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Home My WebLink About20184193.tiff LE0350 This is not a traditional lease issued by Weld County. It was brought about by a request from Noble Energy, Inc., for a Division Order dated 2/1/2019 with the property name Larson AA19-618 — 635; Larson A23-622 — 683. Upon review, the original lease was dated 3/3/2011 , between Larson Farms, LLC, and Saint James Oil, Ltd., for a two year term, at Reception No. 3754266 4/1/2012 the lease was assigned from Saint James Oil, Ltd. to Grand Teton Oil & Gas, at Reception No. 3839577. 9/1/2013 the lease was assigned from Grand Teton Oil & Gas to Bayswater Exploration & Production, LLC, at Reception No. 3963587. 1/1/2017 the lease was assigned from Bayswater Exploration & Production, LLC, to Noble Energy, Inc., at Reception No. 4285809. 2/28/2018 Larson Farms deeded Weld County 0.095 acres of right-of-way cot- 12.ec„pA�or-, lo o• 4 38 O‘.' Per the title opinion for the Division Order, the original lease is/was held by production of multiple other "Larson" wells, which were spud prior to the expiration of the original lease, therefore, the lease was deemed valid and the Division Order processed. LE-O5° 4285809 03/15/2017 03 : 29 PM Total Pages : 11 Rec Fee : $63 . 00 Carly Koppes - Clerk and Recorder, Weld County , CO ASSIGNMENT, BILL OF SALE AND CONVEYANCE This ASSIGNMENT, BILL OF SALE AND CONVEYANCE (this "Assignment") dated effective as of January 1 , 2017 at 12 : 01 a.m . local time where the Assets (as defined below) are located (the "Effective Time"), is from Bayswater Exploration & Production, LLC, a Colorado limited liability company, Bayswater Blenheim Holdings LLC, a Colorado limited liability company and Bayswater Blenheim Holdings II, LLC, a Colorado limited liability company, whose addresses are 730 17th Street, Suite 610, Denver, Colorado 80202 (collectively "Assignor"), to Noble Energy, Inc., a Delaware corporation ("Assignee"), whose address is 1625 Broadway, Suite 2200, Denver, Colorado 80202 . Assignor and Assignee are at times referred to herein individually as a "Party" and collectively as the " Parties . " Capitalized terms used herein but not otherwise defined shall have the meanings given such terms in the Asset Exchange Agreement by and between Assignor and Assignee, dated February 9, 2017 (the "Exchange Agreement"). ARTICLE 1 ASSIGNMENT OF ASSETS 1 .01 Assignment of Assets. For and in consideration of good and valuable consideration, the receipt and full sufficiency of which are hereby acknowledged, Assignor does, subject to the exceptions and reservations set forth in this Assignment, hereby grant, bargain, sell, convey, transfer, assign, set over and deliver to Assignee all of Assignor' s right, title and interest in and to the following (but reserving, excepting and excluding, in all such instances, the Excluded Assets described in Section 1 .03 of this Assignment) (collectively, the "Assets") : (a) the leasehold estates created by the oil and gas leases described in Exhibit A hereto, insofar and only insofar as the oil and gas leases cover and relate to the lands described on Exhibit A (the "Leases"); (b) to the extent transferable, all unitization, pooling and communitization agreements, declarations, orders, and the units created thereby insofar as the same relate to the Leases and to the production of all oil, gas and other hydrocarbons ("the "Hydrocarbons"), if any, attributable or allocated to the Leases; (c) all surface leases, permits, rights-of-way, easements and other surface rights agreements insofar as the same are used primarily in connection with the exploration, drilling, production, gathering, treatment, processing, storing, sale or disposal of Hydrocarbons or produced water from the Leases (the "Surface Rights"); and (d) To the extent transferable and in Assignor' s possession, all of Assignor' s land records, lease records, contract files, title records (including abstracts of title, title opinions and memoranda, title curative documents, broker run sheets and landowner contact information) and other records relating to the items described in Sections 1 .01 (a) to 1 . 01 (c) but excluding any seismic, geological, geophysical and interpretative data or information and any information covered by the attorney-client or attorney work-product privilege (other than title opinions and 3963587 09/ 16/2013 08 : 48 AM Total Pages: 19 Rec Fee : $ 101 . 00 Steve Moreno - Clerk and Recorder, Weld County , CO ASSIGNMENT AND BILL OF SALE STATE OF COLORADO § COUNTY OF WELD § This ASSIGNMENT AND BILL OF SALE ("Assignment") dated the 13th day of September, 2013 , and effective as of 7 : 00 a.m. , Mountain Time, on September 1 , 2013 , ("Effective Time") , is from Grand Teton Oil & Gas, LLC, (hereinafter referred to as "Assignor") to Bayswater Exploration & Production, LLC ( as to an undivided 20%) and Bayswater Blenheim Holdings II, LLC (as to an undivided 80%) each with an address of 730 17th Street, Suite 610, Denver, CO 80202 (hereinafter collectively referred to as "Assignee"). FOR Ten Dollars and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Assignor hereby GRANTS, CONVEYS, SELLS and ASSIGNS to Assignee, all of Seller ' s right, title and interest in the following properties (real, personal or mixed) and rights (contractual or otherwise) : (a) the oil and gas leases, and the leasehold interests, working interests and net revenue interests derived therefrom, which are described on Exhibit A (collectively, the "Leases") ; (b) all wells (the "Wells"), including, without limitation, oil and gas wells, injection wells, pressure maintenance or salt water disposal wells, whether producing or non-producing, that are located on the lands (the "Land") covered by the Leases (the "Wells" are described in Exhibit B); (c) personal property, equipment, equipment , fixtures and improvements, now or as of the Effective Date, located on, used or held, on the Leases, for use on the Leases or the Wells for the production, gathering, treatment, processing, sale or disposal of hydrocarbons or water produced therefrom or attributable thereto, (collectively, the "Equipment"); (d) oil, natural gas, natural gas liquids or condensate inventory produced from the Wells or attributable to the Leases, or lands pooled or unitized therewith, including "line fill" and inventory below the pipeline connection in the tanks as of the Effective Date, or the proceeds thereof (collectively, "Production" ) ; (e) unitization, communit izat io n, pooling, and operating agreements, and the units created thereby that relate to the Leases, the Wells or interests therein, including any and all units formed under orders, regulations, rules and other official acts of the governmental authority having jurisdiction, together with any right, title and 1 ASSIGNMENT BILL OF SALE AND CONVEYANCE THE STATE OF COLORADO ) COUNTY OF WEI .D This Assignment. 1311.1. of Sale and Conveyance r the ' Assignment') is from SAINT JAMES OIL. LTD a Nevada corporation . whose address is. 1 1177 Eagle View Dr. Sand) . Li' rt4l)u:. therein referred to+ as •Assignor), to, GRAND 1.ETON OIL & GAS. L LC A Wyoming Corporation. whose address is. 125 S king Street. Jackson. WY. S300I h heron after referred to as A;atgnoae) Assignor. for S10t1 tai and other good and valuable consideration. the nxc►pt anti sufficiency of which arc hereby acknowledged and confessed by Assignor. does hereby assign. Convey. transfer. set over and del Cr unto Assignee and Assignee's successors in title and assigns. effective a. of 12.00 a m. local Tame ti the location of the pmpen les herein assigned. on April 1 . 201 ? I the ' Efl xtivc• Tune), All oil and gas mineral interests bested in % eld County. Colorado, as yet out on Exhibit A. hereafter deemed as the "subject Properties" SLBJEC f PROPFRTIFS The term 'Subject Properties" means (a) Leases w4 Lands All of the undivided interest of Assignor in and to the oil, gas and mineral leases and oil and gas leases as deccribo d in Exhibit A (the ' Lease ), together with each and every kind and character of right. title. claim or interest which Assignor has in and to the lands described or referred to in Exhibit A or covered by the leases (the Lands"), including. but not limited to all fee mineral, royalty. °s crrtding royalty , net profits. and other interests, of any. in and to the lands or Leases or atinhutable• to production there Itoin; f )) Pooling and Ilnitiislinn Arrangements All of the undivided interest of Assignor in and to Iii all valid unttiiation. comniunitiration and pooling agreements, and t is ► the properties eonered and the units and pooled and commurntized areas created thereby ( including. hut not limited u' all units funned under {orders. regulations, rules or other official acts of any federal. state or other gusernmental agenciesi, to the extent any u) the foregoing matters related to the Leases or Lands, (C) Contract Rights. Ail of the undivided interest of Assignor in all contracts. agreements gas contracts or (Alien instruments relating to any off the Subject Properties. whether or not described on Ethrhit A (DiAskignexl Rights. All rights and interests gained by Assignor in through Bankruptcy Court Trustee Assignments and Court Orders pertaining but not limited to the Title and Ownership rights obtained in die Leases and wells le) Easements. All of :he undivided interest of Assignor in and to the casements. surface leases. permits. rights-of-way. licenses sera nudes or other similar interests appertaining to the leases or the Lands and useful to or used in connection with the exploration. development or operation of the leases or the Lands (the "Easemenis'), including. but not limited to the production. processing. treatment, storing. marketing or transportation ot'oil and gas. c.i%iinghe'ad ga.. condensate. distillate or other Vaporous hydrocarbons i referred to herein as "Hydrocarbons" ! t tl Personal Prohert�, F:;turd and lmpro% c mem. All of the undivided interests of Assignors in all personal property. fixtures and improvements appurtenant w or located Oil or near the Lands. and usetui to or used in connection with the exploration, development or operation of the Leases or the Lands i including. but not limited to the production. pme sstng, treating. storing. marketing or transportation of Hydrocarbons). including. hut not limited to any Hydrocarbons stored thereon or thereunder, and all other wells associated with the Subject Properties, easing. tubing. rigs. pumps. separators, racks. boilers. buildings. plums. fixtures. injection facilities. salt water disposal facilities. compression facilities. machinery and other equipment Pppelines. power lines and telephone line: (g) Gathering Facilities All of the undivided interest of Seller in the pipeline. lirtures. casing. tubing, meters, tanks. compressors. and other personal properly together with all ea- se m.'nts. rights of-war. options. permits or orders relating to the sale O1 Hydrocarbons from the Leases and Lands (h) Djtaa_All files, records or data owned by or In the possession of Seller or any affiliate of Seller and relating to or associated with the Subject Properties. including. but not limited to all land. lease. division and transfer order. Trustee assignments. prospect and title files and records. gesoksgical. geophysical and seismic record.. production records. accounting records, engineering records and data. lop. core data. pressure data. decline cun-es and tither related matters. including. but not limited to ail computer generated files and records fit Remainimintonts Without limiting the generality of the liorgorng. all of the undies idea interest of Seller. whether now owned or hereafter acquired' by operation of law or otherwise, in any of the Subject Properties, including. but not limited to the interests of Seller in .my ;merest in the Subject Properties In or demo' from all oil. gas and mineral leases and leaseholds. fen: and mineral interests and all other interests of whatsoever character insofar as such interests corer or relate to the lands or keasc, assigned herein 01 Miscellaneous Assignor agrees to execute. acknowledge and delis et to Assignee any additional instruments. notices, division orders. transfer orders and other documents and to do any other acts and 1 hings which may be nezcssary to more fully and effectively assign and convey to Assignee and Assignee's successors in title and assigns the Subject Properties intended to he assigned herelov. This Assignment :nay- he exex:utel in any number of eountetparts. and each counterpart hereof shall he deemed an original instrument. but all such coounterparts shall constitute but one assignment. This Assignment skill he binding upon and inure to the benefit of Assignor. Assignee and their respective successors in tide and assigns )1. EXECUTED this j day of April 2{) 1 ? . ASSIGNOR. SAIN I JAMES O11,12447 . _ .4tte" t BY -07 8.4_114- tt JAMF. . 4is . President 7 oo` ' ,' • • , I- � - : 3839577 Pages : 1 of 8 = 01/ 17/2012 03 . 00 PM R Fee : $46$46 00 = weld '' CO S ! e . e ,.`� e^o ` Clerk anct Relc10- de- } e w..o►� , r •r 1 i/ 1.14�,aA10114 rl Ifl •:. f . c r ',,, . ''• , r. . . . • . - EXHIBIT A l c .ssc Scheduk A,. uc'cnient Well : Larson Farms 1 - 24 WI 100 00 %, NRI 78 00 % Location NENE Sec 24 TGN R64W API 05 123- 34359 Recording Lease BooklReception Lessor Lessee Date Date Date I ) . ,t Larson Farms, LLC Saint James Oil, Ltd . 3/3/2.011 3754266 That portion of section 24 Township 6N R64W 3/4/2011 6th P. M . lying to the east of Crow Creek Weld County traversing tie section , comprising 355 acres Colorado more or Less C s 5 ems oa Cdr o m. GO L- O • LL N 4s- to p � u m tr O1 a. So — r1u � m a� N O � NN Q) ^ oa co r•) sr; - i )u SC hiduk Agriu.nit iii Well Larson Farms 2-24 WI 100 00% NRI 78 00% Location SE NE Sec 24 TbN Rb4W API 05-123 34360 Recording Lease BooklReceptton Lessor Lessee Date Date Date I)t<>r rqi tr' Larson Farms, LLC Saint James Oil, LW 3/3/2011 3754266 That portion of section 24 Township 6N R64W 3/4/2011 6th P M lying to the cast of Crow Creek Weld County traversing tie section,comprising 355 acres Colorado more or less ogV mS dpi V1.t u )ro S V V weKa en dam e0 '• 0 N FN.? tDa m"— P) y l♦ I..AS. S&ht.dt ll Atirit tin nl Well. Larson Farms 3-24 WI 100 00% NR1 78 00% Location NW SE Sec 24 T6N R64W API 05-123-34147 Recording Lease BooklReception Lessor Lessee Date Date Date t7rscritltum Larson Farms, LLC Saint James Oil, Ltd 3/3/2011 3754266 That portion of section 24 Township 6N R64W 3/4/2011 6th P M lying to the east of Crow Creek Weld County traversing tie section,comprising 355 acres Colorado more or less Oyu �-� 3 • col` OLLoPU me- d m 0) No 4 r-N L -2 m�d� Lc us( Stlnthat Agit'.nu.nt Well Larson Farms 4-24 WI 100 00% NRI 78 00% Location NE SE Sec 24 T6N R64W API 05 123 34148 Recording Lease BooklReception Lessor Lessee Date Date Date I)e„irpti i Larson Farms, LLC Saint James Oil, Ltd 3/3/2011 3754266 That portion of section 24 Township 6N R64W 3/4/2011 6th P M lying to the east of Crow Creek Weld County, traversing tie section,comprising 355 acres Colorado moi It 05 aTt o d` w t0.t LLo lfl a 41 b-+ tJ� tlmm MU-P di N2 N --fa Msmin it to tit.htduk Agit(mint Well Larson Farms 5-24 WI 100 00% NRI 78 00% Location 5th Spot Sec 24 T6N R64W API 05-123-34145 Recording Lease BooklReception Lessor Lessee Date Date Date Des:nrt or Larson Farms, LLC Saint James Oil, Ltd 3/3/2011 3754266 That portion of section 24 Township 6N R64W 3/4/2011 6th P M lying to the east of Ci ow Creek Weld County traversing tie section, comprising 355 acres Colorado more or less GI IS Mg m� O LL 8 V"P daq�- FrioL amm-= m "I N V Oltim�� I lttctulc Agrcl Inc Ili Well Larson Farms 6-24 WI 100 00oi NRI 78 00% Location SE SE Sec 24 T6N R64W API 05 123-34146 Recording Lease BooklReceptron Lessor Lessee Date Date Date Description Larson Farms LLC Saint James Oil, Ltd 3/3/2011 3754266 That portion of section 24 Township 6N R64W 3/4/2011 6th P M lying to the east of Crow Creek Weld County traversing tie section,comprising 355 acres Colorado more or less 3 rt V�1 TM C Nn� m=X C°.149 , r `m O LL r` m— 0Nl=,o- IBm L2E �m qr (I- m r-N o O)::WING nal 1_e.ix Sihrdule Agnrnnnl Well Larson Farms 7-24 WI 100 00% NRI 78 00% Location SW SE Sec 24 T6N R64W API 05-121-34149 Recording Lease BooklReception Lessor Lessee Date Date Date Description Larson Farms, LLC Saint James Oil, Ltd 3/3/2011 3754266 That portion of section 24 Township 6N R64W 3/4/2011 6th P M lying to the east of Crow Creek Weld County, traversing tie section,comprising 355 acres Colorado more or less 8 2 V C a*V O9 I03 Q)� p L� ate. 214.Po Pa m g N1U p B � NEA r.N o r. In E- m^ai�c rr O a' 11111II 11111 13 It 11111 Mil 3754266 03/04/2011 01 :54P Weld County , CO 266 1 of 5 R 31 . 00 0 0 .00 Steve Moreno Clerk & Recorder COLORADO OIL AND GAS LEASE THIS AGREEMENT, made this 3 day of - March 2011 between Larson Farms LLC, 29470 Weld County Road 66. Gills Colorado, 80624 hereinafter called Lessor, and Saint James Oil Ltd.= 11177 Eagle View Dr, Suite 150, Sandy. Utah,84092 hereinafter called Lessee, does witness: ( l } That lessor, for and in consideration of the sum often dollars ($ 10) or more in hand paid and of the covenants and agreements hereafter contained to be performed by the lessee, has this day granted, leased, and let and be these presents does hereby grant, lease, and let exclusively unto the lessee the hereinafter described land, and with the right to unitize this lease or any part thereof with other oil and gas leases as to all or any part of the lands covered thereby as hereinafter provided, for the purpose of carrying on geological, geophysical and other exploratory work, including core drilling, and the drilling, mining, and operating for, producing, and saving all of the oil, gas, casinghead gas, casinghead gasoline and all other gasses and their respective constituent vapors, and for construction roads, laying pipelines, building tanks, storing oil thereon necessary or convenient for the economical operation of said land alone or conjointly with neighboring lands, to produce, save, take care of, and manufacture all of such substances, said tract of land with any reversionary rights therein being situated in the County of Weld . State of Colorado, containing 335 acres, more or less and described as follows: net mineral lease in That portion of Section 24, Township 6 North, Range 64 West of the 6th PM, lying to the East of the Crow Creek traversing the Section, comprising 335 acres more or less. Assessors Parcels Numbers 080124000046- 111 Acres 080124000047- 224 Acres See additional terms in Exhibit "A". ( 2) It is agreed that this lease shall remain in full force for a term of two (2) years from the date of this lease, and as long thereafter as oil or gas, or either of them, is produced from said land (or from lands with which said land is consolidated) or the premises are being developed or operated. (3) In consideration of the premises the said lessee covenants and agrees: To deliver to the credit of lessor, free of cost, in the pipeline to which lessee may connect his wells, the equal to 22 % of all oil produced and saved from the leased premises. (4) The lessee shall monthly pay lessor as royalty on gas marketed from each well where gas only is found, 22.00% Royalty of the proceeds if sold at the well , or if marketed by lessee off the leased premises, then Royalty of its market value at the well. The lessee shall pay the lessor: (a) 22.00% Royalty of the proceeds received by the lessee from the sale of casinghead gas, produced from any oil well; (b) 22.00% Royalty of the value, at the mouth of the well, computed at the prevailing market price, of the casinghead gas, produced from any oil well and used by lessee off the leased premises for any purpose or used on the leased premises by the lessee for purposes other than the development and operation thereof. Where gas from a well or wells, capable of producing gas only, is not sold or used for a period of one year, lessee shall pay or tender as royalty, an amount equal to the delay rental as provided in paragraph (5) hereof, payable annually on the anniversary date of this lease following the end of each such year during which such gas is not sold or used, and while said royalty is so paid or tendered this lease shall be held as a producing property under paragraph (2) hereof. ( 5) However, this is a Paid-up Lease. Inconsideration of the cash down payment as acknowledged herein, Lessor agrees that Lessee shall not be obligated, except as provided herein, to commence or continue any operations during the primary term. If operations for the drilling of a well for oil or gas are not commenced on said land on or before twenty-four (24) months, from the date of this lease,(assuming Lease is not prohibited from drilling for reasons outside hi control) then this lease shall terminate as to both parties. Lessee may at any time execute and deliver, or place of record, a release or releases covering any portion or portions of the above described premises and thereby surrender this lease to such portion, or portions and be relived of all obligations as to the acreage surrendered. (6) If Lessor is restricted from developing the Lease during the primary term by regulatory acts, government imposed restrictions, drilling moratoriums placed in effect by any county, local, state or federal government entity, inaccessibility of drilling equipment, lockouts. or acts of God, then such time periods as such conditions exist, shall not be included in the 1111111111111111111111IIII111111111111 III 11111 IIII IIII 3754266 03/04/2011 01 54P Weld County, CO 2 of 5 R 31 00 D 0 00 Steve Moreno Clerk&Recorder calculation of the primary term of this lease,and shall act as extension of time to the primary term Should the first well drilled on the above describe land be a dry hole,and in that eveiit,if a second well is not commended on said land within 12 months of expiration of the primary term for which has been paid,this lease will terminate as to both parties,unless the lessee on or before expiration of said twelve months shall resume the commercial operations And it is agreed upon the resumption of payment the effect thereof shall continue the Lease in force just as though there had been no interruption in payments (7) If said lessor owns a less interest in the above described land than the entire and undivided fee simple estate therein,then the royalties and rentals herein provided shall be paid the lessor only in the proportion which his interest bears to the whole and undivided fee However, such rental shall be increased at the next succeeding rental anniversary after any reversion occui s to cover the interest so acquired (8) The lessee shall have the right to use,at market rates,gas,oil and water found on said land for its operations therein,except water from the wells of the lessor When required by the lessor the lessee shall bury its pipelines below plow depth and shall pay for damage caused by its operations to growing crops on said land No well shall be drilled nearer than 200 feet to the house or barn now on said premises without written consent of the lessor Lessee shall have the right at any time during,or after the exploration of,this lease to remove all machinery,fixtures, houses,buildings,and other structures placed on said premises,including the right to draw and remove all casing Lessee agrees,upon the completion of any test as a dry hole or upon the abandonment of any producing well,to restore the premises to their original contour as near as practicable and to remove all installations within a reasonable time (9) If the estate of either party hereto is assigned(and the privilege of assigning in whole or in part is expressly allowed),the covenants hereof shall extend to the heirs,devisees, executors,administrators,successors,and assigns,but no change of ownership in the land or in the rentals or royalties or any sum due under this lease shall be binding on the lessee until it has been furnished with either the original recorded instrument of conveyance or a duly certified copy thereof or a certified copy of the will of any deceased owner and of the probate thereof,or certified copy of the proceedings showing appointment of an administrator for the estate of any deceased owner,whichever is appropriate,together with all original recorded instruments of conveyance or duly certified copies thereof necessary in showing a complete chain of title back to lessor to the full interest claimed,shall be binding on any direct or indirect assignee,grantee, devisee,administrator,executor,or heir of lessor (10) Lessor hereby warrants and agrees to defend the title to the land herein described in so far as lessor represents that he has not previously conveyed the current mineral interests to any other party Lessor further agrees that the lessee,at its option,may pay in discharge in whole or in part any taxes,mortgages,or other liens existing,levied,or assessed on or against the above described lands and,in event it exercises such option,it shall be subrogated to the rights of any holder or holders thereof and may reimburse its self by applying to the discharge of any such mortgage,tax or other lien,any royalty or rentals accruing hereunder (II) Notwithstanding anything in this lease contained to the contrary,it is expressly agreed that if lessee shall commence operations for drilling at any time while this lease is in force, this lease shall remain in force and its terms shall continue so long as such operations are prosecuted and,if production results therefrom then as long as production continues If within the primary term of this lease production on the lease premises shall cease from any cause,this lease shall not terminate provided operation for the drilling of a well shall be commenced before or on the next ensuing rental paying date,or,provided lessee begins or resumes the payment of rentals in the manor and the amount heretnbefore provided If,after the expiration of the primary term of this lease,production on the leased premises shall cease from any cause,this lease shall not terminate provided lessee resumes operations for reworking or drilling a well within ninety(90)days from such cessation and this lease shall remain in force during the prosecution of such operations and,if production results therefrom,then as long as production continues (12) Lessee is hereby given the right at its option,at any time to pool or unitize all or any part or parts of the above described land with other land,lease,or leases in the immediate vicinity thereof,such pooling to be into units not exceeding the minimum size tract on which a well may be dulled under laws,rules,or regulations in force at the time of such pooling or unitization provided,however,that such units may exceed such minimum by not more than ten (10)acres if such excess is necessary in order to conform to ownership subdivisions or lease lines Lessee shall exercise said option,as to each desired unit,by executing and recording an I IIIIII 1 1111 111111 III FE NN III 11111 IIII IIII 3754266 03/04/2011 01 54P Weld County,CO 3 of 5 R 31 00 0 0 00 Steve Moreno Clerk&Recorder instrument identifying a unitized area Any well drilled or operations conducted on any part of any such unit shall be considered a well drilled or operations conducted under this lease,and there shall be allocated to the portion of the above described land included m any such unit such portion of the actual production from all wells on such unit as lessor's interest,if any,in such portion,computed on an acreage basis,bears the entire acreage of such unit and its is understood and agreed that the production so allocated shall be considered for all purposes,including the payment or delivery of royalty to be the entire production form the portion of the above described land included in such unit in the same manor as though produced from the above described land under the terms of this lease (13) This lease and all its terms,conditions and stipulations shall extend to,and be binding on each of the parties who sign this lease,regardless of whether such lessor is named above and regardless of whether it is signed by any of the other parties herein named as lessors This lease may be signed in counterparts,each to have the same effect as the original IN WITNESS WHEREOF,the undersigned have executed this mstrument on the date appearing above Signed and acknowledged �0 .k x os-aa�� Date fnct.,--L son Farms LLC Jack Larson,Managing Director STATE OF COLORADO )SS On this,the day of March,2011,before me,a Notary Public,the undersigned officer,personally appeared Tc•-c_k In rscn ,as manager,known to me(or satisfactorily proven)to be the persons whose names are subscribed to the within instrument,and acknowledged that they executed the same for the purposes therein contained IN WITNESS WHEREOF,I hereunto set my hand and official seal. 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' t Gy iritt f3 t^.�� t t-44.A. J rF. ��:. r,_.s? ytr y zt n C3"C f i' S I !: it +�'a ., y€` t•-, 1;.64 ., - .r"... 'j .4-a.,2,. •,,,2...;', .,t• t l - a.l'i t r !!!Audi ..;; _�" i.Xr,C.:.--Sz' „'‘A'''' 3f - 2'4'44:1';:!::......i7,-. ..,:-..0•2:-:!..'_!:;:1:.:'''..:...:-.1':-',4-4- } rANK BATTEF IIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIII 3754266 03104/2011 01 54P Weld County, CO ; 5 of 5 R 31 00 D 0 00 Steve Moreno Clerk& Recorder , "'4 ='`t` ' FLOW LINES ACCESS ROAD EXHIBIT A Jessica Reid From : Jessica Reid Sent: Monday, January 25 , 2021 1 :27 PM To : Wade Hardie Subject: RE : Lease #Q1034940000 ( Rec # 3754266) Wade , Thank you for the information . Based on the fact there were wells spud , prior to the expiration of the original lease at Reception No . 3754266, this lease is considered held by production and considered active when the . 095 acres was deeded to Weld County in 2018 . I will prepare the Division Order for review by the County Attorney' s Office and once they've reviewed it will be presented to the Board of Commissioners for approval . Upon approval , would you like Noble ' s copy emailed or mailed , and would you like it sent to your attention or someone else ? If this is an oil and gas communication please use the email address ctb- oilandgasleasing@weldgov. com opposed to my personal email address. Jess Reid Deputy Clerk to the Board Weld County 1150 O Street Greeley, CO 80631 tel: 970-400- 4212 t • 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 . From : Wade Hardie < wade . hardie@nblenergy . com > Sent : Friday, January 22 , 2021 10 : 35 AM To : Jessica Reid <jreid@weldgov . com > Subject : Lease #Q1034940000 ( Rec #3754266 ) Caution: This email originated from outside of Weld County Government. Do not click links or open attachments unless you recognize the sender and know the content is safe. Jess, Below are portions of the title opinion we discussed over the phone this morning . I ' ve also attached a copy of the subject lease and the Affidavit of Extension of the subject lease . 1 Please let me know if this is going to be sufficient ( or not ) for Weld County to sign the division order . Thank you . March 21 , 2018 Mr. Eric Koble Noble Energy , Inc. 1625 Broadway , Suite 2200 Denver, Colorado 80202 Re : Title ID DP12O/ 121 -Unit-001 Larson AA19-618 Well Larson AA19-624 Welt Larson AA19-630 Well Larson AA 19-6 3 6 We l l Larson A23-622 Well Larson A23-627 Well Larson A23-633 Well Larson A23-639 Well Larson A23-645 Well Larson A23-651 Well Larson A1/423-656 Well Larson A23-662 Well Larson A23-668 Well Larson A23-672 Well Larson A23-678 Well Larson A23-683 We!! (Collectively the " Subject Wells") SUPPLEMENTAL DRILLING AND DIVISION ORDER TITLE OPINION Covering Township 6 North , Range 63 West., 6th P. M . Section 19 : W/2 NW/4, 5/2 Section 20 : Sf2 Section 21 : Wi2SW/4 Township 6 North , Range 64 West, 6th P. M . Section 22 : E./2E/2 Section 23 : All Section 24: All Weld County, Colorado Containing 2, 199 . 18 acres , + Referred to herein as the "captioned lands" 2 Subject Lease A Date : March 3, 2011 Recorded : Reception No . 3754266 on March 4 , 2011 Lessor(s) : Larson Farms, LLC Lessee(s) : St . James Oil Ltd . Royalty: 22% for oil and gas. Interest Covered 100% MI in Tracts la and lb of this Opinion. 3 COMMENT F : (Uncertainty Regarding Validity of Subject Lease A - Sec. 24: pt NE/4) Comment/Requirement N of the January 19 , 2015 Prior Opinion , covering the Ni2N1/2 of Section 24 ( including [Tracts la through 5b] of this Opinion ) discussed the continued validity of Subject Lease A of this Opinion , which covers a 100 % mineral interest in a that portion of the Et2 of Section 24 lying east of the center line of Crow Creek ( including [Tracts 1 a and I b] of this Opinion). The prior examiner noted that Subject Lease A of this Opinion expired on March 3 , 2013 . As noted above in Comment/Requirement XIII of this Opinion , pursuant to Colo . Rev. Stat . § 38-42- 106 a lessee is required to record within six months of an expiration date of the primary term of a producing oil and gas lease an affidavit of lease extension regarding the producing lease in the records of the office of the Clerk and Recorder in the county in which the producing lease is located . If the lessee fails to record the affidavit accordingly, the recorded lease will cease to be constructive notice to third parties and will otherwise lose the protection afforded by the lease and its owners under the recording statutes. The materials examined for the Prior Opinion did not include an affidavit of lease extension for Subject Lease A of this Opinion , and the six month deadline in which to record an affidavit of lease extension expired on September 3 , 2013. In order to determine whether there were any wells extending this lease beyond its primary term, the prior examiner reviewed the online records of the COGCC records and found the following wells : ' First Month of Larson Earliest Completion P roc u ct ion identified Farms Date noted on on Monthly Well Wel I bo re Unit Spud Date Scout Card Production Report' # 1 -24 E/2NE14 9/23/2011 9/27/2011 10/2013 #2-24 _ El2NE/4 9/ 18/2011 9/22/2011 10/2013 As identified above , all of these wellbores were spud , completed and producing prior to the expiration of Subject Lease A' s primary term . Therefore , despite the absence of Affidavits of Production for the producing wells above , the prior examiner presumed that Subject Lease A remains valid and covers Larson Farm' s 100% mineral interest in [Tracts la and lb] of this Opinion . Ew The materials examined for this Opinion did not include any additional information in regard to this issue. Finally , the examiner notes that the working interest in Subject Lease A in the captioned lands is [now owned by Noble.1051 REQUIREMENT F : Prior to operations , you should verify whether Subject Lease A remains a valid oil and gas lease covering [Tracts 1 a and 1 b of this Opinion] either by production or by continued operations . In the event that Subject Lease A remains valid , [Noble, as the successor-in -interest to] Bayswater Blenheim Holdings I I , LLC and Bayswater Exploration & Production, LLC [and the current working interest owner of Subject Lease A] , should ensure that an Affidavit of Production is filed evidencing the extension of Subject Lease A beyond its primary term . In the event you determine that Subject Lease A is no longer a valid oil and gas lease, you should attempt to obtain and record a new oil and gas lease from Larson Farms , LLC , covering its 100% mineral interest in [Tracts la and 1 b of this Opinion] . In this event, you should also contact this office , together with all supporting documentation , for purposes of an update to this Opinions 4 COMMENT BP : 191 (Uncertainty Regarding Validity of Subject Lease A - Sec. 24: pt. SE/4) Subject Lease A, covering a 100% mineral interest in that portion of Section 24 lying east of the center line of Crow Creek (including [Tract la] of this Opinion ), 192 expired on March 4 , 2013. As noted above in Comment/Requirement XIII , Pursuant to Cola Rev. Stat. § 38 -42- 106 a lessee is required to record within six months of an expiration date of the primary term of a producing oil and gas lease an affidavit of lease extension regarding the producing lease in the records of the office of the clerk and recorder in the county in which the producing lease is located . If the lessee fails to record the affidavit accordingly, the recorded lease will cease to be constructive notice to third parties and will otherwise lose the protection afforded by the lease and its owners under the recording statutes. The materials examined for this Opinion did not include an affidavit of lease extension for Subject Lease A. and the six month deadline in which to record an affidavit of lease extension expired on September 3 , 2013 . In order to determine whether there were any wells extending this lease beyond its primary term , the examiner reviewed the online records of the COGCC records on January 26 , 2016 and found the following wells that are currently producing : First Month of Larson Earliest Completion Production identified Farms Date noted on on Monthly Well Weilbore Unit Spud Date Scout Card Production Report ' #5-24 S EM 9/312011 9/8/2011 10/2013 #6-24 E/2SE/4 8127/2011 9/3/2011 7/2012 #3-24 W/2S E/4 9/812011 9113/2011 1112013 #4-24 E/2SE/4 9/ 13/2011 9117/2011 7/2012'x° #7-24 W/2SE/4 I 8121 /2011 8/27/2011 3/2012 # 1 -24 El2NE./4 9/23/2011 9/27/2011 I 10/2013 #2-24 E/2NE/4 9/ 18/2011 9/22/2011 10/2013 As identified above , all of these wellbores were spud , completed and producing prior to the expiration of Subject Lease A' s primary to rm . Therefore, despite the absence of Affidavits of Production for the producing wells above , the examiner presumes that Subject Lease A remains valid and covers Larson Farm' s 100 % mineral interest in [Tract la] of this Opinion. The examiner notes that the working interest in Subject Lease A in the captioned lands is [now owned by Noble . 1g5] REQUIREMENT BP: Prior to operations , you should verify whether Subject Lease A remains a valid oil and gas lease covering [Tract la of this Opinion] either by production or by continued operations . In the event that Subject Lease A remains valid , [Noble, as the successor-in-interest to] Bayswater Blenheim Holdings II , LLC and Bayswater Exploration & Production, LLC [and the current working interest owner of Subject Lease A] , should ensure that an Affidavit of Production is filed evidencing the extension of Subject Lease A beyond its primary term _ In the event you determine that Subject Lease A is no longer a valid oil and gas lease, you should attempt to obtain and record a new oil and gas lease from Larson Farms , LLC , covering its 100% mineral interest in [Tract la of this Opinion] . In this event, you should also contact this office , together with all supporting documentation , for purposes of an update to this Opinion . [This Comment/Requirement is similar to Comment/Requirement F above from the February 16, 2016 N/2 Sections 22 , 23 and 24 Prior Opinion . ] 5 Wade Hardie Division Order Analyst 1001 Noble Energy Way 3► noble Houston , TX 77070 energy direct: 332.639. 7299 Fax: 281 . 874.6753 Wade. Hardie@nblenergy. c0rn 6 ' 9 • i� _ - ' _ _ _ N r / i - n . .r jlik .. ..1 et / . at � ' r ,,,,, ' 04 i Ipler OISIOSPIalle - - co . Alt : p S : .414. di _. _ A s r 41 4. ini• . • 1 as I I SSP / :, ~.: 4esiiiimos_ i _ : .7 , - tie•o7z . Section 24 , T6N , R64W �►. l Al - _ _ .- . :' . ' . . NE1 /4 i Z I , J. . if 0.1. LE0350 —.....-- dir e o Ns. .- .< '—� - "' 0 . 095 acres I ` .1044. _=...:L • • ., . _ . . , Ilie ,,, ..., .t_ _ WCR 68 WCR 68 • .. , , ... ..r "" , t r r ,• . . . it , , i, .. ! ..k . • Township/Range 4 -: * 3 - Section• . i 24 , _ _. , 4 = Parcels f. .,• - 7 10 I {. + .. L }1/44 1 Illaiii+. r\` J l . r.ww.. K. sir-an an - 4 . „ - tirry • 1 inch = lOOfeet i. k., i•- II diiii I.. I .• , ..)/I* All . .11%. planair I iti• "-" - ------- ' ! _ Disclaimer fThis product has been developed solely for internal use only by Weld County •s • 4 - The GIS database. applications. and data in the product is subject to constant change and the accuracy i, -ewe -- . •' and completeness cannot be and is not guaranteed The designation of lots or parcels or land uses in i \�_ ' the database does not imply that the lots or parcels were legally created or that the land uses 1• - . comply with applicable State or Local law UNDER NO CIRCUMSTANCE SHALL ANY PART THE PRODUCT BE USED FOR FINAL DESIGN PURPOSES WELD COUNTY MAKES NO WARRANTIES • 1•� . • OR GUARANTEES, EITHER EXPRESSED OR IMPLIED AS TO THE COMPLETENESS, ACCURACY • -a I OR CORRECTNESS OF SUCH PRODUCT. NOR ACCEPTS ANY LIABILITY- ARISING FROM ANY • - hp. INCORRECT. INCOMPLETE OR MISLEADING INFORMATION CONTAINED THEREIN Hello