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Home My WebLink About931762.tiff 1. 85 REC 02334977 06/01/93 13:47 $410.00 1/082 F 0706 MARY ANN FEUERSTEIN CLERK&RECORDER WELD CO, CO AR2331077 ASSIGNMENT.BILL OF SALE AND CONVEYANCE THE STATE OF COLORADO ) )ss. COUNTY OF WELD This Assignment,Bill of Sale and Conveyance(the"Assignment")is from TOWER ENERGY CORPORATION,a Colorado corporation,whose address is 1050 17th Street,Suite 1550,Denver,CO 80265, ESCOBAR ENERGY,INC.,a Colorado corporation,whose address is 621 170.Street,Suite 1310,Denver„CO 80202 and BARBARA S.AUBREY,as Trustee under a Trust Agreement dated April 26,1993,whose address is 621 17th Street,Suite 1310,Denver,CO 80202(herein collectively referred to as"Assignor"),to , Delaware corporation,whose address is 1625 Broadway,Suite 2200,Denver, CO 80202. Assignor,for$100.00 and other good and valuable consideration,the receipt and:nf5ciency of which are hereby acknowledged and confessed by Assignor,does hereby assign,convey,awns£:,set over and deliver unto Assignee and Assignee's successors in title and assigns,effective as of 12:00 a.m.loot''me of the location of the properties herein assigned,on January 1,1993(the"Effective Time"),the Subject Prorrs:les(hereinafter defined). SUBJECT PROPERTIES The term"Subject Properties"means: (a)Leases and Lands.All of the undivided interest of Assignor 9.a aM to the oil,gas and mineral leases and oil and gas leases as described in Exhibit A(the"Leases")subj..the depth limitation,set forth therein, together with each and every kind and character of right,title,claim or int rest which Assignor has in and to the lands described or referred to in Exhibit A or covered by the leases(the":.ands"),including,but act limited to all fee,mineral,royalty,overriding royalty,net profits,and other interests,if any,in and to the Lands or Leases or attributable to production therefrom; ((b)Pooling and Unitization Arrangements.All of the undivided interest of Assignor in and to(i)all valid unitization,communitization and pooling agreements,and(ii)the properties covered and the units and pooled and communitized areas created thereby(including,but not limited to all units formed under orders,regulations,rules or other official acts of any federal,state or other governmental agencies),to the extent any of the foregoing matters relate to the Leases or Lands; (c) Contract Rights.All of the undivided interest of Assignor in all contracts,agreements or other instruments relating to any of the Subject Properties,whether or not described on Exhibit A-1(the"Contracts"); (d)Easements.All of the undivided interest of Assignor in and to the easements,surface leases,permits, rights-of-way,licenses,servitudes 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"Easements"), including,but not limited to the production,processing,treating,storing,marketing or transportation of oil,gas, casinghcad gas,condensate,distillate or other liquid or vaporous hydrocarbons(referred to herein as "Hydrocarbons"); (e) Personal Pronertv.Fixtures and Improvements.All of the undivided interest of Assignor in all personal property,fixtures and improvements appurtenant to or lacated on or near the Lands,and useful to or used in connection with the exploration,development or operation of the Leases or the Lands(including,but not limited 61317c0,. LEor7O—3 , B 1385 REC 02334977 06/01/93 13:47 8410.00 2/082 F 0707 MARY ANN FEUERSTEIN CLERK & RECORDER WELD CO, CO to the production,processing,treating,Storing,marketing or transportation of Hydrocarbons),including,but not limited to any Hydrocarbons stored thereon or thereunder,the producing oil and gas wells listed on Exhibit B and • all other wells associated with the Subject Properties, casing, tubing,rigs, pumps, separators, tanks, boilers, buildings,plants, fixtures,injection facilities,salt water disposal facilities,compression facilities,machinery and other equipment,pipelines,power lines and telephone lines; (0 Gathering Facilities. All of the undivided interest of Seller in the pipeline,fixtures,casing, tubing,meters,tasks,compressors,and other personal property together with all easements,rights-of-way,options, permits or orders relating to that certain gathering system as more fully described and depicted on Exhibit A-2 commonly known as the Poudre Pipeline Gathering System(the'Gathering System'). (g) Data. 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,prospect and title files and records, geological,geophysical and seismic records,production records,accounting records,engineering words and data,logs,core data,pressure data,decline curves and other related matters,including,but not limited to all computer-generated disks,diskettes and tapes; @) Remaining Interests. Without limiting the generality of the foregoing,all of the undivided 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 any interest in the Subject Properties to be assigned to Escobar Energy, Inc.by H. L. Willett,plus all interest in or derived from all oil,gas and mineral leases and leaseholds,fee and mineral interests and all other interests of whatsoever character insofar as such interests cover or relate to the Lands or I cans. SUBJECT TO MATTERS This Assignment from Assignor to Assignee is expressly made subject to only the Permitted Encumbrances. The The term'Permitted Encumbrances'means: (a) minor defects in title which do not secure the payment of money and otherwise have no material adverse effect on the value or operation of any of the Subject Properties; (b) any inchoate statutory or operaror's liens securing obligations for labor,services,materials or supplies furnished to the Subject Properties which are not delinquent and which would be paid or discharged in the ordinary course of business; (c) the Contracts and Easements; (d) liens for taxes or assessments concerning production occurring after the Effective Time;and (e) a proportionate part of all royalty interests,overriding royalty interests and other such non-cost-bearing • interests which are of record in the appropriate state and county and which burden or affect the Subject Properties. • WARRANTIES TO HAVE AND TO HOLD theSubject Properties unto Assignee and Assignee's successors in title and assigns forever. Assignor does hereby bind itself and its successors in title and assigns to warrant and defend title to the Subject Properties,subject to the Permitted Encumbrances,unto Assignee and Assignee's successors in title • • B 1385 REC 02334977 06/01/93 13:47 $410.00 3/082 r F 0708 MARY ANN FEUERSTEIN CLERK & RECORDER WELD CO, CO and assigns against all persons lawfully claiming title to the Subject Properties by,through or under Assignor. In addition, Assignor hereby warrants that the undivided interests hereby conveyed to Assignee in the Subject Properties shall entitle Assignee to recei0e not less than the'Net Revenue Interest'set forth on Exhibit A to the Purchase and Sale Agreement dated April 28, 1993,as amended,between the parties and shall obligate Assignee to bear a percentage of costs not greater than the'Working Interests'set forth on Exhibit A to such Purchase and Sale Agreement, Furthermore,this Assignment is made with full substitution and subrogation of Assignee and Assignee's successors in title and assigns in and to alt warranties and covenants heretofore given by others with respect to the Subject Properties or any portion thereof. MISCELLANEOUS Assignor agrees to execute, acknowledge and deliver to Assignee any additional instruments,notices, division orders,transfer orders and other documents and to do any other acts and things which may be necessary to more fully and effectively assign and convey to Assignee and Assignee's successors in title and assigns the Subject Properties intended to be assigned hereby. This Assignment may be executed In any number of counterparts,and each counterpart hereof shall be deemed an original instrument,but all such counterparts shall constitute but one assignment. This Assignment shall be binding upon and inure to the benefit of Assignor,Assignee and their respective successors in tide and assigns. EXECUTED this, Q day of May 1993,but effective for all purposes as of the Effective Time. 10 vryr:ry. ' ' �� ASSIGNOR: '' /•r;e,;:tf',. •''.y. • TOWER ENERGY CORPORATION Name: B.G.Solomon Title:President ESCOBAR ENERGY,INC. ,. _/ant. Name: George Aubrey s ✓' - Tide:President o;;.r'o r',.•;_s BARBARA S.AUBREY,as Trustee under Trust Agreement dated April 26,1993 a n, . Barbara S.Aubrey,Trustee STATE OF COLORADO )sc. CITY AND COUNTY OF DENVER : ) The foregoing document was aclaiowledged before me thisaday of May by".6_ . f)fnr yt1 as Pde`nt of Tower Energy Corporation,a Colorado corporation. U• `7`'ners my hand and official seal. <�P'`'''Ntydommission expires My Commission Expires- z:. VYA ;- .' 8/6/94 X1 / eatzu _' '.- Not Public fFJ3`•\V+ •" Address: 1050 r 7 �m?'• -,.. , � iJt S!y S-Fr. /550 • -,,Ydi,•...... , • be Ure,, CO 20Zfe5 "r.,r 3 B 1385 REC 02334977 06/01/93 13:47 $410.00 4/082 F 0709 MARY ANN FEUERSTEIN CLERK & RECORDER WELD CO, CO STATE OF COLORADO )ss. CITY AND COUNTY OF DENVER ) p /� The foregoing document was acknowledged before me this `p day of May by(7901QP 4n4'e,` a President of Escobar Energy, Inc.,a Colorado corporation. �J J e°a' ........—Witness my hand and official seal, s<s•.• r WexpiresM com mssion Ex •�: ,. f e-cmmission y Expires: 4 e„yes??."( 616,94 •T;••.• reg Public qr^ .' - Address:/0.50 /7/A di;c5 /530 Dow; &i 8oa�s STATE OF COLORADO )ss. CITY AND COUNTY OF DENVER ) The foregoing document was acknowledged before me this,4344day of May by Barbara S. Aubrey,as Trustee under Trust Agreement dated April 26, 1993. Witness my hand and official S. "h; 11{3 j mission expires My Commission Fxnirp fir,:......: .`% • 8/6/94 • _ nyni. 1/22 .•: \�`•ss��y •.�? otary Public . 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