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Home My WebLink About20131890.tiffNADOA Model Form Division Order (Adopted 9/951 noLae 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 AA12-64-1HN NI NOBLE ENERGY, INC WELD, CO Refer to next page for property description attachment ALL Desk Code Date : Effective Date: AWS JUN 27 2013 OCT 2012 RECEIVED JUN 2 8 2013 WELD COUNTY COMMISSIONERS DIVISION ORDER 130464 OWNER NAME PROPERTY# OWNER# INTEREST WELD COUNTY CO % BOARD OF COUNTY COMMISSIONER 1150 OS P O BOX 758 GREELEY CO 80632 US 435823952 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 e co 970-336-7204 d. 4 William F. Garcia, Chair ? 2`2013 Attest:` Clerk to the Boar By: Deputy Clerk to the Bo �t�C Federal Law requires you to furnish your Social Security or Taxpayer Identification Number. Failure to comply will result in federal law, which will not be refundable by Payor. 1%/3 ith 2013-1890 p NOBLE ENERGY. INC. Property Description Attachment Property Name Operator County/ Parish and State Property Descri tp IOn : WELLS RCH AA12-64-1HN NI : NOBLE ENERGY, INC : WELD, CO TEN 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 AA12-64-1HN NI File Location(s): LE0250-2 BY: 0� Stephanie Arries Assistant County Attorney DATE: /`'lr—/s) 1625 Broadway Suite 2200 Denver, Colorado 80202 Tel: 303.228.4126 Fax: 303.228.4287 www.nobleenergyinc.com na 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 AA12-64-1 HN 3550768 8/28/2012 10/1/2012 Please find the rest of the information attached; (] Lease Description El First Page of DOTO I Tract Description I Interest Calculations j]X Plat ❑X Division Order L''U IOLIN-1 AW .c Mr. Eric koble Noble Energy, tie. 1625 araackvay. S4ite 2200 power, Cvl radr' 5 ≥a Re: °i{x1.r a FLESHIER ,s sczrer. _;ar4mcngcttIrtilw.scm Jentianjo 25, X13 Suppoemontat Drilling and Division Ord r Tale Opirkin Wells Ranth AA12-83-1I-IN 4di1lell Vo'.eII: R rch..M,12-P4-1HN Well (cdiectivelythe';x.tjectV! ullL.'1 TEN, RS3W, ' P M , Section S/2: \V Id County, Colnrado SUPPLEMENTAL. CRtt_ .lNIO AND DMS[Oh ORDER TITLE OPINION Covering Township Nor#h, Range 63 Wast,_6`t' P.M. Section 1t; Wald County, Colorado Containing 323acres, ± Referred to herein as the "'Captionet lands" Dear Mr. Mile: pursuant to a request fern Noble orgy. Int, I examined the iaiaterials bled betove for its ptxpase of refiring a SuPpleniontat OritMg and 13Nisaart Order idle union covering the =ptloned la 1s. M a MSult of my examin$tICin. I determined that the ownership of minerals, oh and gas leasortokl. oil and goo production, and the proceeds from the sale of oil and gas production, as of 7:00 a.m. on Emcenter 3, 2012 for the Si2 of Seollon 12, Tla i; WOW (Cho ` Bare Daly",y is as specirted hereafber, stet to the Exceptions, Comments and Requirements that follow. MID Wit. &if.* MO, iMeer, CO D61 1 25 1`5 F: h 311.2, Y 8 I www. 'arteongosiiroitimarn �1�rk P. CM@IaITINt# GIpM! Con elidated Ownership I wrjehie 6 North. Range 63 West. 6°h P.M. Section 12: 5/2 Containing 323.50 acres, t Limited to the Codelt.Niobrata Formation Further Limited to Pte 1uetiion from the Watibores of the Wells Ranch AA12-63-1 F{N and Wells Ranch AA12-54.1HN Wells BENEFICIAL OVYNERSHIP64 Name Weld County. Colorado, a political subdivision of the State of Colorado WI Nett 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 Coveredt5: 100.0% MI in Tracts 7 and 8 of this Opinion. iew Well Name: WELLS RANCH AA72.63-7HN Well History API 05-123-35629 Sartare Legal Lecbn ResciUsy Field 4VATTEN5ERG Ekes. a Stats,Pnvince COLORADO Well Ccnfguratlon Tyye HORIZONTAL QauR] Eevates(A) 4,857.00 Casing France &safari 4/ KB - SLIMS_ MKS) 2400 KC{tsirg Flange Distance 1f1), Spl# Dane 8281201206:30 11 Pease Date 9131201218:00 View Well Name: WELLS RANCH AA92-64-9HN Well Review API 05-123-35626 Sta Legit Locci-,n R ytal Fna WATTENBERG Li¢sne P SatelP[asBee COLORADO Wet Cee,p5'reSien Type HORIZONTAL ieete/ Eeeatien (ft) 4,858.00 Cat.g Ras -Se Evi5_n 41 ISB - C -L I neAL 'SKS) 24.00 KB-Caseg Flanan 0/eence ltI Sped Date 8/2112012 0820 W9 Retie Date 827201222:30 Noble Energy, Inc Weld County Mineral Interest Plat Wells Ranch AA12-63-1HN and Wells Ranch A.A.12-64-1HN WOW 4OM100 as usrrn dJ+X9 ac WINE 4D.OW ac S.YII;: Xi)3c ZE` IN 4J.0A ac SatiE 40.000 ac EZ u ei 40x00 x -H 6N63W NEW 40.00 ac WISE QM) ac 11E00 40070 at Wells Ranch AA12-64-1HN sesW 40 070 ac Wells Ranch AA12-63-1HN Legend ❑ Well Spacing Unit T6N-R63W-Sec. 12: S/2 Weld Co. Leasehold Interest (Within Spacing Unit) 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 AA12-64-1HN 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 Department 720-587-2068 Desk Code: NRF 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%RI X (80.91 / 323.50) = 5.002164% RI Wells Ranch AE 18-68-1HN: 20%R1 X (82.02 / 327.03) = 5.016054% RI Let me know if you have any further questions Ada :iair flivsior. F.a 3t 1025 Broadway Suite 2200 Denver, CO 80202 Main: 303.228.4000 Direct: 720.587.20 asincla Iran'o bleen ergyimc.00m nn noble energy From: Tammy Waters <twaterseco.weld.co.us> To:"asinclairO,nobleenergvinc.com" <asinclair@nobleenergyinc.com> Cc: Stephanie Arries <sarriesCaico.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 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 3866126 Pages: 1 of 18 08/15/2012 11:18 AM R Fee:$96.00 Steve Moreno, Clem and Recorder. Weld County. Co �II1ly'i��i1tW��4 rir�+laUi�l.��E'i+ hild�N4EW' tt111 AAPL - FORM 6lORS - 1989 MODEL FORM RECORDING SUPPLEMENT TO OPERATING AGREEMENT AND FINANCING STATEMENT THIS AGREEMENT, entered into by and between Noble Enemy. lee. hereinafter referred to as "Operator," and the signatory party or parties other than Operator, hereinafter mfcncd to individually as "Non -Operator," and collectively as "Non-Operatora." WHEREAS, the parties to this agreement arc owners of Oil and Gas Leases and/or Oil and Gas Interests in the land identified in Exhibit "A" (said land, Leases and Interests being hereinafter called the "Contract Area"), and in any instance in which tire Leases or interests of a party are not of record, the record owner and the party hereto that owns the interest or rights therein arc reflected on Exhibit "A"; WHEREAS, the parties hereto have executed an Operating Agreement dotal May 1, 2012 (herein the "Operating Agreement"), covering the Contract Area for the purpose of exploring and developing such lands, Leases and Interests for Oil and Gas; and WHEREAS, the parties hereto have executed this agreement for the purpose of impelling notice to all persons of the rights and obligations oldie parties under the Openning Agreement and fur the limier 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 as follows: I • This agreement supplements the Operating Agreement, which Agreement in its entirety is inempamted herein by reference, and alt 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 patties comprising the Contract Area shall be subject to and burdened with the terms and provisions of this agreement and the Operating Agreement, and the parties do hereby commit such Leases and Interests to the performance thereof. it. The exploration and development of the Contract Area for Oil and Gas shall be governed by the terms and provisions of the Operating Agreement, as supplemented by this agreement. C. All costs attd liabilities incurred in operations under this agreement and the Operating Agreement shall be borne and paid, and all equipment and materials aquired in operations on the Contract Area shall be owned, by the pasties hereto, as provided in the Operating Agreement. D. Regardless of the rowel 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 panics as provided in the Operating Agreement; provided nothing contained in this agreement shall be deemed ail assigtmrent or cross -assignment of interests covered hereby. E. Each party shall pay or deliver, or cause to be paid or delivered, all burdens on its share of the production from the Contract Area as provided in the Operating Agreement F. As overriding royalty, production payment, net profits interest or other burden payable out of production hotelier created, assignments of production given as security for the payment of money and those overriding royalties, production payments and other burdens payable out of production heretofore created and defined as Subsequently Created Interests in the Operating Agreement shall he (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 party an interest which is subject 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 tens and provisions and in the times and manner provided by the Operating Agreement. G. The Oil and Gas Leases and/or Oil and Gas Interests which are subject hereto may not be assigned or transferred except in accordance with those terms, provisions and restrictions in the Operating Agreement regulating such transfers. This agreement and tie Operating Agreement shall be binding upon and shall inure to the benefit of the parties hereto, and their respective heirs, devisees, legal representatives, and assigns, and the terns hereof shall be deemed to run with tine leases or interests included within the lease Contract Area. H. The parties shall have the right to acquire an interest in renewal, extension and replacement. leases, leases proposed to be surrendered, wells proposed to be abandoned, and interests to be relinquished as a result of non•pamicipation in subsequent operations, all in accordance with the terms and provisions of the Operating Agreement. I. The rights and obligations of to parties and the adjustment of interests among them in the event of a failure or loss of title, cach party's right to propose operations, obligations with respect to participation in operations on the Contract Area and the consequences of a failure to participate in operations, the rights and obligations of the parties regarding the marketing of production, and the sights and remedies of to padiaa for failure to comply with financial obligations slat be as provided in the Operating Agreement 1. Each party's interest under this agreement and under to Operating Agreement shall be subject to relinquishment for its failure to participate in subsequent operations and each party's share of production and costs shall be reallocated en the basis of such relinquishment, all upon the terms and provisions provided in the Operating Agreement. K. All other matter with respect to exploration and development of the Contract Area and the ownership and transfer of the Oil and Gas Leases and/or Oil and Gas Interest therein shalt be governed by the terms and provisions of lbe Operating Agreement. 3. The parties hereby grant reciprocal liens and security interests as fellows: A. Each party grants to the other panics hentu a lien upon any interest it now owns or hereafter acquires in Oil and Gas Lasses and Oil and Gas Interests in the Contract Area, and a security interest and/or purchase money security interest in any interest it now owls or herowtller acquires in the personal property and fixtures on or used or obtained for use in connection therewith, to secure performance of all of its obligations under this agreement and the Operating Agreement including but not limited to payment of expense, interest and fees, the proper disbursement of all monies paid under this agreement and tire Operating Agreement, the assigmnent or relinquishment of interest in Oil and Gas Lases as required under 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 party hereto stall 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 lands 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, touts, and tubular goods), and accounts (including, without limitation, accounts arising from the sale of production at the wellhead), contract rights, inventory and general intangibles relating thereto or arising therefrom, and all proceeds and products of the foregoing. Wells Ranch AA L2 -64-111N 3868126 Pages: 2 of 18 08/15/2012 11:18 All R Fee:$96.00 Steve Moreno, Clerk and Recorder; Weld County, CO liIIFililialNelW+TitilOCh I Mil IN AAPL- FORM 610RS - 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 lien, and each party hereby agrees to maintain the priority of said hen 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 party. 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 assigunent, merger, mortgage, operation of law, or otherwise, shall be deemed to have taken subject to the lien and security interest granted by tire 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 orafter 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 the 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 the obtaining of judgment by a party for the secured indebtedness shall nut 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 fees, 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 party, plus interest, has been received, and shall have the right to offset the amount owed against the proceeds from tire sale of such defaulting party's share of Oil and Gas. All purchasers of production may rely on a notification of default from the nondofaulting party or parties stating the atnount due as a result of the default, and all parties waive any recourse available against purchasers for releasing production proceeds as provided in this paragraph, D. If any party fails to pay its shale of expenses within one hundred -twenty (120) days after rendition of a statement therefor by Operator the non -defaulting parties, including Operator, shall, upon request by Operator, pay the unpaid amount in the proportion that the interest of each such party bears to the interest of all such parties. The amount paid by each party so paying its share of the unpaid amount shall be secured by the liens 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 party 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 alter the date of judgment, any required valuation orappraisetnent of the mortgaged or secured property prior to sale, any available right to stay execution or to require a marshalling of assets and any required bond in the event a receiver is appointed. In addition, to the extent permitted by applicable law, each patty 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 manner 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 materialmeu's lien law of the state in which the Contract Area is situated in order to secure the payment to Operator of any sum due under this agreement and the Operating Agreement for 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 Area and this Recording Supplement may be filed in the land records in the County or Parish in which the Contract Area is located, and as a financing statement in all 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 Code, or other stale laws. 4. This agreement shall be effective as of the date of the Operating Agreement as above recited. Upon termination of this agreement and the Operating Agreement 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 patty 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 orris 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 made by any party of any interest in the Leases or Interests subject hereto except as expressly permitted under the Operating Agreement and, if pcnnitted, shall he made expressly subject to this agreement and the Operating Agreement and without prejudice to the rights of the other panics. 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 not be required to recognise any such sale, encumbrance, transfer or outer 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 from the transferor or transferee. No assignment or other disposition of interest by a party shall relieve such party of obligations previously 'neutral by such party under this agreement or the Operating Agreement with respect to the interest transferred, including without limitation the obligation of a party to pay all costs attributable to an operation conducted under this agreement and the Operating Agrexinremt 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 tents and provisions of the Operating Agreement, then, as between the parties, the terns and provisions of rite Opemtit,g 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 Nun - Operator and Operator notwithstanding that this agreement is not then or thereafter executed by nil of the patties to which it is tendered or which are listed on Exhibit "X' 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 provisions shall not be affected, and shall be enforced as if the illegal or unenforceable provision did not appear herein. 5. Other provisions. The Operating Agreement contains the rights and remedies of the parties thereto la the event of a default under the terms of the Operating Agreement or a default under any 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 all in 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 or a default by a Non -Operator under any third party obligation, Operator shall be entitled to notice prior to any foreclosure 'retina 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 AAI2-04-iHN - 2 - 3866128 Pages: 3 of 18 08/15/2012 11:18 AM R Fee:$96.00 Steve Moreno. Clerk and Recorder, Weld County. CO ■Ul I 'inikelriRhi,IA IFITIO ALdMIlli MIN AAPL —FORM 610RS —1989 rr was printed from end; with the exceptions) listed below, is identical to th Agreement and Financing Statement, as published in eomputerized form by For; ^rS n A-DiskD k, I^' '', Inc. No changes, aiteratienr,-er modifications, other than those made by strikethrough and/or insertion and that are clearly recognizable as changes in Articles le-been-maiie-te-the-foffTh ef IN WITNESS WHEREOF, this agreement shall be effective as of the i, day of May , 2012 OPERATOR ATTEST OR WITNESS Noble E c. ATTEST OR WITNESS Title: Date: May 15, 2012 By: Jose It �► $j r,', Type or,nt n Alton -hi-Fact Address: 1625 Broadway, Suite 2200, Denver, CO 80202 NON -OPERATORS Anadarko E&P Company LP By:1017 i j' . s[j OrJ heae�iEi� Ttllc: Agent anilrf'=In-F ct Date: T4.1.4y/a.- Address: 1099 18 " Street, Suite 1800, Denver, CO 80202 ATTEST OR WITNESS ATTEST OR WITNESS ATTEST OR WITNESS ATTEST OR WITNESS Dlos del Mar Petroleum Company, Inc. By: Type or Print Name Title: Date: Address: P.O. Box 621128, Littleton, CO 80162 WYOTEX Oil Company By: Type or Print Name Title: Date: Address; P. O. Box 280969, Lakewood, CO 80228 By: Black Wolf Resources, LLC Type or Print Name Title: Date: do Robert P. Messana, Attorney at Low Address: 215 West Oak Street, Sutte 900, Fort Collins, CO 80521 Heirs of Lorena A. Travis By: Type or Print Name Title: Date: Address: (Address Unknown) Wells Ranch AA12-64-IHN - pk - 3 - 3866125 Pages: 4 of 18 88/15/2012 o,l Cierkk 8 a d Recorder, weld county, co Eli Eh AAPL - FORM 610RS —1989 with the onception(s) listed below, is identical to the AAPL Form 610RS 1989 Model Form Recording Supplement to Operating Agreement and Financing Statement, as published in computerized form by Fonns On A Disk, [no. No changes, alteretieas;-ev in drfi^-"-n other than these mode by strilcethrough and/or insertion and that -are -clearly recognizable as ehanges in Articles have been made ,a the f rm IN WITNESS WHEREOF, this agreement shall be etTective as oldie t" day of May , 2012 OPERATOR ATTEST OR WITNESS ATTEST OR WITNESS By: Type or I Title Alto ay -In -Fact Dote: May 15, 2012 Address: 1625 Broadway, Salle 2200, Deaver, CO 80202 NON -OPERATORS ATTEST OR WITNESS ATTEST OR WITNESS ATTEST OR WITNESS ATTEST OR WITNESS By: Anadarko E&P Company LP Type or Petit Name Title: Pate: Address: 109918" Street, Suite 18110, Denver, CO 80202 Dios del Mar Pet WYOTEX Oil Company By: Type or Print Name Title: Date: Address: P.O. Bel 280969, Lakewood, CO 80228 Fly: Tltic: Dale: Address er..,,k ,ua,r ne,o.. __ Sir C Type or Print Mama eta Robert P. Mecum:, Attorney at be,: — Heirs of Lorena A. Travis By: Type or Print Name Title: Date: Address: (Address Unknown) Wells Ranch AA12-64-IHN - pk -3 - 3866126 Pages: 5 of 18 08/15/2012 11:18 All R Foe :$913.00 Steve Moreno, Clerk and Recorder, Weld County CO lvHUM 11111 AAPL — FORM 610RS —1989 with the csception(a) listed below, is identical to the AAPL Form 610RS 1989 Model Form Recording Supplement to Opomting form by Forms On A Disk, -lyre. No changes, alterations, or modifications, other than those made by etrilcethrough andier insertion and that ore el ' L...... L. ,,-to-do t,. ,Lorin. IN WITNESS WHEREOF, this agreement shall be effective as of the Iv day of May , 2012 OPERATOR ATTEST OR WITNESS ATTEST OR WITNESS By: Ty or Printante Title: Homey -In -Fact Date: May 15, 2012 Address: 1625 Broadway, 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 Priest Name Title: Dale: Address: 1099 18" Street, Suite 1800, Denver, CO 80202 Dios del Mar Petroleum Company, Inc. By: Type or Print Name Title: Date: Address: P. O. Box 621128, Littleton, CO 80162 y_ _ [�1 By: [ e.t. v1 vA is►cia ► Ple(y t' t Type or Print Name Title: �C�-.+.1 Date: 3.ant `ti UM -- Address: P. O. Boa 280969, Lakewood, CO 802 Black Wolf Resources, LLC By: Type or Print Nouns Title: Date: do Robert P. Messana, Attorney at Law Address: 215 West Oak Street, Suite 900, Fort Collins,CO 80521 Heirs of Lorena A. Travis By: Type or Print Name Title: Date: Address: (Address Unknown) Wells Ranch AA12-64-11Th - pk - 3 - 3866126 as: of 18 Steve 08/15/2012 ,.1 '1 11::18 AH R Fee:$88.00 er, Weld 1 W MW Of 0 AAPL - FORM 61ORS - 1989 MON-OPERATORS continued... ATTEST OR WITNESS ATTEST OR WITNESS Wolf Point Ear ]oration, LLC By; Type or Print Name Title: Date: k' r Address: 215 West ak Street, Suite 900, Fort Collins, CO 80522 By: 1280 Horizons, LLC Type or Print Name Title Date: Address: 6768 South Queen Road, Littleton, CO 80127 Wells Ranch AA12-64-1 FIN — 06/08/2012 Assigned Interest - 3(a)- 3866126 Pages: 7 of 18 08/15/2012 11:18 PFI R Fee:895.00 Steve Moreno, Clerk and Recorder, Weld County. CO X111 N�'�Y1t14��h.0�dtl+iG�tl�'GOi�4 Wrl�i+l�lM'�L II III AAPL — FORM 6 I ORS - 1989 NON -OPERATORS continued.,. ATTEST OR WITNESS Wolf Point Exploration, LLC By: Type or Print Name Tills Date: Address: 215 West Oak Street, Suite 90O, Fort Collins, CO 80522 ATTEST OR WITNESS By: Type or Print Name Titer Date: Address: 6768-&w Wells Ranch AA 12-64-I HN — 06/08/2012 Assigned Interest - 3(a) - 3866126 Pages: 8 of 18 08/18/2012 11.18 All R Fee :$98.00 Steve CO Sill l '�rE11'1,14��b t�fil'� 1 Iriria�d4V*eno Clerk and Recorder , Weld Idea i Ii III AAPL— FORM 6I0RS - 1989 ATTEST OR WITNESS Harriett A. While By: Type or Print Name Title: Date: Address: (Address Unknown) Wells Ranch AA12-641HN -4- 3866126 Pages: 9 of 16 Steve Moreno, 11:18and Reccoorrd��e�rr �,,,aWl�ee{ll,dd/f�,County, CO W�il �`` ■III r4. I41 ?? ++k4lili{II Yf Y f�lYl715lt1tll�fl I mY SID AAPL — FORM d I ORS - 1989 ACKNOWLEDGMENTS NOTE: The following forms of acknowledgment are the short (onus approved by the Uniform Law on Notarial Acts. The validity mud effect of these lams in any state will depend upon the statutes of that state. Acknowledgment In Representative Capacity State of Colorado City and Cgttaty of Denver § ss. § This Instrument was acknowledged before one on Kay 15, 2012 by Joseph Il. Lostxo as Attorney -In -Ind of Noble Energy. Inc. (Seal, t5;.Y .1. */y PHYLLIS i State of t.,0 0{^G1 0 § § Cavity of Uen§ �/ JCcce ✓ l ec clef 6t - Title (and Rank) Notary Public My cemmbsle a expires: 10/10/2015 Acknowledgment in Representative Capacity This instrument was acknowledged before me on Crud y ) Rol I a nrneu-1s ia�f (Seal, if any) State of I BETH A BECK NOTARY PUBLIC STATE OF COLORADO My CanMsslnn Expires 11112/2013 County of by (T)'e9eNy T 3f1ew114akev' as of Anadarko E&P Company LP Title (and Rank) All /��61fr: My commission expires: /1 ! to I /.17 Acknowledgment In Representative Copaeily § as. This instrument was acknowledged before me on (Seal, if any) by of Dios del Mar Petroleum Company, lime. as Title (and Rank) Wells Ranch AA1264-IIIN My commission expires: 3866126 Pages: 10 of 18 08/15/2012 11:18 AM R Fee :$90.00 Steve Moreno, Clerk and Recorder, Weld County. C0 grolsi fNIq%Ii i NUB LW !KWh 11111 AAPL- FORM 610R8 - 1989 ACKNOWLEDGMENTS NOTE: The following forms of acknowledgment am the sbon tones approved by the Uniform Law on Notarial Acts. The validity and effect of these fors in any slate will depend upon the statutes of Mat slate Acknowledgment in Representative Capacity Slate of Colorado City and Cqunty of Denver State of § § ss. § This Instrument was acknowledged before me on May 15, 2012 County of § § ss. § by Josenb H. Lorenzo of Noble Enervw lee. • Title (and Rook) Notary Public My commission expires: 10/10/2015 Acknowledgment in Representative Capacity This instrument was acknowledged before me on as by of Anadarko E&P Company LP (Seal, If any) State o[)'s 11Yarih_ § § ss. County Title (and Rank) My commission expires: Acknowledgment In Representative Capacity This instrument was acknowledged before me on cc:4yd\ l7[ 1 c cusc t. 4 (Seal, if any) a 'ltd+./ 'oUE11.10 Wells Ranch AA12-64-1R11.tn7:. _ Title (and Ran My commission expires: Q ILA 115 3866126 Pages: 11 of 18 Steve5Morreno.lClerk and 8 Reco der. weld County, Co VIII 6N'rM:li)Iu'dhYAW lrilLIC.IVIAIN!WAN%IN I NI III AAPL— FORM 610R8- 1989 Acknowledgment In Representative Capacity State of WI1.1C14O MM § ss. County of GVT'AkA 'C § This Instrument was acknowledged before Inc an 21,20iz �CPARC�Q ,0 ,011. R Per,, (Seal, if any) NOTARY dd t. PUBLIC = Tide (-14 n lole Sp ..... P� ro itNitti nO� linlax\ s/pi Exdtes by l —D la.t�1 -A • OS17.ddf It of wvoTcx an c. State of § My commission expires: 5-75-11-0 Acknowledgment in Representative Capacity § ns. County of § This instrument was acknowledged before me on by as of (Seal, if any) State of gss County of § Title (and Rank) My commission expires: Acknowledgment in Representative Capacity This instrument was acknowledged before me on by of Heirs of Lorena A. Travis (Seal, Many) as Title (and Rank) My commission expires: Wells Ranch AA12-64-1HN 3g888126 Pages: 12 of 18 0Steve Moreno, 2 t Clerkk 8 and Recorder, Welld County, Co ■IIINfriK k''IkL1dr16NFh Nile AAPL— FORM 61 ORS - 1989 Acknowledgment in Representative Capacity Slate of Cetamirs a C ss. County of tH/fryz.-- k -�{-�This instrument was acknowledged before me on Je�re 17, ZOtl_ Li — /40r a � (Seal, if any) C by 12o la— 4 P. / 5"son. of Wolf Point Exploration, LLC Title (and Rank) My commission expires: State of County of Acknowledgment In Representative Capacity This instrument was acknowledged before me on by of 1280 Horizons. LLC (Seal, if any) Title (and Rank) My commission expires: Wells Ranch AAI2-64-1 HN —06/08/2012 - 6(a) - Assigned Interest 3886126 Pages: 13 of 18 08/15/2012 11:18 nM R Fee:$96.00 Steve Moreno, Clerk and Recorder, Weld County, Co II Eh II1 rs IL W IVCI44,IN'd 11III AAPL — FORM 610RS - 1989 State of a * ss. County of 4 This nutriment was acknowledged before me on Acknowledgment in Representative Capacity by as of Wolf Paint Exploration LLC (Seal, irony) State of C°�P County of t Iiap L e (Seal, if Title (and Rank) My commission expires: Acknowledgment in Representative Capacity This inshyyment was acknowledged before me on Cteg- 70(2 ‘-.144.24/74i 1 ALEX A (BURY NOTARY PUBLIC. STATE OF COLORADO II My Comm. Expires September 21, 2015 by of —Smit1 ffeire--). mm�s Sw Eptun-4!ti- , LLC_. as Title (and Rank) giC)Ve.e" .pU k7 /_ My commission expires: e9 Z( ?o/3 Wells Ranch AAI2-64-1[IN-06/08/2012 - 6(a) - Assigned Interest 3866126 Pages: 19 of 18 08/15/2012 11:18 AM R Fee:$96.00 Steve Moreno, Clerk and Recorder, Weld County. CO to NP'iPhIY�,IFI�iE1E�EY1h14i461F11N�IL� It��NIN'l11111 AAPL — FORM 610RS - 1989 Individual Acknowledgment State of Bs. County of F This Instrument was acknowledged before me on by Harriett A. White (Seal, if any) Title (and Rank) My commission expires: Wells Ranch AA12-64-1HN 38 6128 Pages: 15 of 18 086 5M 0e 11:18 All y RR Fee:896.00 fi.0tl county, co �IIIN��P'hiNr'dFl;14N4 Nh4.lCii UI4.1411,lfi'LlN''1 lIIII Exhibit "A" 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 - Operator. I. Lands Subject to this Agreement: Township 6 North, Range 63 West, 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 RANCH AA12-64-I I -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 181° 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 65.630846% 14.712923% 7.356462% 7.356461% 1.634770% 1.634769% Unbeatable heirs of Lorena A. Travis 0.892857% Unleased minerals Unleased. Harriett A. White Unleased and unable to locate. Revisal— 07/06/2012 - Assigned Interest 0.780912% Unleased minerals 100.000000% 38 6126 Pages: of 086 5/M2012 11:18rk AaM R Fed SB Bea count. CO IIII IM'iP9ilYu' IkI�N11tNG l*i V�V f CVIWCI{+i' l �I 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. 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, 6"' 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, 6"' P.M. Section 12: W/2SW/4 Lessor: Frederick M. Herb 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, E/2SW/4 Lessor: Huberta M. Brown, a widow dealing with her sole and scpatate 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 Ranee 63 West, 6" P.M. Section 12: W/2SE/4, B12SW/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 AAI2-64-ItIN Revised— 07/062012 - Assigned Interest 3866126 Pages: 17 of 18 08/15/2012 11:18 an R Fee:$96.00 Steve Moreno, Clerk and Recorder, Weld County Co �1116Y'iMliiYwIMMtlNttiWhMMI diitl+illitif 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 I. 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. 61k 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/2SPJ4, 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/2SE14, EI2SW/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, Ranee 63 West, 6"` P.M. Section 12: W/2SE/4, E/2SW/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. 61h P.M. Section 12: W/2SE/4, E/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. Ranee 63 West. 61h P M. Section 12: W/2SE/4, E/2SW/4 Wells Ranch AAI2-64-I11N Revised -07/00/2012 - Assigned Interest 3866126 Pages: 18 of 18 08/15/2012 11:18 All R Fee:$98.00 Steve Morena, Clerk and Recorder, Weld County, CO UulNP'J iI cli111I+ LINIrikNl~L! 1.PAL14U'dit111 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. 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: Township 6 North, Ranee 63 West, 6°i P.M. Section 12: W/2SE/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: Contex 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, 6°i 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. TBD Description: Insofar and only insofar as lease covers the following: Township 6 North. Range 63 West, 6h PM Section 12: W/2SE/4, E/2SW/4 NEI Lease: Q041842003 Lessor: James W. Ritter and Leslie A. Ritter, husband and wife Lessee: Noble Energy, Inc. Lease Date: March 10, 2010 Recorded: Reception No. 3720506 Description: Insofar and only insofar as lease covers the following: Township 6 North, Range 63 West, 61° PM Section 12: W/2SE/4, E/2SW/4 NEI Lease: Q041842004 Lessor: Eric Lee Ritter and Kris A. Ritter, husband and wife Lessee: 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°i PM Section 12: W/2SE/4, E/2SW/4 END OF EXHIBIT "A" Wells Ranch AA12-64-1 HN Revised —07106120I2 - Assigned Interest Hello