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Home My WebLink About20131889.tiffNADOA Model Form Division Order (Adopted 9/95) noble energy Return To: Property Name : Operator : County / Parish and State : Property Description : Product : NOBLE ENERGY, INC 1625 BROADWAY STE 2200 DENVER CO 80202 US WELLS RCH AA12-63-1HN NI NOBLE ENERGY, INC WELD, CO Refer to next page for property description attachment ALL DIVISION ORDER Desk Code : AWS Date: JUN272013 Effective Date: OCT 2012 RECEIVED JUL 0 1 2013 WELD COUNTY COMMISSIONERS 130410 OWNER NAME PROPERTY # OWNER # INTEREST WELD COUNTY CO % BOARD OF COUNTY COMMISSIONER 1150 OST P O BOX 758 GREELEY CO 80632 US 435823956 124102 - 8 0.05002164 RI The undersigned certifies the ownership of their decimal interest in production or proceeds as described above payable by Noble Energy Inc. (Noble). Noble shall be notified, in writing of any change in ownership decimal interest, or payment address. All such changes shall be effective the first day of the month following receipt of such notice. Noble is authorized to withhold payment pending resolution of a title dispute or adverse claim asserted regarding the interest in production claimed herein by the undersigned. The undersigned agrees to indemnify and reimburse Noble any amount attributable to an interest to which the undersigned is not entitled. Noble may accrue proceeds until the total amount equals $25.00, or clear ALL payable proceeds in January of each year, whichever occurs first, or as required by applicable state statute. This Division Order does not amend any lease or operating agreement between the undersigned and the lessee or operator or any other contracts for the purchase of oil or gas. In addition to the terms and conditions of this Division Order, the undersigned and Noble may have certain statutory rights under the laws of the state in which the property is located. Special Clauses: Owner(s) Signature(s): Owner(s) Tax I.D. Number(s): TIN(s) or SSN(s) Owner Daytime Telephone/Fax #: Address Correction : 84-6000-813 cif 970-3� 4 204 p � William F. Garcia JUL 222013 Attest:1"-�""'^'^ 9)-t - Clerk 1 o the B'oa _d Federal Law requires you to furnish your Social Security or Taxpayer Identification Number. Failure to comply will result in to federal law, which will not be refundable by Payor. ce with 5419,14— OrcL -2671(3 2013-1889 NOBLE ENERGY, INC. Property Description Attachment Property Name Operator County / Parish and State Property Description : WELLS RCH AA12-63-1HN NI : NOBLE ENERGY, INC : WELD, CO T6N R63W SEC 12: S2, CONTAINING 323.50 ACRES MORE OR LESS, WELD COUNTY, CO COUNTY ATTORNEY STAFF APPROVAL This is to affirm the attached Division Order and authorization to receive payment for an oil and gas well has been reviewed by the County Attorney's staff as to form and legal description. Well Name(s): WELLS RCH AA12-63-1HN NI File Location(s): LE0250-2 BY: �i2 T�r.r� DATE: 7-/? Stephanie Arries Assistant County Attorney Tammy Waters From: Sent: To: Cc: Subject: Hello Tammy, asinclair@nobleenergyinc.com Thursday, July 18, 2013 3:17 PM Tammy Waters Stephanie Arries Re: Division order questions The calculation for the Wells Ranch AA12-63-1 HN and 12-64-1HN is as follows: 20%Rl X (80.91 / 323.50) = 5.002164% RI Wells Ranch AE 18-68-1HN: 20%Rl X (82.02 / 327.03) = 5.016054% RI Let me know if you have any further questions AAlam W. Sinclair Division Order. k.natyat 1625 Broadway Suite 2200 Denver, CO 80202 Main: 303.228.4000 Direct: 720.587.2068 asirrclair onob leenergyinc.com noble energy From: Tammy Waters <twatersCa.co.weld.co.us> To:"asinclairna.nobleenergvinc.com"<asinclair(a.nobleenergvinc.com> Cc: Stephanie Arries <sarriesCa2co.weld.co.us> Date; 07/18/2013 03:05 PM Subject: EXTERNAL: Division order questions Hi Adam, For WELLS RCH AA12-63-1HN NI & WELLS RCH AA12-64-1HN NI — can you please confirm the royalty interest calculation? We calculate as follows and do not match yours. 80 / 323.5 = 0.2472952086553323 X .20 = 0.0494590417310665. The division order states.05002164 RI — which is higher but I want to make sure we are accurate. I am having the same issue with AE 18-68-1HN NI, We calculate 80 / 327.03 = 0.2446258753019601 X .20 = 0.048925175060392 The division order states .05016054 Can you please send me your calculations? Thanks, 1 Tammy Waters Deputy Clerk to the Board 1150 O Street(P.O. Box 758/Greeley, CO 80632 tel: (970) 336-7215 X5226 5a Confidentiality Notice: This electronic transmission and any attached documents or other writings are intended only for the person or entity to which it Is addressed and may contain information that is privileged, confidential or otherwise protected from disclosure. If you have received this communication in error, please immediately notify sender by return e-mail and destroy the communication. Any disclosure, copying, distribution or the taking of any action concerning the contents of this communication or any attachments by anyone other than the named recipient is strictly prohibited. The information contained in this e-mail and any attachments may be confidential. If you are not the intended recipient, please understand that dissemination, copying, or using such information is prohibited. If you have received this e-mail in error, please immediately advise the sender by reply e-mail and delete this e-mail and its attachments from your system. 2 1625 Broadway Suite 2200 Denver, Colorado 80202 Tel: 303.228.4126 Fax: 303.228.4287 www.nobleenergyirtc.com 113 noble energy June 27, 2013 TO: Tammy Waters FROM: Noble Energy, Inc. RE: Weld County Division Order Information Well Name Reception Number of Lease Spud Date Date of First Production WELLS RANCH AA12-63-1 HN 3550768 08/28/2012 10/01/2012 Please find the rest of the information attached; OX Lease Description El First Page of DOTO Iii Tract Description 0 Interest Calculations ID Plat El Division Order cAAtttow.`O LiNLA,Wac Mr. c Ides+"e Noble Energy, Inc. 1625 - Broadway, Suita 22{;4 Derwet Co& rado 8202 SHANE Vt. FLEEMER slfaarra€ap arla bm atitniam wam ,laintlaey 25, 413 Supp ernantal Drilling and Order Title Opinion Wells Ranch; AA12-&3-11`IN Well Wells RanchhAA12-64-1HN Well (cote clively the` lectWolfe) TER XW,fry' RIB., Section 12: Sf2 Weld County, Colorado SUPPLEMENTAL DRILLING AND YDIVISION ORDER T11 .,E NION Caveriir :IcolonisOntkNor_thigano! 53 West, 6th P.M_ Section 121 $i'2 Weld County, C +torado Containing $23,30 acres, Referred to herdin as the °captioned lands" Dear fir. t<0b4e: Pun a# to a request f orn Noble orgy, Inc._ I examined the matiials tsted below for the purpose of rendering a Supplomental aro Division Order Tile Opinion eov ring the ooptIonool rondo, a r'eaillt of my examinaltin, I dalerrnir 4 that the ownerBhip of minerals, oil ar i gas lease hcA, oil and gasp prodiXtion, and The r, mzeetls from the solo of oil anti gas production, as of 700 a.m. on December 3, 2012 for tt* St2 Of Se410 12, TUN, M TN fine 'COrtiI akin Dale") is as •s eoifcd hereafter, subject to the E.x pions, Comments and Reouitemients that folio vw. 1500 kir44p RAW* MO, tenor. coma d T3O3 rat .: 3* F':3 .3O2I tint 1 wwomEarley:44 rdrt parr 140 !' MOM LAW Consolidated Ownership II Township North. Range 63 West. 6°' Section 12: S12 Containing 323.50 acres, ± Limited to Me Codell-Niobrara Formation Further limited to Production from the Wel'bores of the Walls Ronal AA12-G3-11{14 and Waite Ranch AA12-64-11iN Wells BENEFICIAL AWNCR tP Name WI Weld County, Colorado, a political subdivision of the State of Colorado NRI Lease Tract 5.002164% (LOR) M 7, 8 SUMMARY OF OIL AND GAS LEASES See Exhibit B for a complete description, including lands covered and provisions, of the Subject Leases. Below are the Subject Leases' dates, recording information, lessors, lessees, royalty rates and the mineral interests covered for identification purposes within this Opinion. Subject Lease M Date: April 9, 2008 Recorded: Reception No. 3550768 on April 30, 2008 Re-recorded at Reception No. 3581842 on October 2, 2008 Lessor(s): Weld County, Colorado, a political subdivision of the State of Colorado, acting by and through the Board of County Commissioners of the County of Weld Lessee(s): Contex Energy Company Royalty: 20% Interest Covered15: 100.0% MI in Tracts 7 and 8 of this Opinion. �e Well Name: WELLS RANCH AA12-63-1HN Well History API 05-123-35629 Surrace Legal Location Regulatory Field WATTENBERG licensed BIateeProvince COLORADO Wel Configuration Type HORIZONTAL Ground Elevation (RI 4,857.00 Caamg Flange Elevation Itel K0- GS/ MSL(RK8) 24.00 KB -Caring grasp Distance(@ Spu6 Date 8/28201206:30 Rig Release Date 9/3201218:00 Vi Well Name: WELLS RANCH AA12-64-1HN Well Review API 05.123-35626 Surface Legal Location Regulatory Feld WATTENBERG Leease* Srtelprooueee COLORADO Wee Configuration Type HORIZONTAL Green Elevation (R) 4,858.00 Casing Flange Elevation (III KB - GL/ MSL WKS) 24.00 KB -Caring Range Distance cal) Spud Dale 8/21/2012 08:30 Rig Release Date 8/27/2012 22:30 Noble Energy, Inc Weld County Mineral Interest Plat Wells Ranch AA12-63-1HN and Wells Ranch AA12-64-1HN NWNW 40.00➢ ac NENW 40.000 a: NWNE 43543 SWNW 40.000 r. SEMr 40.000 ac S NE 40.000 ac i Frer.4 4.1.000 M sN63W NESW 40.0W x NWSE NESE 40543 ac Wells Ranch AA12-64-1HN SEW 40000 se SSE 40000 ac 0 0 Wells Ranch AA12-63-1HN t: Legend ❑ Well Spacing Unit ❑ Weld Co. Leasehold Interest (Within Spacing Unit) T6N-R63W-Sec. 12: S/2 T6N-R63W-Sec. 12: E/2SE/4 NOBLE ENERGY INC. 1625 Broadway, Suite 2200 Denver, Colorado 80202 June 27, 2013 Interest Owner Re: Property Name : Wells Ranch AA12-63-1HN Operator : Noble Energy, Inc. County / State : Weld, CO Noble Energy Inc. has successfully completed the above referenced property. First sales occurred October 1, 2012. According to our records, the interest shown on the attached division order represents your total share of production. Noble will tender payment to you based upon the stated interest UNLESS you notify Noble, in writing that said interest is incorrect or that you are not the owner of said interest. As the owner of the above interest, you shall have the sole liability to notify Noble, in writing, of any address changes and/or changes in ownership. Until such written notification is received by Noble, payments will continue as previously described. Please be advised that Noble does not require a signed Division Order as a prerequisite for payment. This Payment Letter is intended to replace the traditional division order form and should be retained for your records. If there are any questions concerning this matter, please contact the undersigned. Adam Sinclair Land Depat talent 720-587-2068 Desk Code: NRF a 3866125 Pages: 1 of 18 08/15/2012 11:18 All R Fee:$96.00 Steve Moreno, Clerk and Recorder. Weld County. CO 11111 AAPL — FORM 6I ORS —1989 MODEL FORM RECORDING SUPPLEMENT TO OPERATING AGREEMENT AND FINANCING STATEMENT THIS AGREEMENT, entered into by and between Noble Enetgy.lire. hereinafter refened to as "Operator." and the sigretory party or partite other titan Operator, hereinafter referred to individually as "Non -Operator," and collectively as "Non -Operators." WHEREAS, the parties to this agnrenent are owners of Oil and Gas Leases and/or Oil and Gas Interests in the land identified in Exhibit "A" (said land, Lenses and Interests being hereinafter called the "Contract Areal"), and in any instance in which the Leases or Interests of a party are not of record, the record owner and the party hereto that owns the interest or rights therein are refectel on Exhibit "A"; WHEREAS, the partite hereto have executed an Operating Agreement dated May I. 2012 (herein the "Operating Agreement"), covering the Contract Area for the purpose of exploring and developing such lands, Leases and huerests for Oil and Gas; and WHEREAS, the parties hereto have executed this agreement for the purpose of imparting notice to all persons of the rights and obligations of the parties under the Operating Agreement and for the further purpose of perfecting those rights capable of perfection. NOW, THEREFORE, in consideration of the mutual rights and obligations of the parties hereto, it is agreed at follows: I. This agreement suppletnents the Operating Agreement, which Agreement in its entirety is incorporated herein by reference, and all terms used herein shall have the meaning ascribed to them in the Operating Agreement. 2. The parties do hereby agree that: A. The Oil and Gas Leases and/or Oil and Gas Interests of the parties comprising the Contract Area shall be subject to and burdened with the terms and provisions of tits agreement and the Operating Agreement, and the parties do hereby commit such Leases and Interests to the perfunnauce thereof. E. Tire exploration and development of the Contract Area for Oil and Gas shall be governed by the tennis and provisions of the Operating Agreement, as supplemental by this agreement. C. All costs and liabilities incumd in operations under this agreement and the Opanting Agreement shall be borne and paid, and all equipment and materials acquired in operations on the Contract Arai shall be owned, by the parties hereto, as provided in the Operating Agreement. O. Regardless of the record title ownership to the Oil and Gas Leases and/or Oil and Gas Interests identified on Exhibit "A," all production of Oil and Gas from the Contract Area shall be owned by the parties as provided in the Operating Agreement; provided nothing contained in this agreement shall be deemed an assignment or cross -assignment of interests covered hereby. E. Each party shall pay or deliver, or cause to be paid or delivered, all bunko on its share of the production from the Contract Area as provided in the Operating Agreement. F. An overriding royalty, production payment, net profits interest or other burden payable out of production hereafter created, assignmerl,s of production given as security for the payment of money and those overriding royalties, production payments and other burdens payable out of production heretofore crested and defined as Subsequently Celled interests in the Operating Agreement shall be (i) borne solely by the party whose interest is burdened therewith, (ii) subject to suspension if a party is required to assign or relinquish to another petty an interest which is smhject to such burden, and (iii) subject to the lien and security interest hereinafter provided if the party subject to such burden fails to pay its share of expenses chargeable hereunder and under the Operating Agreement, all upon the tams and provisions and in tine times and manner provided by the Operating Agreement G. The Oil and Gas Leases and/or Oil and Gas Interests which am subject hereto nay not be assigned or transfened except in accordance with those terns, provisions and restrictions in the Operating Agreement regulating such tmasfens. This agreement and the Operating Agreement shall be binding upon and shall inure to the benefit of the parties hereto, and their respective Ireirs, devisees, legal represeutatives, and assigns, and the terms hereof shall be deemed to nut with the leases or interests included within the lease Contract Arta. 11 The parties shall have the right to acquire an interest in renewal, extension and replacement lenses, leases proposed to be surrendered, wells proposed to be abandoned, and interests to be relinquished as a result of turn -participation in subsequent operations, all in accordance with the terms and provisions of the Operating Agreement. I. The rights and obligations of the partite and the adjustment of interests among them in the event of a failure or loss of title, each party's right to propose operations, obligations with respect to participation in operations on the Contract Area and thre consequences of n failure to participate in operations, the rights and obligations of the parties regarding the marketing of production, and the rights and remedies of the parties thr failure to comply with financial obligations shall be as provided in the Operating Agreement. J. Each party's interest under this agreement and under the Operating Agreement stall be subject to relinquishment for its failure to participate in subsequent operations and each patty's share of production and costs shall be reallocated on the basis of such relinquishment, all upon the terms and previsions provided in the Operating Agreement. K. All other matters with respect to exploration and development of the Contract Area and the ownership and transfer of the Oil and Grim Leases and/or Oil and Gas Interest therein shall be governed by the terms and provisions of the Operating Agreement. 3. The parties hereby grant reciprocal liens and security interests as follows: A. Each party grants to the other parties hereto a lien upon any interest it now owns or hetafer acquires in Oil and Gas Leases and Oil and Gas Interests in the Contract Area, and a security interest and/or purchase money security interest in any interest it now owns or hereafter acquires in the personal property and fixtures on or used or obtained for use in connection therewith, to secant petfonnance of all of its obligations under this agreement and the Operating Agreement including but not limited to payment of expense, interest and faro, to proper disbursement of all monies paid under this agreement and the Operating Agreement, the assignment or relinquishment of interest in Oil and Gas Leases as required ender this agreement and the Operating Agreement, and the proper performance of operations under this agreement and the Operating Agreement. Such lien and security interest granted by each patty hereto shall include such party's leasehold interests, working interests, operating rights, and royalty and overriding royalty interests in the Contract Area now owned or hereafter acquired and in finds pooled or unitized therewith or otherwise becoming subject to this agreement and the Operating Agreement, the Oil and Gas when extracted therefrom and equipment situated thereon or used or obtained for ,use in connection therewith (including, without limitation, all wells, tools, anal tubular goods), and accounts (including, without limitation, accounts arising nom the sale of production at to wellhead), connect rights, inventory and general intangibles minting thereto or arising therefrom, and all proceeds and products of the foregoing. Wells Ranch AA 12-63- I I IN 3866125 Pages: 2 of 18 Sttm,s ior0eno,f 11:18 Bk and Recorrder,,gWelld County. CO /III K it't Thai l:1* rG J Ii4We • Il l AAPL — FORM 6I ORS - 1989 B. Each party represents and warrants to the other parties hereto that the lien and security interest granted by such party to the other parties shall be a first and prior hen, and each party hereby agrees to maintain the priority of said lien and security interest against all persons acquiring an interest in Oil and Gas Leases and interests covered by this agreement and the Operating Agreement by, through or under such patty. All parties acquiring an interest in Oil and Gas Leases and Oil and Gas Interests covered by this agreement and the Operating Agreement, whether by assignment, merger, mortgage, operation of law, or otherwise, shall be cleaned to have taken subject to the lien and security interest granted by the Operating Agreement and this instrument as to all obligations attributable to such interest under this agreement and the Operating Agreement whether or not such obligations arise before or after such interest is acquired. C. To the extent that the parties have a security interest under the Uniform Commercial Code of the state in which time Contract Area is situated, they shall be entitled to exercise the rights and remedies of a secured party under the Code. The bringing of a suit and time obtaining of judgment by a patty for the secured indebtedness shall not be deemed an election of remedies or otherwise affect the lien rights or security interest as security for the payment thereof in addition, upon default by any party in the payment of its share of expenses, interest or fans, or upon the improper use of funds by the Operator, the other parties shall have the right, without prejudice to other rights or remedies, to collect from the purchaser the proceeds from the sale of such defaulting party's share of Oil and Gas until the amount owed by such patty, plus interest, has been received, and shall have the right to offset tire amount owed against lire proceeds from the sale of such defaulting party's share of Oil and Gas. All purchasers of production may rely on a notification of default from the non -defaulting party or panics stating the amount due as a result of the default, and all parties waive any recourse available against putohasers for releasing production proceeds as provided in this paragraph. D. If any party fails to pay its share of expenses within one hundred -twenty (120) days alter rendition of a statement titerefirr by Operator the non -defaulting parties, including Operator, shall, upon request by Operator, pay the unpaid amount in the propanion that the interest of each such party bears to the interest of all such patties. The amount paid by each party so paying its share of the unpaid amount shall be secured by the Imen and security rights described in this paragraph 3 and in the Operating Agreement, and each paying party may independently pursue any remedy available under the Operating Agreement or otherwise. E. If any patty does not perform all of its obligations under this agreement or the Operating Agreement, and the failure to perform subjects such party to foreclosure or execution proceedings pursuant to the provisions of this agreement or the Operating Agreement, to the extent allowed by governing law, the defaulting party waives any available right of redemption from and acetic date of judgment, any required valuation or appraiser ent of the mortgaged or secured property prior to sate, any available right to stay execution or to require a marshalling of assets and any required bond in tire event a receiver is appointed. In addition, to the extent permitted by applicable law, each party hereby grants to the other parties a power of sale as to any property that is subject to the lien and security rights granted hereunder or under the Operating Agreement, such power to be exercised in the rummer provided by applicable law or otherwise in a commercially reasonable manner and upon reasonable notice. F. The lien and security interest granted in this paragraph 3 supplements identical rights granted under the Operating Agreement. G. To the extent permitted by applicable law, Non -Operators agree that Operator may invoke or utilize the mechanics' or materiahnen s lien law of the state in wlticir the Contract Area is situated in order to secure the payment to Operator of arty sum due under this agreement and the Operating Agreement fur services performed or materials supplied by Operator. H. The above described security will be financed at the wellhead of the well or wells located on the Contract Arca and this Raonling Supplement may be filed in the land records in the County or Parish in which the Contract Area is located, and as a financing statanerd in ail recording offices required under the Uniform Commercial Code or other applicable state statutes to perfect the above -described security interest, and any party hereto may file a continuation statement as necessary under the Uniform Commercial Cede, or other state laws. 4. This agreement shall be effective us of the elate of the Operating Agreement as above recited. Upon termination of this agreement and the Operating Agneenrent and the satisfaction of all obligations thereunder, Operator is authorized to file of record in all necessary recording offices a notice of termination, and each party hereto agrees to execute such a notice of termination as to Operator's interest, upon the request of Operator, if Operator has complied with all of its financial obligations. 5. This agreement and the Operating Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective heirs, devisees, legal representatives, successors and assigns. No sale, encumbrance, transfer or other disposition shall be nade by any party of any interest in the Leases or Interests subject hereto except as expressly permitted under the Operating Agreement and, if permitted, shall be made expressly subject to this agreement and the Operating Agreement and without prejudice to the rights of the other parties. If the transfer is permitted, the assignee of an ownership interest in any Oil and Gas Lease shall be deemed a party to this agreement and the Operating Agreement as to the interest assigned from and after the effective date of the transfer of ownership; provided, however, that the other parties shall nut be required to recognize any such sale, encumbrance, transfer or other disposition for any purpose hereunder until thirty (30) days after they have received a copy of the instrument of transfer or other satisfactory evidence thereof in writing fmm the transferor or transferee. No assignment or other disposition of interest by a party shall relieve such party of obligations previously incurred by such potty under this agreement or the Operating Agreement with rspat to the interest transferrexl, including without limitation the obligation of a party to pay all casts attributable to an operation conducted under this agreement and the Operating Agreement in which such party has agreed to participate prior to making such assignment, and the lien and security interest granted by Article VII.B. of the Operating Agreement and hereby shall continue to burden the interest transferred to secure payment of any such obligations. 6. In the event of a conflict between the terms and provisions of this agreement and the terns and provisions of the Operating Agreement, then, as between the parties, the tens and provisions of the Operating Agreement shall control. 7. This agreement shall be binding upon each Non -Operator when this agreement or a counterpart thereof has been executed by such Non - Operator and Operator notwithstanding tsar this agreement is not than or thereafter executed by all of the parties to which it is tendered or which are listed on Exhibit "A" as owning an interest in the Contract Area or which own, in fact, an interest in the Contract Area In the event that any provision herein is illegal or unenforceable, the remaining previsions shall not be affected, and shall he enforced as if the illegal or unenforceable provision did not appear herein. 8. Other provisions. The Operating Agreement contains time rights and remedies of the parties thereto in the event of a default under the terms of the Operating Agreement or a default under airy third party obligation, i.e. mortgage, including the preferential right to purchase the defaulting party's interest in the Contract Area prior to foreclosure or an its lieu transfer; the right of subrogation; and the right to assume, release or redeem the defaulting party's interest which is subject to a lien or foreclosure action. In the event of a default by a Non -Operator under any third party obligation, Operator shall he entitled to notice prior to any foreclosure action and an opportunity to cure such default. In the event a foreclosure action Is commenced, Operator shall be entitled to notice and due process. Wells Ranch AA12-63-1HN - 2 3866125 Pages: 3 of 18 08/15/2012 11:18 AM R Fao:$96.00 Steve Moreno, Clerk and Recorder, Weld Ccunty, CO ■III i �P ,I�' h lirk1WMO M i RA IN's 5Iii AAPL - FORM 61 ORS -1989 with the excepti_n(a) listed b 1 -Fern-[ Recording Supplement-toQperating Agreement and Financing Statement, as published in oomputcrized form by Forms On A Disk, Inc. No changes, altemtienarer on and that are clearly recognisable as changes in Articles hove-been-made�,ae n— IN WITNESS WHEREOF, this aglecmcnt shall be cffcclivc as of the le day of 111ny 2012 OPERATOR ATTEST OR WITNESS ATTEST OR WITNESS By: Tills: Dote: May 15, 2 2 Address: 1625 Broadway, Suite 2200, Denier, CO 80202 NON -OPERATORS ATTEST OR WITNESS ArrESr OR WITNESS ATTEST OR WITNESS ATTEST OR WITNESS Anadarko E&P Company LP BY: t9/' 6w {IJ . field etrA.1Ca✓ Title: Agent %1TC�Rlp�e ��Fa Date: [ a y Address: 099 18'° Street, Suite 1800, Deaver, CO 80202 By; Dios del Mar Petroleum Company, Inc. Type or Print Nome Tlt� Date Address: P.O. Boa 621128, Littleton. CO 80162 WYOTEX Oil Company By: Type or Print Name Tillrl . Data: Addnes: P. O. Box 280969, Lakewood, CO 80228 By: DI...A W..11 R..e....e., LLC Type or Prinl Nome Title: Date: do Robert P. Mcssana, Attorney at Law Address: 215 West Oak Street, Salle 900, Fort Collins, CO 80521 Heirs of Lorena A. Travis By: Type or Print Name Title: Dale: Address: (Address Unknown) Wells Ranch AA12-63-111N - pk - 3 - 3866125 Pages: 4 of 18 08/15/2012 11:18 AM R Fee:$96.00 Steve Moreno, Clark and Recorder, Weld County, CO AAPL - FORM 610RS — 1989 , who has prepared and circulated this form for execution, represen m-wis; withtho exception(3) listed below, is identical to the AAPL Form 6I ORS 1999 Model Form Recording Supplement to Operating 'cad -farm by Forms On A Disk, Inc. No changes, alteratieas; er modifications, other than those mode by strikethrough and/or insertion and that-ere-eleurly recognizable as changes in Articles oz., orm. IN WITNESS WHEREOF, this agreement shall he effective as of the day of Mav , 2012 OPERATOR ATTEST OR WITNESS ATTESTOR WITNESS By: Title: Date: May 15, 2012 T"eorint awe Attorney -In -fact Address: 1625 Broadway, Sidle 2200, Denver, CO 80202 NON -OPERATORS ATTEST OR WITNESS Type or P}�art Nag'c Title: `f 1 P I1S t�121r`i Dale: '� Ji t l 'X Address: P. O. Boa 621128, Littleton, CO 80162 ATTEST OR WITNESS ATTEST OR WITNESS ATTEST OR WITNESS Anadarko E&P Company LP By: Type or Print Name Title: Date: Address: 1099 I8'Street, Suite 1800, Deliver, CO 80202 By: By: WYOTEX Oil Company Type or Print Name Title: Date: Address: P. O. Box 280969, Lakewood, CO80228 Black Wolf Resources, LLC By: Type or Print Name Title: Date: do Robert P. Mcssana, Attorney at Law Address: 215 West Oak Street, Suite 900, Fort Collins, CO 80521 Ileirs of Lorena A. Travis By: Type or Print Name Title: Date: Address: (Address Unknown) Welts Ranch AA12-63-111N - pk - 3 - 3866325 Pages: 5 of 18 08/15/2012 11:18 AM R Fee :$96.00 Steve 1111 Morena. and 11111 AAPL - FORM 610RS — 1989 , who has prepared and circulated this fe mi wes-printed-frettwnel; with the exception el Form Recording Supplement to Operating Agreement and Financing Statement, as published in computerised form by Forms On A Disk, Inc. No Changes, akwetions, or modifications, other than those made by strikethrough and/or insertion and that are clearly recognizable -es changes in Artieles , _ havebeen-madete-Ehe-form. IN WITNESS WHEREOF, this agreement shall be effective as of the L' day of May OPERATOR ATTEST OR WITNESS ATTEST OR WITNESS By: , 2012 Ty ear : ' nt Name Title: Attorney-to-Faet Date; May 15, 2012 Address: 162511roadway, Suite 2200, Denver, CO 80202 NON -OPERATORS ATTEST OR WITNESS ATTEST OR WITNESS ATTEST OR WITNESS ATTEST OR WITNESS Anadarko E&P Company LP By: Type or Print Name Title: Date: Address: 1099 18'4 Street, Suite 1800, Denver, CO 80202 Dios del Mar Petroleum Company, Inc. By; Type or Print Name Title: Date: Address: P. O. Boa 621128, Littleton, CO 80162 BY u+S Si.a/61 (t'' Type or Print Name Title: (QS•l7ts� i— . 'Lit toil_ Date: Address: P. O. Box 280969, Lakewood, CO 60220 By: Black Wolf Resources, LLC Type or Print Name Title: Date: c/a Robert P. Mesaana, Attorney at Law Address: 215 West Oak Streets Suite 900, Fort Collins, CO 80521 Heirs of Lorcnn A. Travis By: Type or Print Name Title: Dale: Address: (Address Unknown) Wells Ranch AA12-63-11111 - pk - 3 - 3866125 Pages: 6 of 18 00/15/2012 11:18 All R Fee :$95.00 Steve Moreno, Clerk and Recorder. Weld County, CO 1111 M. 1rM�tti,l4P'i�' c Alien AAPL-- FORM 610RS - 1989 NON -OPERATORS continued... ATTEST OR WITNESS Wolf Point Exploration, LLC By: Type or Print Nsunc Title. Date: Address: 215 West Oak Street, Suite 900, Fort Collins, CO 80522 ATTEST OR WITNESS 1280 Horizons, LLC By: Type or Print Name Title: Date: Address: 13853 Quail Pointe Drive, Oklahoma City, OK 73134 Wells Ranch AAI2-63-IHN--06/08/2012 Assigned Interest - 3(a) - 06% 612: 7 of 18 5/2012 11 P89RM R Fee :$96 00 Steve Moreno. Clerk and Recorder, Weld. County. CO �111,I II� 511N�eiNL1�PJ�10ii��h�u+IK11dl�Y/Mj1, 114lLI�YrI� AAPL — FORM 6I ORS - 1989 NON -OPERATORS continued... ATTEST OR WITNESS Wolf Point Exploration, LLC By: Type or Print Name Title: Date: Address: 215 West Oak Street, Suite 900, Fan Collins, CO 80522 ATTEST OR WITNESS Ste^ �xn)v 4 e l —Lc ^80H ' k'6^ --Z/ d7ia— -P7 Title: Dam: Address: 13.85J -Q t Type tr Print Name n yre�nQ 71114 Wells Ranch AAI2-63- I HN — 06/08/2012 -31a)- Assigned Interest 3866125 Pages: 8 of 18 08/15/2012 11:18 Al R Fee :$96.00 Steve Moreno, Clerk and Recorder, Weld County, CO likilliVriii1101.1Yfilr'I:MAJNA.1 lirlll"1 II�� AAPL— FORM 610RS - 1989 ATTEST OR WITNESS Harriett A. While By: Type or Print Name Title: Date: Address: (Address Onknewu) Wells Ranch AA12-63-IHN 3866125 Pages: 9 of 18 Steve Moreno, Clerk Clerk and M Recorder,,3 Weld Counts CO �� pr Ik PaA�h��.6ildr�i4l.� Ni{h�f��411�+ lit II III AAPL — FORM 61 DRS - 1989 ACKNOWLEDGMENTS NOTE: The following forms of acknowledgment are the short foams approved by the Uniform Law on Notarial Acts. The validity and effect of these forms in any state will depend upon the statutes of that state. Acknowledgment hi Representative Capacity Slate of Colorado § City and §as. County of Denser (Seal, § This instrument was acknowledged before me an May 15, 2012 Adorn e -In-Fact Stateof C/0/011-064 § § ss. County of )N)P nuer § by of Joseph H. Lorenzo Noble Elwin. He. tit,l ieZ J' Title (and Rank) Notary Public My commission expires: 10/10/2015 Acknowledgment in Representative Capacity Tltis instrument was acknowledged before me on Jitdy 2,1, RDes /rya;- Nu( A-tsrn.gy-7-H —Fexcf (Seal, if any) State of BETH A BECK NOTARY PUBLIC STATE OF COLORADO My Commiesbn Expire., 11/12/2313 § ss. County of 1 by (it Pr3c)Py v r SiftMakPV- as of Anadarko ESP Company LP 6 Title (and Ronk) My commission expires: / l r&D Q r &Cdf AJ'± vy Pntol;o Acknowledgment in Representative Capacity This instrument was acknowledged before me eta by of Dios del Mar Petroleum Company, Inc. (Seat, ifany) as Title (and Rank) Wells Ranch AA12-63-IHN -5- My eomndssion expires: 3866125 Pages: 10 of 18 08/15/2012 11:18 All R Fee:$96.00 Steve Moreno, Clark and Recorder, Weld County, CO ■IIINh'�PhiNa'd41}llWcl I�VIIhil1i41Hilt II III AAPL— FORM 610RS - 1989 ACKNOWLEDGMENTS NOTE: The following farms of acknowledgment are the short forms approved by the Uniform Law on Natal ial Acts. The validity and effect of these fors in any state will depend upon the statutes of that state. Acknowledgment in Representative Capacity State of Colorado City and County of Denver § § ss. This instrument was acknowledged before me on May 15, 2012 Attorney -In -Fact Stale of § § ss. County of by of Joseph II. Lorenzo Noble Energy. The. Tills (and Rank) Notary Public My commission expires: 19/10/2015 Acknowledgment in RepresentativeCaparity This instrument was acknowledged before me on as by as of Anadarko E&P Company LI' (Seal, if any) Title (and Rank) My commission expires: Acknowledgment In Representative Capacity Slate ofefaleleadt%§ Coon § as. This instrument was acknowledged before mean (Seal, if any) Wells Ranch AA by C'oi#J . u.L of Dio del Mar Pclrolmmn Company. lac -5- as Title (and Rank[ ikL :t p G�'Si My commission expires: )J 15 3866125 Pages: 11 of 18 Steve Moreno. 11:18 erkk and Recorder, Weld Counts, CO VIII rIP:ral idlLIk+NIW E0.10.1101SIMli01IN t 11111 AAPL—FORM 610RS - 1989 Acknowledgment in Representative Capacity State nfSbl /Qlk�o § I//I��11 11��}} tt//}}ry�s pp�� rr��,,�� § as. County ofRakCCA ek § This Instrument was acknowledged before me on JUUttQ 2119012 (Seal, if any) .. q%,� JJ '. p1Orq?crt y`..e"a PUBLIC . ito..5-6;(3%:443 OaP 4^6 EApires06' " Acknowledgment hi Representative Capacity by of My commission expires: State of § § ss. County of § This Instrument was acknowledged before me en by ma (Seal, if any) State of County of § ss. § ofC— Title (and Rank) My commission expires: Acknowledgment in Representative Capacity This instrument was acknowledged before me on (Seal, If any) by of Heirs of Larena A. Travis as Title (and Rank) My commission expires: Wells Rnncls AA12-63-111N 3866125 Pages: 12 of 18 Slleve Morreno. Clerk Rand Recorder, he00 ld County, CO Mill P1iP:PhY's't!fu'Nitwit P kInk NIL Ei I Ct4 AIII AAPL— FORM GI ORS - 1989 State of §ss. +/ County of (.4 Acknowledgment In Representative Capacity This instrument was acknowledged before me on JNK 1Z,2c,t— MYNA q1f (Seal, if any) State of County of by 4`t �Jv f P. 7 '�5Spna of Wolf Point Exploration, LLC as Title (arid Rank) My commission expirts: Acknowledgment in lieprrsrntative C;rparity This instrument was acknowledged before me on by as of 1280 Horizons, LLC (Stmt, if any) Title (and Rank) My commission expires: Wells Ranch AA 12-63-I HN — 06/08/2012 Assigned Interest - 6(a) - 3866125 Pages: 13 of 18 St veeMoreno, 1Clerk and ll Recorder,,9W.00 eld County, CO ■IIIN 6117,, 1141.ti11W1Ii1{14,11 RN 11111 AAPL—FORM 610RS- 1989 State of County of § ss. k Acknowledgment in Representative Capacity This instrument was acknowledged before me on by as (Seal, irony) Stateof Ce 1 cQe('0 County of Araftle C of Wolf Point Exploration, LLC Title (and Rank) My commission expires: Acknowledgment in Representative Capacity This instrument was acknowledged before me on /28/20 /Z D,;recichr J &bral1ics, (Seal, if any) 1 ALEX A GURY NCTARY PUBLIC, STATE OF COLORADO My Comm. Expires September 21, 2015 by S'DAR S. /7errt of F'8° I' , sn., LLC r orto _L C_ Title (and Rank) rvm t P t / My commission expires: ce�I Zo /5 — as Wells Ranch AA12-63-I HN —06/08/2012 - 6(a) - Assigned Interest 3866125 Pages: 14 of 18 08/15/2012 11:18 PO R Fee:$96.00 Steve Moreno, Clerk and Recorder, Weld County, CO �� NfriPlriis 14�11hi�G�4I+Nl fill MI 'WWII l 1 MID AAPL—FORM 610RS - 1989 Individual Acknowledgment State of § § ss. County of § This instrument was acknowledged before me on by Harriett A. White (Seal, if any) Title (and Rank) My commission expires: Wells Ranch AAI2-63-1HN 3866125 Pages: 15 of 18 08/15/2012 11:18 RM R ree:$96.00 Steve Moreno, Clerk and Recorder Weld Count'', Co �III�1'+PJiiFRecorder, (fe+i d�Irli�ilfH Nil EN Exhibit "A" Attached to and made a part of that certain Joint Operating Agreement dated May I, 2012 by and between Noble Energy, Inc., as Operator, and Anadarko E&P Company LP, et al, as Non - Operator. 1. Lands Subject to this Agreement: Township 6 North, Range 63 West, 6"' P.M. Section 12: S/2 Weld County, Colorado Containing 323.5 acres+ 2. Restrictions as to Depths Formation(s) and Wells: Limited to the Niobrara formation and further limited to the wellbore of the WELLS RANCI-I AA12-63-1I-IN well, . 3. Parties to Agreement and Percentage of Working Interest Ownership: Noble Energy, Inc. 1625 Broadway, Suite 2200 Denver, CO 80202 Phone No. 303-228-4000 Fax No. 303-228-4285 Anadarko E&P Company LP 1099 18"r Street, Suite 1800 Denver, CO 80202 Phone No. 720-929-6501 Fax No. 720-929-7501 Dios del Mar Petroleum Company, Inc. P. O. Box 621128 Littleton, CO 80162 WYOTEX Oil Company P.O. Box 280969 Lakewood, CO 80228 Phone No. 303-955-5890 Fax No. 303-887-5428 Wolf Point Exploration, LLC 215 West Oak Street, Suite 900 Fort Collins, CO 80521 Swan Exploration, LLC 8100 E. Maplewood Avenue, Suite 200 Greenwood Village, CO 80111 Unlocatable heirs of Lorena A. Travis Unleased. Harriett A. White Unleased and unable to locate. 65.630846% 14.712923% 7.356462% 7.356461% 1.634770% 1.634769% 0.892857% Unlearerl eninc,nls 0.780912% (hauled winernls 100.000000% Revised 07/06/12 - Assigned Interest 3866125 Pages: 16 of 18 08/15/2012 11:t8 RM R Fee:$96.00 Stave Moreno, Clerk and Recorder, Weld County, CO Attached to and made a part of that certain Joint Operating Agreement dated May 1, 2012, by and between Noble Energy, Inc., as Operator, and Anadarko E&P Company LP, et al, as Non - Operators. The working interests stated herein are subject to preparation and receipt of a Division Order Title Opinion ("DOTO") by the Operator. In the event of a discrepancy of the working interests between Exhibit "A" and the DOTO, and upon review of the DOTO and mutual acceptance of the working interests as stipulated in the DOTO between Operator and Non- Operator(s), the parties agree that a Revised Exhibit "A" will be prepared and inserted into the JOA reflecting the revised working interest ownership. 4. Oil and Gas Lease(s) Subject to this Agreement Lessor: Charlene M. Bassett, widow Lessee: Apollo Operating, LLC Lease Date: March 2, 2007 Recorded: Reception No. 3464791 Description: Insofar and only insofar as lease covers the following: Township 6 North, Range 63 West, 61 P.M. Section 12: W/2SW/4 NEI Lease: Q019543000 Lessor: Wells Ranch, LLLP Lessee: Noble Energy, Inc. Lease Date: February 7, 2008 Recorded: Reception No. 3578509 Description: Insofar and only insofar as lease covers the following: Township 6 North, Range 63 West, 61 P.M. Section 12: W/2SW/4 Lessor: Frederick M. I-Ierb and Margaret Herb, husband and wife, an heir at law to the deceased descendants of Michael J. Murphy Lessee: Apollo Operating, LLC Lease Date: December 6, 2006 Recorded: Reception No. 3446298 Description: Insofar and only insofar as lease covers the following: Township 6 North, Range 63 West, 6°i P.M. Section 12: W/2SE/4, 13/2SW/4 Lessor: Huberta M. Brown, a widow dealing with her sole and sepatate property, an heir at law to the deceased descendents of Michael J. Murphy Lessee: Apollo Operating, LLC Lease Date: December 6, 2006 Recorded: Reception No. 3446302 Description: Insofar and only insofar as lease covers the following: Township 6 North, Range 63 West, 6°' P.M. Section 12: W/2SF/4, E/2SW/4 Lessor: Mavoureen Nichols and Charles Nichols, wife and husband, an heir at law to the deceased descendants of Michael J. Murphy Lessee: Apollo Operating, LLC Lease Date: December 6, 2006 Recorded: Reception No. 3446303 Description: Insofar and only insofar as lease covers the following: Township 6 North, Range 63 West, 6"' P.M. Section 12: W/2SE/4, E/2SW/4 Wells Ranch AM2-63-1 IIN Revised 07(06/12 • Assigned Interest 3866125 Pages: 17 of 18 08/15/2012 11:15 AM R Fee:$96.00 Steve Moreno, Clerk and Recorder, Weld County, CO VIII Nf�iN971Na'di'�A1PIP� ,.nilWlLlil .IN' 1 EI III Attached to and made a part of that certain Joint Operating Agreement dated May 1, 2012, by and between Noble Energy, Inc., as Operator, and Anadarko E&P Company LP, et al, as Non - Operators. Lessor: Margaret M. Fairchild, a single woman dealing with her sole and separate property, an heir at law to the deceased descendants of Michael J. Murphy Lessee: Apollo Operating, LLC Lease Date: December 6, 2006 Recorded: Reception No. 3449158 Description: Insofar and only insofar as lease covers the following: Township 6 North, Range 63 West, 6"' P.M. Section 12: W/2SE/4, E/2SW/4 NEI Lease: Q041842005 Lessor: Wells Ranch, LLLP Lessee: Noble Energy, Inc. Lease Date: December 21, 2009 Recorded: Reception No. 3720708 Description: Insofar and only insofar as lease covers the following: Township 6 North, Range 63 West, 6"' P.M. Section 12: W/2SE/4, E/2SW/4 NEI Lease: Q041842002 Lessor: Betty Lou Loizos, a widow Lessee: Noble Energy, Inc. Lease Date: March 10, 2010 Recorded: Reception No. 3705690 Description: Insofar and only insofar as lease covers the following: Township 6 North, Range 63 West, 6"' PM Section 12: W/2SE/4, E/2SW/4 NEI Lease: Q041842001 Lessor: John Mark Travis and Dorothy L. Travis, husband and wife Lessee: Noble Energy, Inc. Lease Date: March 18, 2010 Recorded: Reception No. 3705689 Description: Insofar and only insofar as lease covers the following: Township 6 North, Range 63 West, 6"' P.M. Section 12: W/2SE/4, EI2SW/4 NEI Lease: Q041842007 Lessor: Joseph D. Travis, Jr., a single man Lessee: Noble Energy, Inc. Lease Date: March 19, 2010 Recorded: Reception No. 3738566 Description: Insofar and only insofar as lease covers the following: Township 6 North, Range 63 West, 6'h P.M. Section 12: W/2SE/4, F/2SW/4 NEI Lease: Q041842006 Lessor: Michelle M. Gilchrist, a married woman dealing in her sole and separate property Lessee: Noble Energy, Inc. Lease Date: March 19, 2010 Recorded: Reception No. 3738567 Description: Insofar and only insofar as lease covers the following: Township 6 North, Range 63 West, 6'h P.M. Section 12: W/2SE/4, E/2SW/4 Wells Ranch AAI2-63-1I IN Revised 117/06112 - Assigned Interest 5 es: 8 of 18 08/ 5/2012 11189 1 AM RFee:$ 6800 Steve Moreno, Clerk and Recorder, Weld County. CO IIIIINh' KIli4ikAIMLIVIA4uHLI4J{Stlii'SIII Attached to and made a part of that certain Joint Operating Agreement dated May I, 2012, by and between Noble Energy, Inc., as Operator, and Anadarko E&P Company LP, et al, as Non - Operators. NEI Lease: Q041842008 Lessor: Mary C. McCambridge, a married woman dealing in her sole and separate property Lessee: Noble Energy, Inc. Lease Date: March 22, 2010 Recorded: Reception No. 3757833 Description: Insofar and only insofar as lease covers the following: Townshio 6 North, Range 63 West, 6'h P.M. Section 12: W/28E/4, E/2SW/4 NEI Lease: Q023341000 Lessor: Weld County, Colorado, a political subdivision of the State of Colorado, acting by and through the Board of County Commissioners of the County of Weld Lessee: Comex Energy Company Lease Date: April 9, 2008 Recorded: Reception No. 3550768 Re -Recorded: Reception No. 3581842 Description: Insofar and only insofar as lease covers the following: Township 6 North, Range 63 West, 6th PM Section 12: E/2SE/4 Lessor: Exxon Mobil Oil Corporation Lessee: Noble Energy, Inc. Lease Date: To be earned under Farmout Agreement dated February 15, 2010 Recorded: Book TBD, Reception No. TED Description: Insofar and only insofar as lease covers the following: Township 6 North. Range 63 West, 6a' PM Section 12: W/2SE/4, E/2SW/4 NEI Lease: Q04I842003 Lessor: James W. Ritter and Leslie A. Ritter, husband and wife Lessee: Noble Energy, The. Lease Date: March 10, 2010 Recorded: Reception No. 3720506 Description: Insofar and only insofar as lease covers the following: Township 6 North. Ranee 63 West. 6th PM Section 12: W/2SE/4, E/2SW/4 NEI Lease: Q041842004 Lessor: Eric Lee Ritter and Kris A. Ritter, husband and wife l.,essee: Noble Energy, Inc. Lease Date: March 15, 2010 Recorded: Reception No. 3720505 Description: Insofar and only insofar as lease covers the following: Township 6 North. Range 63 West, 6" PM Section 12: W/25E/4, E/2SW/4 END OF EXHIBIT "A" Wells Ranch AAI 2-63-I RN Revised 07/00/12 - Assigned Interest Hello