CONTRIBUTION AGREEMENT among KEYSTONE ENERGY, LLC, CEGX of Texas LLC and the other sellers of Participation Interests (“ Sellers ”), and hereby agrees to be bound by the terms hereof.

Identity/Name: Dow Bowman Oil Company

Number of Participation Interests Held: One (1)

Aggregate Sales Price for Participation Interests Held: $25,000.00

Address: P.O. Box 3428

San Angelo, TX 76902

Date: May 22, 2015

EXHIBIT A

COUNTERPART SIGNATURE PAGE OF SELLER

The undersigned, Bradley Foster (“ Seller ”), a beneficial interest holder in a working interest in the Oil and Gas Properties (“ Participation Interest ”) managed by BRADFORD JOINT VENTURE PARTNERSHIP (the “ BJVP ”), and whose intention is to sell his, her or its Participation Interest, hereby joins into this the PARTICIPATION INTEREST PURCHASE AND CAPITAL CONTRIBUTION AGREEMENT among KEYSTONE ENERGY, LLC, CEGX of Texas LLC and the other sellers of Participation Interests (“ Sellers ”), and hereby agrees to be bound by the terms hereof.

Number of Participation Interests Held: One (1)

Aggregate Sales Price for Participation Interests Held: $25,000.00

Address: 3800 Redmont Trace

Edmond, OK 73034

Date: May 22, 2015 [NOTARY STAMP]

EXHIBIT A

COUNTERPART SIGNATURE PAGE OF SELLER

The undersigned, Branden Foust (“ Seller ”), a beneficial interest holder in a working interest in the Oil and Gas Properties (“ Participation Interest ”) managed by BRADFORD JOINT VENTURE PARTNERSHIP (the “ BJVP ”), and whose intention is to sell his, her or its Participation Interest, hereby joins into this the PARTICIPATION INTEREST PURCHASE AND CAPITAL CONTRIBUTION AGREEMENT among KEYSTONE ENERGY, LLC, CEGX of Texas LLC and the other sellers of Participation Interests (“ Sellers ”), and hereby agrees to be bound by the terms hereof.

Number of Participation Interests Held: One (1)

Aggregate Sales Price for Participation Interests Held: $25,000.00

Address: 151 Mill Street, Suite 313

Gahanna, OH 43230

Date: May 22, 2015

EXHIBIT A

COUNTERPART SIGNATURE PAGE OF SELLER

The undersigned, David A. Friscia (“ Seller ”), a beneficial interest holder in a working interest in the Oil and Gas Properties (“ Participation Interest ”) managed by BRADFORD JOINT VENTURE PARTNERSHIP (the “ BJVP ”), and whose intention is to sell his, her or its Participation Interest, hereby joins into this the PARTICIPATION INTEREST PURCHASE AND CAPITAL CONTRIBUTION AGREEMENT among KEYSTONE ENERGY, LLC, CEGX of Texas LLC and the other sellers of Participation Interests (“ Sellers ”), and hereby agrees to be bound by the terms hereof.

Number of Participation Interests Held: Two (2)

Aggregate Sales Price for Participation Interests Held: $50,000.00

Address: 72300 Tanglewood Lane

Rancho Mirage, CA 92270

Date: May 22, 2015

EXHIBIT A

COUNTERPART SIGNATURE PAGE OF SELLER

The undersigned, Mark Fritz (“ Seller ”), a beneficial interest holder in a working interest in the Oil and Gas Properties (“ Participation Interest ”) managed by BRADFORD JOINT VENTURE PARTNERSHIP (the “ BJVP ”), and whose intention is to sell his, her or its Participation Interest, hereby joins into this the PARTICIPATION INTEREST PURCHASE AND CAPITAL CONTRIBUTION AGREEMENT among KEYSTONE ENERGY, LLC, CEGX of Texas LLC and the other sellers of Participation Interests (“ Sellers ”), and hereby agrees to be bound by the terms hereof.

Number of Participation Interests Held: Eight (8)

Aggregate Sales Price for Participation Interests Held: $200,000.00

Address: 1501 Gulf Blvd., #808

Clearwater, FL 33767

Date: May 22, 2015

EXHIBIT A

COUNTERPART SIGNATURE PAGE OF SELLER

The undersigned, Timothy R. Gatens (“ Seller ”), a beneficial interest holder in a working interest in the Oil and Gas Properties (“ Participation Interest ”) managed by BRADFORD JOINT VENTURE PARTNERSHIP (the “ BJVP ”), and whose intention is to sell his, her or its Participation Interest, hereby joins into this the PARTICIPATION INTEREST PURCHASE AND CAPITAL CONTRIBUTION AGREEMENT among KEYSTONE ENERGY, LLC, CEGX of Texas LLC and the other sellers of Participation Interests (“ Sellers ”), and hereby agrees to be bound by the terms hereof.

Number of Participation Interests Held: Four (4)

Aggregate Sales Price for Participation Interests Held: $100,000.00

Address: 267 Bryn Du Drive

Granville, OH 4323

Date: May 22, 2015

EXHIBIT A

COUNTERPART SIGNATURE PAGE OF SELLER

The undersigned, Dustin Hendrix (“ Seller ”), a beneficial interest holder in a working interest in the Oil and Gas Properties (“ Participation Interest ”) managed by BRADFORD JOINT VENTURE PARTNERSHIP (the “ BJVP ”), and whose intention is to sell his, her or its Participation Interest, hereby joins into this the PARTICIPATION INTEREST PURCHASE AND CAPITAL CONTRIBUTION AGREEMENT among KEYSTONE ENERGY, LLC, CEGX of Texas LLC and the other sellers of Participation Interests (“ Sellers ”), and hereby agrees to be bound by the terms hereof.

Number of Participation Interests Held: One (1)

Aggregate Sales Price for Participation Interests Held: $25,000.00

Address: 2206 Bassett Street

Alexandria, VA 22308

Date: May 22, 2015

EXHIBIT A

COUNTERPART SIGNATURE PAGE OF SELLER

The undersigned, Carol Hill (“ Seller ”), a beneficial interest holder in a working interest in the Oil and Gas Properties (“ Participation Interest ”) managed by BRADFORD JOINT VENTURE PARTNERSHIP (the “ BJVP ”), and whose intention is to sell his, her or its Participation Interest, hereby joins into this the PARTICIPATION INTEREST PURCHASE AND CAPITAL CONTRIBUTION AGREEMENT among KEYSTONE ENERGY, LLC, CEGX of Texas LLC and the other sellers of Participation Interests (“ Sellers ”), and hereby agrees to be bound by the terms hereof.

Number of Participation Interests Held: Two (2)

Aggregate Sales Price for Participation Interests Held: $50,000.00

Address: 16772 US Highway 50

Chillicothe, OH 45601

Date: May 22, 2015

EXHIBIT A

COUNTERPART SIGNATURE PAGE OF SELLER

The undersigned, Janet L. Holsinger (“ Seller ”), a beneficial interest holder in a working interest in the Oil and Gas Properties (“ Participation Interest ”) managed by BRADFORD JOINT VENTURE PARTNERSHIP (the “ BJVP ”), and whose intention is to sell his, her or its Participation Interest, hereby joins into this the PARTICIPATION INTEREST PURCHASE AND CAPITAL CONTRIBUTION AGREEMENT among KEYSTONE ENERGY, LLC, CEGX of Texas LLC and the other sellers of Participation Interests (“ Sellers ”), and hereby agrees to be bound by the terms hereof.

Number of Participation Interests Held: One (1)

Aggregate Sales Price for Participation Interests Held: $25,000.00

Address: 2012 Prussia Road

Waverly, OH 45690

Date: May 22, 2015

EXHIBIT A

COUNTERPART SIGNATURE PAGE OF SELLER

The undersigned, MIG, LLC (“ Seller ”), a beneficial interest holder in a working interest in the Oil and Gas Properties (“ Participation Interest ”) managed by BRADFORD JOINT VENTURE PARTNERSHIP (the “ BJVP ”), and whose intention is to sell his, her or its Participation Interest, hereby joins into this the PARTICIPATION INTEREST PURCHASE AND CAPITAL CONTRIBUTION AGREEMENT among KEYSTONE ENERGY, LLC, CEGX of Texas LLC and the other sellers of Participation Interests (“ Sellers ”), and hereby agrees to be bound by the terms hereof.

Identity/Name: MIG, LLC

Number of Participation Interests Held: Two (2)

Aggregate Sales Price for Participation Interests Held: $50,000.00

Address: 2430 Vanderbilt Beach Road, Suite 108-333

Naples, FL 34109

Date: May 22, 2015

EXHIBIT A

COUNTERPART SIGNATURE PAGE OF SELLER

The undersigned, The Opportunity Fund, LLC (“ Seller ”), a beneficial interest holder in a working interest in the Oil and Gas Properties (“ Participation Interest ”) managed by BRADFORD JOINT VENTURE PARTNERSHIP (the “ BJVP ”), and whose intention is to sell his, her or its Participation Interest, hereby joins into this the PARTICIPATION INTEREST PURCHASE AND CAPITAL CONTRIBUTION AGREEMENT among KEYSTONE ENERGY, LLC, CEGX of Texas LLC and the other sellers of Participation Interests (“ Sellers ”), and hereby agrees to be bound by the terms hereof.

Identity/Name: The Opportunity Fund, LLC

Number of Participation Interests Held: Two (2)

Aggregate Sales Price for Participation Interests Held: $50,000.00

Address: 2665 Fairfax Drive

Upper Arlington, OH 43220

Date: May 22, 2015

EXHIBIT A

COUNTERPART SIGNATURE PAGE OF SELLER

The undersigned, John P. Robinson (“ Seller ”), a beneficial interest holder in a working interest in the Oil and Gas Properties (“ Participation Interest ”) managed by BRADFORD JOINT VENTURE PARTNERSHIP (the “ BJVP ”), and whose intention is to sell his, her or its Participation Interest, hereby joins into this the PARTICIPATION INTEREST PURCHASE AND CAPITAL CONTRIBUTION AGREEMENT among KEYSTONE ENERGY, LLC, CEGX of Texas LLC and the other sellers of Participation Interests (“ Sellers ”), and hereby agrees to be bound by the terms hereof.

Number of Participation Interests Held: Twelve (12)

Aggregate Sales Price for Participation Interests Held: $300,000.00

Address: 1 Emerald Lake Court

Palm Court, FL 32137

Date: May 22, 2015

EXHIBIT A

COUNTERPART SIGNATURE PAGE OF SELLER

The undersigned, Total Energy Partners 2015 Fund (“ Seller ”), a beneficial interest holder in a working interest in the Oil and Gas Properties (“ Participation Interest ”) managed by BRADFORD JOINT VENTURE PARTNERSHIP (the “ BJVP ”), and whose intention is to sell his, her or its Participation Interest, hereby joins into this the PARTICIPATION INTEREST PURCHASE AND CAPITAL CONTRIBUTION AGREEMENT among KEYSTONE ENERGY, LLC, CEGX of Texas LLC and the other sellers of Participation Interests (“ Sellers ”), and hereby agrees to be bound by the terms hereof.

PARTICIPATION INTEREST HOLDER:  

Identity/Name: Total Energy Partners 2015 Fund

Number of Participation Interests Held: Ten (10)

Aggregate Sales Price for Participation Interests Held: $250,000.00

Address: 4870 S. Lewis Avenue, Suite 250

Tulsa, OK 74105

Date: May 22, 2015

EXHIBIT A

COUNTERPART SIGNATURE PAGE OF SELLER

The undersigned, David S. Wiggins (“ Seller ”), a beneficial interest holder in a working interest in the Oil and Gas Properties (“ Participation Interest ”) managed by BRADFORD JOINT VENTURE PARTNERSHIP (the “ BJVP ”), and whose intention is to sell his, her or its Participation Interest, hereby joins into this the PARTICIPATION INTEREST PURCHASE AND CAPITAL CONTRIBUTION AGREEMENT among KEYSTONE ENERGY, LLC, CEGX of Texas LLC and the other sellers of Participation Interests (“ Sellers ”), and hereby agrees to be bound by the terms hereof.

PARTICIPATION INTEREST HOLDER:

Identity/Name: David S. Wiggins

Number of Participation Interests Held: Four (4)

Aggregate Sales Price for Participation Interests Held: $100,000.00

Address: 2419 Kirkwood Highway

Wilmington, DE 19805

[NOTARY SEAL]

EXHIBIT B

BRADFORD JOINT VENTURE PARTICIPATION AGREEMENT

ADDENDUM ONE

The following paragraph is hereby deleted from the Bradford Joint Venture Participation Agreement.

6. CEGX will send a copy of the owner distribution statement to Participants and will separately calculate Participants Proportionate Share of net revenue interest (74% of the gross revenue) and will deduct Participants’ Proportionate Share of the Lease Operating Expense (LOE) and remit the balance to Participants on a quarterly basis.

The following paragraph is hereby added to the Bradford Venture Participation Agreement.

6. CEGX will send a copy of the owner distribution statement to Participants and will separately calculate Participants Proportionate Share of net revenue interest (75% of the gross revenue) and will deduct Participants’ Proportionate Share of the Lease Operating Expense (LOE) and remit the balance to Participants on a monthly basis.

WITNESS the due execution hereof the day and year first written above.

BRADFORD JOINT VENTURE PARTICIPATION AGREEMENT

THIS AGREEMENT made, executed, and concluded this __7th_____ day of _September_______, 2014 with CEGX OF TEXAS, LLC (CEGX) a Texas Limited Liability Company whose address is 524 Highway 180 East, Albany, Texas 76430 and Scottie D. & Amy L. Alley whose address is 42721 Center Street, Chantilly, VA 20152 hereinafter called “Participant”. The Joint Venture is formed for the purpose of remediating existing oil wells to recover stranded petroleum reserves as described in Exhibit A and new well development and completion on the Bradford “A” and Bradford “B” Leases (Bradford). CEGX shall serve as the Managing Joint Venture Partner, Agent for the Joint Venture Partners, and Operator for the oil properties acquired on behalf of the Joint Venture Partners (Participants).

WHEREAS, CEGX has acquired the Bradford with six (6) existing oil wells and one (1) injection well located in Shackelford County, Texas for the remediation of such wells and drilling and completion of an additional 14 new wells. The Project is known as “Bradford Joint Venture Partnership” (hereinafter called the “Project”) and includes a total of 21 wells for the purpose of remediation and drilling and completion.

WHEREAS, Participants will purchase a participation interest (“Participation Interest”) in this Joint Venture and the Project and related leasehold estate which will be held by CEGX for the remediation, drilling, completion, and production of oil.

NOW, THEREFORE, in consideration of the sum of One Dollar ($1.00) in hand paid, and the covenants, stipulations, and agreements herein contained, the parties hereto have agreed as follows:

WITNESS the due execution hereof the day and year first written above.

Exhibit A - Geological Summary - Bradford Prospect

The Bradford Prospect is located in Southeast Shackelford County, Texas approximately 2 miles east of Albany, Texas. This lease acreage is located in the north half of Section 4 of the Blind Asylum Lands Survey of Shackelford County. The Bradford Lease is bordered on the North by County Road 119. The exposed surface terrain on this lease is mainly composed of mesquite and pasture Iand.

The Bradford prospect contains three shallow sandstone formations that are all proven oil producers in this area with the potential for sizeable development. The Frye Sand, Tannehill Sand, and Hope Sand are the three oil bearing sandstone targets with multiple drilling locations that will further develop these reservoirs. The Tannehill Sand formation is the current producer on the Bradford acreage, and the Hope Sand formation is productive on the lease directly to the north of the Bradford. The Bradford “A” Well No. 4, drilled in December 2011 encountered a very good oil show in the Hope and Frye Sand formations in the northern portion of this lease acreage. This well was perforated in the Hope Sand and is capable of producing oil, along with a moderate volume of water. This well will be utilized as a water supply well for the pressure maintenance and future water flooding of the Tannehill Sand. The Hope Sand formation remains a viable target zone on the Bradford Lease, with sufficient acreage to develop multiple Hope Sand wells.

The Bradford Lease past drilling activity has resulted in several successful Tannehill Sand producers. These Tannehill Sand wells have a combined, cumulative production of 38,303 barrels of oil from lease tracts. Five Tannehill Sand producing wells were abandoned back in 1998 due to low oil prices.

Subsurface information gathered from old cable tool drilled wells on this lease indicates good oil shows were encountered in the Tannehill and Frye Sand Formations, however they were plugged and abandoned after drilling due to declining oil prices. These historic cable tool drilled wells are located within the productive portions of these reservoirs and remain future re-entry candidates. The Bradford Lease contains a sizeable amount of acreage where both the Tannehill and Frye Sands may be further developed with multiple drill sites.

The historic well information and subsurface data from those existing wells has resulted in the drilling of six (6) Tannehill Sand wells over the last couple of years on the Bradford Lease. This east to west trending Tannehill Sand reservoir has yet to be fully defined and much more drilling is needed to determine its full lateral extent. Additionally, on the east side of this Tannehill oil field, two of these wells had an excellent oil show in the Frye Sand. These oil shows now validate the historic information obtained from the old drilling logs that reported good oil shows in the shallower Frye Sand. As mentioned above, this additional oil reservoir has several potential drill sites.

In summary, the proposed wells will further develop all three reservoirs to their extents and most productive areas. All future development will evaluate these producing formations in this multi-pay producing area.

BRADFORD JOINT VENTURE PARTICIPATION AGREEMENT

THIS AGREEMENT made, executed, and concluded this __31_____ day of _December_______, 2014 with CEGX OF TEXAS, LLC (CEGX) a Texas Limited Liability Company whose address is 524 Highway 180 East, Albany, Texas 76430 and Cardinal Energy Group, Inc whose address is 6037 Frantz Road, Suite #103, Dublin, OH 43017 hereinafter called “Participant”. The Joint Venture is formed for the purpose of remediating existing oil wells to recover stranded petroleum reserves as described in Exhibit A and new well development and completion on the Bradford “A” and Bradford “B” Leases (Bradford). CEGX shall serve as the Managing Joint Venture Partner, Agent for the Joint Venture Partners, and Operator for the oil properties acquired on behalf of the Joint Venture Partners (Participants).

WHEREAS, CEGX has acquired the Bradford with six (6) existing oil wells and one (1) injection well located in Shackelford County, Texas for the remediation of such wells and drilling and completion of an additional 14 new wells. The Project is known as “Bradford Joint Venture Partnership” (hereinafter called the “Project”) and includes a total of 21 wells for the purpose of remediation and drilling and completion.

WHEREAS, Participants will purchase a participation interest (“Participation Interest”) in this Joint Venture and the Project and related leasehold estate which will be held by CEGX for the remediation, drilling, completion, and production of oil.

NOW, THEREFORE, in consideration of the sum of One Dollar ($1.00) in hand paid, and the covenants, stipulations, and agreements herein contained, the parties hereto have agreed as follows:

WITNESS the due execution hereof the day and year first written above.

Exhibit A - Geological Summary - Bradford Prospect

The Bradford Prospect is located in Southeast Shackelford County, Texas approximately 2 miles east of Albany, Texas. This lease acreage is located in the north half of Section 4 of the Blind Asylum Lands Survey of Shackelford County. The Bradford Lease is bordered on the North by County Road 119. The exposed surface terrain on this lease is mainly composed of mesquite and pasture Iand.

The Bradford prospect contains three shallow sandstone formations that are all proven oil producers in this area with the potential for sizeable development. The Frye Sand, Tannehill Sand, and Hope Sand are the three oil bearing sandstone targets with multiple drilling locations that will further develop these reservoirs. The Tannehill Sand formation is the current producer on the Bradford acreage, and the Hope Sand formation is productive on the lease directly to the north of the Bradford. The Bradford “A” Well No. 4, drilled in December 2011 encountered a very good oil show in the Hope and Frye Sand formations in the northern portion of this lease acreage. This well was perforated in the Hope Sand and is capable of producing oil, along with a moderate volume of water. This well will be utilized as a water supply well for the pressure maintenance and future water flooding of the Tannehill Sand. The Hope Sand formation remains a viable target zone on the Bradford Lease, with sufficient acreage to develop multiple Hope Sand wells.

The Bradford Lease past drilling activity has resulted in several successful Tannehill Sand producers. These Tannehill Sand wells have a combined, cumulative production of 38,303 barrels of oil from lease tracts. Five Tannehill Sand producing wells were abandoned back in 1998 due to low oil prices.

Subsurface information gathered from old cable tool drilled wells on this lease indicates good oil shows were encountered in the Tannehill and Frye Sand Formations, however they were plugged and abandoned after drilling due to declining oil prices. These historic cable tool drilled wells are located within the productive portions of these reservoirs and remain future re-entry candidates. The Bradford Lease contains a sizeable amount of acreage where both the Tannehill and Frye Sands may be further developed with multiple drill sites.

The historic well information and subsurface data from those existing wells has resulted in the drilling of six (6) Tannehill Sand wells over the last couple of years on the Bradford Lease. This east to west trending Tannehill Sand reservoir has yet to be fully defined and much more drilling is needed to determine its full lateral extent. Additionally, on the east side of this Tannehill oil field, two of these wells had an excellent oil show in the Frye Sand. These oil shows now validate the historic information obtained from the old drilling logs that reported good oil shows in the shallower Frye Sand. As mentioned above, this additional oil reservoir has several potential drill sites.

In summary, the proposed wells will further develop all three reservoirs to their extents and most productive areas. All future development will evaluate these producing formations in this multi-pay producing area.

BRADFORD JOINT VENTURE PARTICIPATION AGREEMENT

THIS AGREEMENT made, executed, and concluded this __2nd_____ day of _February _______, 2015 with CEGX OF TEXAS, LLC (CEGX) a Texas Limited Liability Company whose address is 524 Highway 180 East, Albany, Texas 76430 and Dow Bowman Oil Co., Inc. whose address is PO Box 3428 San Angelo, Texas 76902 hereinafter called “Participant”. The Joint Venture is formed for the purpose of remediating existing oil wells to recover stranded petroleum reserves as described in Exhibit A and new well development and completion on the Bradford “A” and Bradford “B” Leases (Bradford). CEGX shall serve as the Managing Joint Venture Partner, Agent for the Joint Venture Partners, and Operator for the oil properties acquired on behalf of the Joint Venture Partners (Participants).

WHEREAS, CEGX has acquired the Bradford with six (6) existing oil wells and one (1) injection well located in Shackelford County, Texas for the remediation of such wells and drilling and completion of an additional 14 new wells. The Project is known as “Bradford Joint Venture Partnership” (hereinafter called the “Project”) and includes a total of 21 wells for the purpose of remediation and drilling and completion.

WHEREAS, Participants will purchase a participation interest (“Participation Interest”) in this Joint Venture and the Project and related leasehold estate which will be held by CEGX for the remediation, drilling, completion, and production of oil.

NOW, THEREFORE, in consideration of the sum of One Dollar ($1.00) in hand paid, and the covenants, stipulations, and agreements herein contained, the parties hereto have agreed as follows:

WITNESS the due execution hereof the day and year first written above.

Exhibit A - Geological Summary - Bradford Prospect

The Bradford Prospect is located in Southeast Shackelford County, Texas approximately 2 miles east of Albany, Texas. This lease acreage is located in the north half of Section 4 of the Blind Asylum Lands Survey of Shackelford County. The Bradford Lease is bordered on the North by County Road 119. The exposed surface terrain on this lease is mainly composed of mesquite and pasture Iand.

The Bradford prospect contains three shallow sandstone formations that are all proven oil producers in this area with the potential for sizeable development. The Frye Sand, Tannehill Sand, and Hope Sand are the three oil bearing sandstone targets with multiple drilling locations that will further develop these reservoirs. The Tannehill Sand formation is the current producer on the Bradford acreage, and the Hope Sand formation is productive on the lease directly to the north of the Bradford. The Bradford “A” Well No. 4, drilled in December 2011 encountered a very good oil show in the Hope and Frye Sand formations in the northern portion of this lease acreage. This well was perforated in the Hope Sand and is capable of producing oil, along with a moderate volume of water. This well will be utilized as a water supply well for the pressure maintenance and future water flooding of the Tannehill Sand. The Hope Sand formation remains a viable target zone on the Bradford Lease, with sufficient acreage to develop multiple Hope Sand wells.

The Bradford Lease past drilling activity has resulted in several successful Tannehill Sand producers. These Tannehill Sand wells have a combined, cumulative production of 38,303 barrels of oil from lease tracts. Five Tannehill Sand producing wells were abandoned back in 1998 due to low oil prices.

Subsurface information gathered from old cable tool drilled wells on this lease indicates good oil shows were encountered in the Tannehill and Frye Sand Formations, however they were plugged and abandoned after drilling due to declining oil prices. These historic cable tool drilled wells are located within the productive portions of these reservoirs and remain future re-entry candidates. The Bradford Lease contains a sizeable amount of acreage where both the Tannehill and Frye Sands may be further developed with multiple drill sites.

The historic well information and subsurface data from those existing wells has resulted in the drilling of six (6) Tannehill Sand wells over the last couple of years on the Bradford Lease. This east to west trending Tannehill Sand reservoir has yet to be fully defined and much more drilling is needed to determine its full lateral extent. Additionally, on the east side of this Tannehill oil field, two of these wells had an excellent oil show in the Frye Sand. These oil shows now validate the historic information obtained from the old drilling logs that reported good oil shows in the shallower Frye Sand. As mentioned above, this additional oil reservoir has several potential drill sites.

In summary, the proposed wells will further develop all three reservoirs to their extents and most productive areas. All future development will evaluate these producing formations in this multi-pay producing area.

BRADFORD JOINT VENTURE PARTICIPATION AGREEMENT

THIS AGREEMENT made, executed, and concluded this __1st_____ day of _December_______, 2014 with CEGX OF TEXAS, LLC (CEGX) a Texas Limited Liability Company whose address is 524 Highway 180 East, Albany, Texas 76430 and Bradley A. Foster whose address is 38000 Redmont Trace hereinafter called “Participant”. The Joint Venture is formed for the purpose of remediating existing oil wells to recover stranded petroleum reserves as described in Exhibit A and new well development and completion on the Bradford “A” and Bradford “B” Leases (Bradford). CEGX shall serve as the Managing Joint Venture Partner, Agent for the Joint Venture Partners, and Operator for the oil properties acquired on behalf of the Joint Venture Partners (Participants).

WHEREAS, CEGX has acquired the Bradford with six (6) existing oil wells and one (1) injection well located in Shackelford County, Texas for the remediation of such wells and drilling and completion of an additional 14 new wells. The Project is known as “Bradford Joint Venture Partnership” (hereinafter called the “Project”) and includes a total of 21 wells for the purpose of remediation and drilling and completion.

WHEREAS, Participants will purchase a participation interest (“Participation Interest”) in this Joint Venture and the Project and related leasehold estate which will be held by CEGX for the remediation, drilling, completion, and production of oil.

NOW, THEREFORE, in consideration of the sum of One Dollar ($1.00) in hand paid, and the covenants, stipulations, and agreements herein contained, the parties hereto have agreed as follows:

WITNESS the due execution hereof the day and year first written above.

Exhibit A - Geological Summary - Bradford Prospect

The Bradford Prospect is located in Southeast Shackelford County, Texas approximately 2 miles east of Albany, Texas. This lease acreage is located in the north half of Section 4 of the Blind Asylum Lands Survey of Shackelford County. The Bradford Lease is bordered on the North by County Road 119. The exposed surface terrain on this lease is mainly composed of mesquite and pasture Iand.

The Bradford prospect contains three shallow sandstone formations that are all proven oil producers in this area with the potential for sizeable development. The Frye Sand, Tannehill Sand, and Hope Sand are the three oil bearing sandstone targets with multiple drilling locations that will further develop these reservoirs. The Tannehill Sand formation is the current producer on the Bradford acreage, and the Hope Sand formation is productive on the lease directly to the north of the Bradford. The Bradford “A” Well No. 4, drilled in December 2011 encountered a very good oil show in the Hope and Frye Sand formations in the northern portion of this lease acreage. This well was perforated in the Hope Sand and is capable of producing oil, along with a moderate volume of water. This well will be utilized as a water supply well for the pressure maintenance and future water flooding of the Tannehill Sand. The Hope Sand formation remains a viable target zone on the Bradford Lease, with sufficient acreage to develop multiple Hope Sand wells.

The Bradford Lease past drilling activity has resulted in several successful Tannehill Sand producers. These Tannehill Sand wells have a combined, cumulative production of 38,303 barrels of oil from lease tracts. Five Tannehill Sand producing wells were abandoned back in 1998 due to low oil prices.

Subsurface information gathered from old cable tool drilled wells on this lease indicates good oil shows were encountered in the Tannehill and Frye Sand Formations, however they were plugged and abandoned after drilling due to declining oil prices. These historic cable tool drilled wells are located within the productive portions of these reservoirs and remain future re-entry candidates. The Bradford Lease contains a sizeable amount of acreage where both the Tannehill and Frye Sands may be further developed with multiple drill sites.

The historic well information and subsurface data from those existing wells has resulted in the drilling of six (6) Tannehill Sand wells over the last couple of years on the Bradford Lease. This east to west trending Tannehill Sand reservoir has yet to be fully defined and much more drilling is needed to determine its full lateral extent. Additionally, on the east side of this Tannehill oil field, two of these wells had an excellent oil show in the Frye Sand. These oil shows now validate the historic information obtained from the old drilling logs that reported good oil shows in the shallower Frye Sand. As mentioned above, this additional oil reservoir has several potential drill sites.

In summary, the proposed wells will further develop all three reservoirs to their extents and most productive areas. All future development will evaluate these producing formations in this multi-pay producing area.

BRADFORD JOINT VENTURE PARTICIPATION AGREEMENT

ADDENDUM ONE

The following paragraph is hereby deleted from the Bradford Joint Venture Participation Agreement.

6. CEGX will send a copy of the owner distribution statement to Participants and will separately calculate Participants Proportionate Share of net revenue interest (74% of the gross revenue) and will deduct Participants’ Proportionate Share of the Lease Operating Expense (LOE) and remit the balance to Participants on a quarterly basis.

The following paragraph is hereby added to the Bradford Venture Participation Agreement.

6. CEGX will send a copy of the owner distribution statement to Participants and will separately calculate Participants Proportionate Share of net revenue interest (75% of the gross revenue) and will deduct Participants’ Proportionate Share of the Lease Operating Expense (LOE) and remit the balance to Participants on a monthly basis.

WITNESS the due execution hereof the day and year first written above.

BRADFORD JOINT VENTURE PARTICIPATION AGREEMENT

THIS AGREEMENT made, executed, and concluded this __19th_____ day of _September_______, 2014 with CEGX OF TEXAS, LLC (CEGX) a Texas Limited Liability Company whose address is 524 Highway 180 East, Albany, Texas 76430 and Branden Foust whose address is 151 Mill Street suite 313 Gahanna, Ohio 43230 hereinafter called “Participant”. The Joint Venture is formed for the purpose of remediating existing oil wells to recover stranded petroleum reserves as described in Exhibit A and new well development and completion on the Bradford “A” and Bradford “B” Leases (Bradford). CEGX shall serve as the Managing Joint Venture Partner, Agent for the Joint Venture Partners, and Operator for the oil properties acquired on behalf of the Joint Venture Partners (Participants).

WHEREAS, CEGX has acquired the Bradford with six (6) existing oil wells and one (1) injection well located in Shackelford County, Texas for the remediation of such wells and drilling and completion of an additional 14 new wells. The Project is known as “Bradford Joint Venture Partnership” (hereinafter called the “Project”) and includes a total of 21 wells for the purpose of remediation and drilling and completion.

WHEREAS, Participants will purchase a participation interest (“Participation Interest”) in this Joint Venture and the Project and related leasehold estate which will be held by CEGX for the remediation, drilling, completion, and production of oil.

NOW, THEREFORE, in consideration of the sum of One Dollar ($1.00) in hand paid, and the covenants, stipulations, and agreements herein contained, the parties hereto have agreed as follows:

WITNESS the due execution hereof the day and year first written above.

Exhibit A - Geological Summary - Bradford Prospect

The Bradford Prospect is located in Southeast Shackelford County, Texas approximately 2 miles east of Albany, Texas. This lease acreage is located in the north half of Section 4 of the Blind Asylum Lands Survey of Shackelford County. The Bradford Lease is bordered on the North by County Road 119. The exposed surface terrain on this lease is mainly composed of mesquite and pasture Iand.

The Bradford prospect contains three shallow sandstone formations that are all proven oil producers in this area with the potential for sizeable development. The Frye Sand, Tannehill Sand, and Hope Sand are the three oil bearing sandstone targets with multiple drilling locations that will further develop these reservoirs. The Tannehill Sand formation is the current producer on the Bradford acreage, and the Hope Sand formation is productive on the lease directly to the north of the Bradford. The Bradford “A” Well No. 4, drilled in December 2011 encountered a very good oil show in the Hope and Frye Sand formations in the northern portion of this lease acreage. This well was perforated in the Hope Sand and is capable of producing oil, along with a moderate volume of water. This well will be utilized as a water supply well for the pressure maintenance and future water flooding of the Tannehill Sand. The Hope Sand formation remains a viable target zone on the Bradford Lease, with sufficient acreage to develop multiple Hope Sand wells.

The Bradford Lease past drilling activity has resulted in several successful Tannehill Sand producers. These Tannehill Sand wells have a combined, cumulative production of 38,303 barrels of oil from lease tracts. Five Tannehill Sand producing wells were abandoned back in 1998 due to low oil prices.

Subsurface information gathered from old cable tool drilled wells on this lease indicates good oil shows were encountered in the Tannehill and Frye Sand Formations, however they were plugged and abandoned after drilling due to declining oil prices. These historic cable tool drilled wells are located within the productive portions of these reservoirs and remain future re-entry candidates. The Bradford Lease contains a sizeable amount of acreage where both the Tannehill and Frye Sands may be further developed with multiple drill sites.

The historic well information and subsurface data from those existing wells has resulted in the drilling of six (6) Tannehill Sand wells over the last couple of years on the Bradford Lease. This east to west trending Tannehill Sand reservoir has yet to be fully defined and much more drilling is needed to determine its full lateral extent. Additionally, on the east side of this Tannehill oil field, two of these wells had an excellent oil show in the Frye Sand. These oil shows now validate the historic information obtained from the old drilling logs that reported good oil shows in the shallower Frye Sand. As mentioned above, this additional oil reservoir has several potential drill sites.

In summary, the proposed wells will further develop all three reservoirs to their extents and most productive areas. All future development will evaluate these producing formations in this multi-pay producing area.

BRADFORD JOINT VENTURE PARTICIPATION AGREEMENT

THIS AGREEMENT made, executed, and concluded this __30th_____ day of _Sept._______, 2014 with CEGX OF TEXAS, LLC (CEGX) a Texas Limited Liability Company whose address is 524 Highway 180 East, Albany, Texas 76430 and Mark C. Fritz whose address is 1501 Gulf Blvd. #808, Clearwater, FL 33767 hereinafter called “Participant”. The Joint Venture is formed for the purpose of remediating existing oil wells to recover stranded petroleum reserves as described in Exhibit A and new well development and completion on the Bradford “A” and Bradford “B” Leases (Bradford). CEGX shall serve as the Managing Joint Venture Partner, Agent for the Joint Venture Partners, and Operator for the oil properties acquired on behalf of the Joint Venture Partners (Participants).

WHEREAS, CEGX has acquired the Bradford with six (6) existing oil wells and one (1) injection well located in Shackelford County, Texas for the remediation of such wells and drilling and completion of an additional 14 new wells. The Project is known as “Bradford Joint Venture Partnership” (hereinafter called the “Project”) and includes a total of 21 wells for the purpose of remediation and drilling and completion.

WHEREAS, Participants will purchase a participation interest (“Participation Interest”) in this Joint Venture and the Project and related leasehold estate which will be held by CEGX for the remediation, drilling, completion, and production of oil.

NOW, THEREFORE, in consideration of the sum of One Dollar ($1.00) in hand paid, and the covenants, stipulations, and agreements herein contained, the parties hereto have agreed as follows:

WITNESS the due execution hereof the day and year first written above.

Exhibit A - Geological Summary - Bradford Prospect

The Bradford Prospect is located in Southeast Shackelford County, Texas approximately 2 miles east of Albany, Texas. This lease acreage is located in the north half of Section 4 of the Blind Asylum Lands Survey of Shackelford County. The Bradford Lease is bordered on the North by County Road 119. The exposed surface terrain on this lease is mainly composed of mesquite and pasture Iand.

The Bradford prospect contains three shallow sandstone formations that are all proven oil producers in this area with the potential for sizeable development. The Frye Sand, Tannehill Sand, and Hope Sand are the three oil bearing sandstone targets with multiple drilling locations that will further develop these reservoirs. The Tannehill Sand formation is the current producer on the Bradford acreage, and the Hope Sand formation is productive on the lease directly to the north of the Bradford. The Bradford “A” Well No. 4, drilled in December 2011 encountered a very good oil show in the Hope and Frye Sand formations in the northern portion of this lease acreage. This well was perforated in the Hope Sand and is capable of producing oil, along with a moderate volume of water. This well will be utilized as a water supply well for the pressure maintenance and future water flooding of the Tannehill Sand. The Hope Sand formation remains a viable target zone on the Bradford Lease, with sufficient acreage to develop multiple Hope Sand wells.

The Bradford Lease past drilling activity has resulted in several successful Tannehill Sand producers. These Tannehill Sand wells have a combined, cumulative production of 38,303 barrels of oil from lease tracts. Five Tannehill Sand producing wells were abandoned back in 1998 due to low oil prices.

Subsurface information gathered from old cable tool drilled wells on this lease indicates good oil shows were encountered in the Tannehill and Frye Sand Formations, however they were plugged and abandoned after drilling due to declining oil prices. These historic cable tool drilled wells are located within the productive portions of these reservoirs and remain future re-entry candidates. The Bradford Lease contains a sizeable amount of acreage where both the Tannehill and Frye Sands may be further developed with multiple drill sites.

The historic well information and subsurface data from those existing wells has resulted in the drilling of six (6) Tannehill Sand wells over the last couple of years on the Bradford Lease. This east to west trending Tannehill Sand reservoir has yet to be fully defined and much more drilling is needed to determine its full lateral extent. Additionally, on the east side of this Tannehill oil field, two of these wells had an excellent oil show in the Frye Sand. These oil shows now validate the historic information obtained from the old drilling logs that reported good oil shows in the shallower Frye Sand. As mentioned above, this additional oil reservoir has several potential drill sites.

In summary, the proposed wells will further develop all three reservoirs to their extents and most productive areas. All future development will evaluate these producing formations in this multi-pay producing area.

BRADFORD JOINT VENTURE PARTICIPATION AGREEMENT

ADDENDUM ONE

The following paragraph is hereby deleted from the Bradford Joint Venture Participation Agreement.

6. CEGX will send a copy of the owner distribution statement to Participants and will separately calculate Participants Proportionate Share of net revenue interest (74% of the gross revenue) and will deduct Participants’ Proportionate Share of the Lease Operating Expense (LOE) and remit the balance to Participants on a quarterly basis.

The following paragraph is hereby added to the Bradford Venture Participation Agreement.

6. CEGX will send a copy of the owner distribution statement to Participants and will separately calculate Participants Proportionate Share of net revenue interest (75% of the gross revenue) and will deduct Participants’ Proportionate Share of the Lease Operating Expense (LOE) and remit the balance to Participants on a monthly basis.

WITNESS the due execution hereof the day and year first written above.

BRADFORD JOINT VENTURE PARTICIPATION AGREEMENT

THIS AGREEMENT made, executed, and concluded this __17th_____ day of _October_______, 2014 with CEGX OF TEXAS, LLC (CEGX) a Texas Limited Liability Company whose address is 524 Highway 180 East, Albany, Texas 76430 and David A. Friscia whose address is 72300 Tanglewood Lane, Rancho Mirage, CA 92270 hereinafter called “Participant”. The Joint Venture is formed for the purpose of remediating existing oil wells to recover stranded petroleum reserves as described in Exhibit A and new well development and completion on the Bradford “A” and Bradford “B” Leases (Bradford). CEGX shall serve as the Managing Joint Venture Partner, Agent for the Joint Venture Partners, and Operator for the oil properties acquired on behalf of the Joint Venture Partners (Participants).

WHEREAS, CEGX has acquired the Bradford with six (6) existing oil wells and one (1) injection well located in Shackelford County, Texas for the remediation of such wells and drilling and completion of an additional 14 new wells. The Project is known as “Bradford Joint Venture Partnership” (hereinafter called the “Project”) and includes a total of 21 wells for the purpose of remediation and drilling and completion.

WHEREAS, Participants will purchase a participation interest (“Participation Interest”) in this Joint Venture and the Project and related leasehold estate which will be held by CEGX for the remediation, drilling, completion, and production of oil.

NOW, THEREFORE, in consideration of the sum of One Dollar ($1.00) in hand paid, and the covenants, stipulations, and agreements herein contained, the parties hereto have agreed as follows:

WITNESS the due execution hereof the day and year first written above.

Exhibit A - Geological Summary - Bradford Prospect

The Bradford Prospect is located in Southeast Shackelford County, Texas approximately 2 miles east of Albany, Texas. This lease acreage is located in the north half of Section 4 of the Blind Asylum Lands Survey of Shackelford County. The Bradford Lease is bordered on the North by County Road 119. The exposed surface terrain on this lease is mainly composed of mesquite and pasture Iand.

The Bradford prospect contains three shallow sandstone formations that are all proven oil producers in this area with the potential for sizeable development. The Frye Sand, Tannehill Sand, and Hope Sand are the three oil bearing sandstone targets with multiple drilling locations that will further develop these reservoirs. The Tannehill Sand formation is the current producer on the Bradford acreage, and the Hope Sand formation is productive on the lease directly to the north of the Bradford. The Bradford “A” Well No. 4, drilled in December 2011 encountered a very good oil show in the Hope and Frye Sand formations in the northern portion of this lease acreage. This well was perforated in the Hope Sand and is capable of producing oil, along with a moderate volume of water. This well will be utilized as a water supply well for the pressure maintenance and future water flooding of the Tannehill Sand. The Hope Sand formation remains a viable target zone on the Bradford Lease, with sufficient acreage to develop multiple Hope Sand wells.

The Bradford Lease past drilling activity has resulted in several successful Tannehill Sand producers. These Tannehill Sand wells have a combined, cumulative production of 38,303 barrels of oil from lease tracts. Five Tannehill Sand producing wells were abandoned back in 1998 due to low oil prices.

Subsurface information gathered from old cable tool drilled wells on this lease indicates good oil shows were encountered in the Tannehill and Frye Sand Formations, however they were plugged and abandoned after drilling due to declining oil prices. These historic cable tool drilled wells are located within the productive portions of these reservoirs and remain future re-entry candidates. The Bradford Lease contains a sizeable amount of acreage where both the Tannehill and Frye Sands may be further developed with multiple drill sites.

The historic well information and subsurface data from those existing wells has resulted in the drilling of six (6) Tannehill Sand wells over the last couple of years on the Bradford Lease. This east to west trending Tannehill Sand reservoir has yet to be fully defined and much more drilling is needed to determine its full lateral extent. Additionally, on the east side of this Tannehill oil field, two of these wells had an excellent oil show in the Frye Sand. These oil shows now validate the historic information obtained from the old drilling logs that reported good oil shows in the shallower Frye Sand. As mentioned above, this additional oil reservoir has several potential drill sites.

In summary, the proposed wells will further develop all three reservoirs to their extents and most productive areas. All future development will evaluate these producing formations in this multi-pay producing area.

BRADFORD JOINT VENTURE PARTICIPATION AGREEMENT

ADDENDUM ONE

The following paragraph is hereby deleted from the Bradford Joint Venture Participation Agreement.

6. CEGX will send a copy of the owner distribution statement to Participants and will separately calculate Participants Proportionate Share of net revenue interest (74% of the gross revenue) and will deduct Participants’ Proportionate Share of the Lease Operating Expense (LOE) and remit the balance to Participants on a quarterly basis.

The following paragraph is hereby added to the Bradford Venture Participation Agreement.

6. CEGX will send a copy of the owner distribution statement to Participants and will separately calculate Participants Proportionate Share of net revenue interest (75% of the gross revenue) and will deduct Participants’ Proportionate Share of the Lease Operating Expense (LOE) and remit the balance to Participants on a monthly basis.

WITNESS the due execution hereof the day and year first written above.

BRADFORD JOINT VENTURE PARTICIPATION AGREEMENT

THIS AGREEMENT made, executed, and concluded this __10_____ day of _September_______, 2014 with CEGX OF TEXAS, LLC (CEGX) a Texas Limited Liability Company whose address is 524 Highway 180 East, Albany, Texas 76430 and Timothy R. Gatens whose address is 267 Bryn Du Dr., Granville, Oh 43023 hereinafter called “Participant”. The Joint Venture is formed for the purpose of remediating existing oil wells to recover stranded petroleum reserves as described in Exhibit A and new well development and completion on the Bradford “A” and Bradford “B” Leases (Bradford). CEGX shall serve as the Managing Joint Venture Partner, Agent for the Joint Venture Partners, and Operator for the oil properties acquired on behalf of the Joint Venture Partners (Participants).

WHEREAS, CEGX has acquired the Bradford with six (6) existing oil wells and one (1) injection well located in Shackelford County, Texas for the remediation of such wells and drilling and completion of an additional 14 new wells. The Project is known as “Bradford Joint Venture Partnership” (hereinafter called the “Project”) and includes a total of 21 wells for the purpose of remediation and drilling and completion.

WHEREAS, Participants will purchase a participation interest (“Participation Interest”) in this Joint Venture and the Project and related leasehold estate which will be held by CEGX for the remediation, drilling, completion, and production of oil.

NOW, THEREFORE, in consideration of the sum of One Dollar ($1.00) in hand paid, and the covenants, stipulations, and agreements herein contained, the parties hereto have agreed as follows:

WITNESS the due execution hereof the day and year first written above.

Exhibit A - Geological Summary - Bradford Prospect

The Bradford Prospect is located in Southeast Shackelford County, Texas approximately 2 miles east of Albany, Texas. This lease acreage is located in the north half of Section 4 of the Blind Asylum Lands Survey of Shackelford County. The Bradford Lease is bordered on the North by County Road 119. The exposed surface terrain on this lease is mainly composed of mesquite and pasture Iand.

The Bradford prospect contains three shallow sandstone formations that are all proven oil producers in this area with the potential for sizeable development. The Frye Sand, Tannehill Sand, and Hope Sand are the three oil bearing sandstone targets with multiple drilling locations that will further develop these reservoirs. The Tannehill Sand formation is the current producer on the Bradford acreage, and the Hope Sand formation is productive on the lease directly to the north of the Bradford. The Bradford “A” Well No. 4, drilled in December 2011 encountered a very good oil show in the Hope and Frye Sand formations in the northern portion of this lease acreage. This well was perforated in the Hope Sand and is capable of producing oil, along with a moderate volume of water. This well will be utilized as a water supply well for the pressure maintenance and future water flooding of the Tannehill Sand. The Hope Sand formation remains a viable target zone on the Bradford Lease, with sufficient acreage to develop multiple Hope Sand wells.

The Bradford Lease past drilling activity has resulted in several successful Tannehill Sand producers. These Tannehill Sand wells have a combined, cumulative production of 38,303 barrels of oil from lease tracts. Five Tannehill Sand producing wells were abandoned back in 1998 due to low oil prices.

Subsurface information gathered from old cable tool drilled wells on this lease indicates good oil shows were encountered in the Tannehill and Frye Sand Formations, however they were plugged and abandoned after drilling due to declining oil prices. These historic cable tool drilled wells are located within the productive portions of these reservoirs and remain future re-entry candidates. The Bradford Lease contains a sizeable amount of acreage where both the Tannehill and Frye Sands may be further developed with multiple drill sites.

The historic well information and subsurface data from those existing wells has resulted in the drilling of six (6) Tannehill Sand wells over the last couple of years on the Bradford Lease. This east to west trending Tannehill Sand reservoir has yet to be fully defined and much more drilling is needed to determine its full lateral extent. Additionally, on the east side of this Tannehill oil field, two of these wells had an excellent oil show in the Frye Sand. These oil shows now validate the historic information obtained from the old drilling logs that reported good oil shows in the shallower Frye Sand. As mentioned above, this additional oil reservoir has several potential drill sites.

In summary, the proposed wells will further develop all three reservoirs to their extents and most productive areas. All future development will evaluate these producing formations in this multi-pay producing area.

BRADFORD JOINT VENTURE PARTICIPATION AGREEMENT

ADDENDUM ONE

The following paragraph is hereby deleted from the Bradford Joint Venture Participation Agreement.

6. CEGX will send a copy of the owner distribution statement to Participants and will separately calculate Participants Proportionate Share of net revenue interest (74% of the gross revenue) and will deduct Participants’ Proportionate Share of the Lease Operating Expense (LOE) and remit the balance to Participants on a quarterly basis.

The following paragraph is hereby added to the Bradford Venture Participation Agreement.

6. CEGX will send a copy of the owner distribution statement to Participants and will separately calculate Participants Proportionate Share of net revenue interest (75% of the gross revenue) and will deduct Participants’ Proportionate Share of the Lease Operating Expense (LOE) and remit the balance to Participants on a monthly basis.

WITNESS the due execution hereof the day and year first written above.

BRADFORD JOINT VENTURE PARTICIPATION AGREEMENT

THIS AGREEMENT made, executed, and concluded this __15_____ day of _September_______, 2014 with CEGX OF TEXAS, LLC (CEGX) a Texas Limited Liability Company whose address is 524 Highway 180 East, Albany, Texas 76430 and Dustin Hendrix whose address is 2206 Bassett Street, Alexandria, VA 22308 hereinafter called “Participant”. The Joint Venture is formed for the purpose of remediating existing oil wells to recover stranded petroleum reserves as described in Exhibit A and new well development and completion on the Bradford “A” and Bradford “B” Leases (Bradford). CEGX shall serve as the Managing Joint Venture Partner, Agent for the Joint Venture Partners, and Operator for the oil properties acquired on behalf of the Joint Venture Partners (Participants).

WHEREAS, CEGX has acquired the Bradford with six (6) existing oil wells and one (1) injection well located in Shackelford County, Texas for the remediation of such wells and drilling and completion of an additional 14 new wells. The Project is known as “Bradford Joint Venture Partnership” (hereinafter called the “Project”) and includes a total of 21 wells for the purpose of remediation and drilling and completion.

WHEREAS, Participants will purchase a participation interest (“Participation Interest”) in this Joint Venture and the Project and related leasehold estate which will be held by CEGX for the remediation, drilling, completion, and production of oil.

NOW, THEREFORE, in consideration of the sum of One Dollar ($1.00) in hand paid, and the covenants, stipulations, and agreements herein contained, the parties hereto have agreed as follows:

WITNESS the due execution hereof the day and year first written above.

Exhibit A - Geological Summary - Bradford Prospect

The Bradford Prospect is located in Southeast Shackelford County, Texas approximately 2 miles east of Albany, Texas. This lease acreage is located in the north half of Section 4 of the Blind Asylum Lands Survey of Shackelford County. The Bradford Lease is bordered on the North by County Road 119. The exposed surface terrain on this lease is mainly composed of mesquite and pasture Iand.

The Bradford prospect contains three shallow sandstone formations that are all proven oil producers in this area with the potential for sizeable development. The Frye Sand, Tannehill Sand, and Hope Sand are the three oil bearing sandstone targets with multiple drilling locations that will further develop these reservoirs. The Tannehill Sand formation is the current producer on the Bradford acreage, and the Hope Sand formation is productive on the lease directly to the north of the Bradford. The Bradford “A” Well No. 4, drilled in December 2011 encountered a very good oil show in the Hope and Frye Sand formations in the northern portion of this lease acreage. This well was perforated in the Hope Sand and is capable of producing oil, along with a moderate volume of water. This well will be utilized as a water supply well for the pressure maintenance and future water flooding of the Tannehill Sand. The Hope Sand formation remains a viable target zone on the Bradford Lease, with sufficient acreage to develop multiple Hope Sand wells.

The Bradford Lease past drilling activity has resulted in several successful Tannehill Sand producers. These Tannehill Sand wells have a combined, cumulative production of 38,303 barrels of oil from lease tracts. Five Tannehill Sand producing wells were abandoned back in 1998 due to low oil prices.

Subsurface information gathered from old cable tool drilled wells on this lease indicates good oil shows were encountered in the Tannehill and Frye Sand Formations, however they were plugged and abandoned after drilling due to declining oil prices. These historic cable tool drilled wells are located within the productive portions of these reservoirs and remain future re-entry candidates. The Bradford Lease contains a sizeable amount of acreage where both the Tannehill and Frye Sands may be further developed with multiple drill sites.

The historic well information and subsurface data from those existing wells has resulted in the drilling of six (6) Tannehill Sand wells over the last couple of years on the Bradford Lease. This east to west trending Tannehill Sand reservoir has yet to be fully defined and much more drilling is needed to determine its full lateral extent. Additionally, on the east side of this Tannehill oil field, two of these wells had an excellent oil show in the Frye Sand. These oil shows now validate the historic information obtained from the old drilling logs that reported good oil shows in the shallower Frye Sand. As mentioned above, this additional oil reservoir has several potential drill sites.

In summary, the proposed wells will further develop all three reservoirs to their extents and most productive areas. All future development will evaluate these producing formations in this multi-pay producing area.

BRADFORD JOINT VENTURE PARTICIPATION AGREEMENT

ADDENDUM ONE

The following paragraph is hereby deleted from the Bradford Joint Venture Participation Agreement.

6. CEGX will send a copy of the owner distribution statement to Participants and will separately calculate Participants Proportionate Share of net revenue interest (74% of the gross revenue) and will deduct Participants’ Proportionate Share of the Lease Operating Expense (LOE) and remit the balance to Participants on a quarterly basis.

The following paragraph is hereby added to the Bradford Venture Participation Agreement.

6. CEGX will send a copy of the owner distribution statement to Participants and will separately calculate Participants Proportionate Share of net revenue interest (75% of the gross revenue) and will deduct Participants’ Proportionate Share of the Lease Operating Expense (LOE) and remit the balance to Participants on a monthly basis.

WITNESS the due execution hereof the day and year first written above.

BRADFORD JOINT VENTURE PARTICIPATION AGREEMENT

THIS AGREEMENT made, executed, and concluded this __2nd_____ day of _October_______, 2014 with CEGX OF TEXAS, LLC (CEGX) a Texas Limited Liability Company whose address is 524 Highway 180 East, Albany, Texas 76430 and Ronald and Janet Holsinger whose address is 2012 Prussia Rd, Waverly, Oh. 45690 hereinafter called “Participant”. The Joint Venture is formed for the purpose of remediating existing oil wells to recover stranded petroleum reserves as described in Exhibit A and new well development and completion on the Bradford “A” and Bradford “B” Leases (Bradford). CEGX shall serve as the Managing Joint Venture Partner, Agent for the Joint Venture Partners, and Operator for the oil properties acquired on behalf of the Joint Venture Partners (Participants).

WHEREAS, CEGX has acquired the Bradford with six (6) existing oil wells and one (1) injection well located in Shackelford County, Texas for the remediation of such wells and drilling and completion of an additional 14 new wells. The Project is known as “Bradford Joint Venture Partnership” (hereinafter called the “Project”) and includes a total of 21 wells for the purpose of remediation and drilling and completion.

WHEREAS, Participants will purchase a participation interest (“Participation Interest”) in this Joint Venture and the Project and related leasehold estate which will be held by CEGX for the remediation, drilling, completion, and production of oil.

NOW, THEREFORE, in consideration of the sum of One Dollar ($1.00) in hand paid, and the covenants, stipulations, and agreements herein contained, the parties hereto have agreed as follows:

WITNESS the due execution hereof the day and year first written above.

Exhibit A - Geological Summary - Bradford Prospect

The Bradford Prospect is located in Southeast Shackelford County, Texas approximately 2 miles east of Albany, Texas. This lease acreage is located in the north half of Section 4 of the Blind Asylum Lands Survey of Shackelford County. The Bradford Lease is bordered on the North by County Road 119. The exposed surface terrain on this lease is mainly composed of mesquite and pasture Iand.

The Bradford prospect contains three shallow sandstone formations that are all proven oil producers in this area with the potential for sizeable development. The Frye Sand, Tannehill Sand, and Hope Sand are the three oil bearing sandstone targets with multiple drilling locations that will further develop these reservoirs. The Tannehill Sand formation is the current producer on the Bradford acreage, and the Hope Sand formation is productive on the lease directly to the north of the Bradford. The Bradford “A” Well No. 4, drilled in December 2011 encountered a very good oil show in the Hope and Frye Sand formations in the northern portion of this lease acreage. This well was perforated in the Hope Sand and is capable of producing oil, along with a moderate volume of water. This well will be utilized as a water supply well for the pressure maintenance and future water flooding of the Tannehill Sand. The Hope Sand formation remains a viable target zone on the Bradford Lease, with sufficient acreage to develop multiple Hope Sand wells.

The Bradford Lease past drilling activity has resulted in several successful Tannehill Sand producers. These Tannehill Sand wells have a combined, cumulative production of 38,303 barrels of oil from lease tracts. Five Tannehill Sand producing wells were abandoned back in 1998 due to low oil prices.

Subsurface information gathered from old cable tool drilled wells on this lease indicates good oil shows were encountered in the Tannehill and Frye Sand Formations, however they were plugged and abandoned after drilling due to declining oil prices. These historic cable tool drilled wells are located within the productive portions of these reservoirs and remain future re-entry candidates. The Bradford Lease contains a sizeable amount of acreage where both the Tannehill and Frye Sands may be further developed with multiple drill sites.

The historic well information and subsurface data from those existing wells has resulted in the drilling of six (6) Tannehill Sand wells over the last couple of years on the Bradford Lease. This east to west trending Tannehill Sand reservoir has yet to be fully defined and much more drilling is needed to determine its full lateral extent. Additionally, on the east side of this Tannehill oil field, two of these wells had an excellent oil show in the Frye Sand. These oil shows now validate the historic information obtained from the old drilling logs that reported good oil shows in the shallower Frye Sand. As mentioned above, this additional oil reservoir has several potential drill sites.

In summary, the proposed wells will further develop all three reservoirs to their extents and most productive areas. All future development will evaluate these producing formations in this multi-pay producing area.

BRADFORD JOINT VENTURE PARTICIPATION AGREEMENT

ADDENDUM ONE

The following paragraph is hereby deleted from the Bradford Joint Venture Participation Agreement.

6. CEGX will send a copy of the owner distribution statement to Participants and will separately calculate Participants Proportionate Share of net revenue interest (74% of the gross revenue) and will deduct Participants’ Proportionate Share of the Lease Operating Expense (LOE) and remit the balance to Participants on a quarterly basis.

The following paragraph is hereby added to the Bradford Venture Participation Agreement.

6. CEGX will send a copy of the owner distribution statement to Participants and will separately calculate Participants Proportionate Share of net revenue interest (75% of the gross revenue) and will deduct Participants’ Proportionate Share of the Lease Operating Expense (LOE) and remit the balance to Participants on a monthly basis.

WITNESS the due execution hereof the day and year first written above.

BRADFORD JOINT VENTURE PARTICIPATION AGREEMENT

THIS AGREEMENT made, executed, and concluded this __30_____ day of _September_______, 2014 with CEGX OF TEXAS, LLC (CEGX) a Texas Limited Liability Company whose address is 524 Highway 180 East, Albany, Texas 76430 and Kurt Caramanidis whose address is 242 Donovan Circle Rosendale, WI 54974 hereinafter called “Participant”. The Joint Venture is formed for the purpose of remediating existing oil wells to recover stranded petroleum reserves as described in Exhibit A and new well development and completion on the Bradford “A” and Bradford “B” Leases (Bradford). CEGX shall serve as the Managing Joint Venture Partner, Agent for the Joint Venture Partners, and Operator for the oil properties acquired on behalf of the Joint Venture Partners (Participants).

WHEREAS, CEGX has acquired the Bradford with six (6) existing oil wells and one (1) injection well located in Shackelford County, Texas for the remediation of such wells and drilling and completion of an additional 14 new wells. The Project is known as “Bradford Joint Venture Partnership” (hereinafter called the “Project”) and includes a total of 21 wells for the purpose of remediation and drilling and completion.

WHEREAS, Participants will purchase a participation interest (“Participation Interest”) in this Joint Venture and the Project and related leasehold estate which will be held by CEGX for the remediation, drilling, completion, and production of oil.

NOW, THEREFORE, in consideration of the sum of One Dollar ($1.00) in hand paid, and the covenants, stipulations, and agreements herein contained, the parties hereto have agreed as follows:

WITNESS the due execution hereof the day and year first written above.

Exhibit A - Geological Summary - Bradford Prospect

The Bradford Prospect is located in Southeast Shackelford County, Texas approximately 2 miles east of Albany, Texas. This lease acreage is located in the north half of Section 4 of the Blind Asylum Lands Survey of Shackelford County. The Bradford Lease is bordered on the North by County Road 119. The exposed surface terrain on this lease is mainly composed of mesquite and pasture Iand.

The Bradford prospect contains three shallow sandstone formations that are all proven oil producers in this area with the potential for sizeable development. The Frye Sand, Tannehill Sand, and Hope Sand are the three oil bearing sandstone targets with multiple drilling locations that will further develop these reservoirs. The Tannehill Sand formation is the current producer on the Bradford acreage, and the Hope Sand formation is productive on the lease directly to the north of the Bradford. The Bradford “A” Well No. 4, drilled in December 2011 encountered a very good oil show in the Hope and Frye Sand formations in the northern portion of this lease acreage. This well was perforated in the Hope Sand and is capable of producing oil, along with a moderate volume of water. This well will be utilized as a water supply well for the pressure maintenance and future water flooding of the Tannehill Sand. The Hope Sand formation remains a viable target zone on the Bradford Lease, with sufficient acreage to develop multiple Hope Sand wells.

The Bradford Lease past drilling activity has resulted in several successful Tannehill Sand producers. These Tannehill Sand wells have a combined, cumulative production of 38,303 barrels of oil from lease tracts. Five Tannehill Sand producing wells were abandoned back in 1998 due to low oil prices.

Subsurface information gathered from old cable tool drilled wells on this lease indicates good oil shows were encountered in the Tannehill and Frye Sand Formations, however they were plugged and abandoned after drilling due to declining oil prices. These historic cable tool drilled wells are located within the productive portions of these reservoirs and remain future re-entry candidates. The Bradford Lease contains a sizeable amount of acreage where both the Tannehill and Frye Sands may be further developed with multiple drill sites.

The historic well information and subsurface data from those existing wells has resulted in the drilling of six (6) Tannehill Sand wells over the last couple of years on the Bradford Lease. This east to west trending Tannehill Sand reservoir has yet to be fully defined and much more drilling is needed to determine its full lateral extent. Additionally, on the east side of this Tannehill oil field, two of these wells had an excellent oil show in the Frye Sand. These oil shows now validate the historic information obtained from the old drilling logs that reported good oil shows in the shallower Frye Sand. As mentioned above, this additional oil reservoir has several potential drill sites.

In summary, the proposed wells will further develop all three reservoirs to their extents and most productive areas. All future development will evaluate these producing formations in this multi-pay producing area.

BRADFORD JOINT VENTURE PARTICIPATION AGREEMENT

THIS AGREEMENT made, executed, and concluded this __11th_____ day of _November_______, 2014 with CEGX OF TEXAS, LLC (CEGX) a Texas Limited Liability Company whose address is 524 Highway 180 East, Albany, Texas 76430 and MIG, LLC (MIG), a South Dakota limited liability company whose address is 400 West Apple Street, Tea SD 57064 hereinafter called “Participant”. The Joint Venture is formed for the purpose of remediating existing oil wells to recover stranded petroleum reserves as described in Exhibit A and new well development and completion on the Bradford “A” and Bradford “B” Leases (Bradford). CEGX shall serve as the Managing Joint Venture Partner, Agent for the Joint Venture Partners, and Operator for the oil properties acquired on behalf of the Joint Venture Partners (Participants).

WHEREAS, CEGX has acquired the Bradford with six (6) existing oil wells and one (1) injection well located in Shackelford County, Texas for the remediation of such wells and drilling and completion of an additional 14 new wells. The Project is known as “Bradford Joint Venture Partnership” (hereinafter called the “Project”) and includes a total of 21 wells for the purpose of remediation and drilling and completion.

WHEREAS, Participants will purchase a participation interest (“Participation Interest”) in this Joint Venture and the Project and related leasehold estate which will be held by CEGX for the remediation, drilling, completion, and production of oil.

NOW, THEREFORE, in consideration of the sum of One Dollar ($1.00) in hand paid, and the covenants, stipulations, and agreements herein contained, the parties hereto have agreed as follows:

WITNESS the due execution hereof the day and year first written above.

Exhibit A - Geological Summary - Bradford Prospect

The Bradford Prospect is located in Southeast Shackelford County, Texas approximately 2 miles east of Albany, Texas. This lease acreage is located in the north half of Section 4 of the Blind Asylum Lands Survey of Shackelford County. The Bradford Lease is bordered on the North by County Road 119. The exposed surface terrain on this lease is mainly composed of mesquite and pasture Iand.

The Bradford prospect contains three shallow sandstone formations that are all proven oil producers in this area with the potential for sizeable development. The Frye Sand, Tannehill Sand, and Hope Sand are the three oil bearing sandstone targets with multiple drilling locations that will further develop these reservoirs. The Tannehill Sand formation is the current producer on the Bradford acreage, and the Hope Sand formation is productive on the lease directly to the north of the Bradford. The Bradford “A” Well No. 4, drilled in December 2011 encountered a very good oil show in the Hope and Frye Sand formations in the northern portion of this lease acreage. This well was perforated in the Hope Sand and is capable of producing oil, along with a moderate volume of water. This well will be utilized as a water supply well for the pressure maintenance and future water flooding of the Tannehill Sand. The Hope Sand formation remains a viable target zone on the Bradford Lease, with sufficient acreage to develop multiple Hope Sand wells.

The Bradford Lease past drilling activity has resulted in several successful Tannehill Sand producers. These Tannehill Sand wells have a combined, cumulative production of 38,303 barrels of oil from lease tracts. Five Tannehill Sand producing wells were abandoned back in 1998 due to low oil prices.

Subsurface information gathered from old cable tool drilled wells on this lease indicates good oil shows were encountered in the Tannehill and Frye Sand Formations, however they were plugged and abandoned after drilling due to declining oil prices. These historic cable tool drilled wells are located within the productive portions of these reservoirs and remain future re-entry candidates. The Bradford Lease contains a sizeable amount of acreage where both the Tannehill and Frye Sands may be further developed with multiple drill sites.

The historic well information and subsurface data from those existing wells has resulted in the drilling of six (6) Tannehill Sand wells over the last couple of years on the Bradford Lease. This east to west trending Tannehill Sand reservoir has yet to be fully defined and much more drilling is needed to determine its full lateral extent. Additionally, on the east side of this Tannehill oil field, two of these wells had an excellent oil show in the Frye Sand. These oil shows now validate the historic information obtained from the old drilling logs that reported good oil shows in the shallower Frye Sand. As mentioned above, this additional oil reservoir has several potential drill sites.

In summary, the proposed wells will further develop all three reservoirs to their extents and most productive areas. All future development will evaluate these producing formations in this multi-pay producing area.

BRADFORD JOINT VENTURE PARTICIPATION AGREEMENT

THIS AGREEMENT made, executed, and concluded this __30_____ day of _September_______, 2014 with CEGX OF TEXAS, LLC (CEGX) a Texas Limited Liability Company whose address is 524 Highway 180 East, Albany, Texas 76430 and Carol + Mildred Hill whose address is 16772 US Highway 50, Chillicothe, Ohio hereinafter called “Participant”. The Joint Venture is formed for the purpose of remediating existing oil wells to recover stranded petroleum reserves as described in Exhibit A and new well development and completion on the Bradford “A” and Bradford “B” Leases (Bradford). CEGX shall serve as the Managing Joint Venture Partner, Agent for the Joint Venture Partners, and Operator for the oil properties acquired on behalf of the Joint Venture Partners (Participants).

WHEREAS, CEGX has acquired the Bradford with six (6) existing oil wells and one (1) injection well located in Shackelford County, Texas for the remediation of such wells and drilling and completion of an additional 14 new wells. The Project is known as “Bradford Joint Venture Partnership” (hereinafter called the “Project”) and includes a total of 21 wells for the purpose of remediation and drilling and completion.

WHEREAS, Participants will purchase a participation interest (“Participation Interest”) in this Joint Venture and the Project and related leasehold estate which will be held by CEGX for the remediation, drilling, completion, and production of oil.

NOW, THEREFORE, in consideration of the sum of One Dollar ($1.00) in hand paid, and the covenants, stipulations, and agreements herein contained, the parties hereto have agreed as follows:

WITNESS the due execution hereof the day and year first written above.

Exhibit A - Geological Summary - Bradford Prospect

The Bradford Prospect is located in Southeast Shackelford County, Texas approximately 2 miles east of Albany, Texas. This lease acreage is located in the north half of Section 4 of the Blind Asylum Lands Survey of Shackelford County. The Bradford Lease is bordered on the North by County Road 119. The exposed surface terrain on this lease is mainly composed of mesquite and pasture Iand.

The Bradford prospect contains three shallow sandstone formations that are all proven oil producers in this area with the potential for sizeable development. The Frye Sand, Tannehill Sand, and Hope Sand are the three oil bearing sandstone targets with multiple drilling locations that will further develop these reservoirs. The Tannehill Sand formation is the current producer on the Bradford acreage, and the Hope Sand formation is productive on the lease directly to the north of the Bradford. The Bradford “A” Well No. 4, drilled in December 2011 encountered a very good oil show in the Hope and Frye Sand formations in the northern portion of this lease acreage. This well was perforated in the Hope Sand and is capable of producing oil, along with a moderate volume of water. This well will be utilized as a water supply well for the pressure maintenance and future water flooding of the Tannehill Sand. The Hope Sand formation remains a viable target zone on the Bradford Lease, with sufficient acreage to develop multiple Hope Sand wells.

The Bradford Lease past drilling activity has resulted in several successful Tannehill Sand producers. These Tannehill Sand wells have a combined, cumulative production of 38,303 barrels of oil from lease tracts. Five Tannehill Sand producing wells were abandoned back in 1998 due to low oil prices.

Subsurface information gathered from old cable tool drilled wells on this lease indicates good oil shows were encountered in the Tannehill and Frye Sand Formations, however they were plugged and abandoned after drilling due to declining oil prices. These historic cable tool drilled wells are located within the productive portions of these reservoirs and remain future re-entry candidates. The Bradford Lease contains a sizeable amount of acreage where both the Tannehill and Frye Sands may be further developed with multiple drill sites.

The historic well information and subsurface data from those existing wells has resulted in the drilling of six (6) Tannehill Sand wells over the last couple of years on the Bradford Lease. This east to west trending Tannehill Sand reservoir has yet to be fully defined and much more drilling is needed to determine its full lateral extent. Additionally, on the east side of this Tannehill oil field, two of these wells had an excellent oil show in the Frye Sand. These oil shows now validate the historic information obtained from the old drilling logs that reported good oil shows in the shallower Frye Sand. As mentioned above, this additional oil reservoir has several potential drill sites.

In summary, the proposed wells will further develop all three reservoirs to their extents and most productive areas. All future development will evaluate these producing formations in this multi-pay producing area.

BRADFORD JOINT VENTURE PARTICIPATION AGREEMENT

ADDENDUM ONE

The following paragraph is hereby deleted from the Bradford Joint Venture Participation Agreement.

6. CEGX will send a copy of the owner distribution statement to Participants and will separately calculate Participants Proportionate Share of net revenue interest (74% of the gross revenue) and will deduct Participants’ Proportionate Share of the Lease Operating Expense (LOE) and remit the balance to Participants on a quarterly basis.

The following paragraph is hereby added to the Bradford Venture Participation Agreement.

6. CEGX will send a copy of the owner distribution statement to Participants and will separately calculate Participants Proportionate Share of net revenue interest (75% of the gross revenue) and will deduct Participants’ Proportionate Share of the Lease Operating Expense (LOE) and remit the balance to Participants on a monthly basis.

WITNESS the due execution hereof the day and year first written above.