HomeMy WebLinkAbout20240926.tiffSUBJECT TO THE EXCLUSIONS FROM COVERAGE, THE LIMITS OF LIABILITY AND THE CONDITIONS AND
STIPULATIONS OF THIS GUARANTEE.
Guarantee No.: CO-FCTV-IMP-27COG6-1-23-00502202
Fidelity National Title Insurance Company
a Florida corporation, herein called the Company
GUARANTEES
SunShare, LLC
The Assured named in Schedule A against actual monetary loss or damage not exceeding the liability stated in Schedule A,
which the Assured shall sustain by reason of any incorrectness in the assurances set forth in Schedule A.
Fidelity National Title Insurance Company
Countersigned by:
John Miller
Authorized Signature
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EnSt SEAL =i
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�rch.cIJ. No]..i
President
Ma is NL'I➢Lllr _
Secretary
27COG6 Chain of Title Guarantee
CLTA Guarantee Form No. 6 (Revised 6/6/92)
Order No. 00502202 -201 -T21 -ES Guarantee No. CO-FCTV-IMP-27COG6-1-23-00502202
SCHEDULE OF EXCLUSIONS FROM COVERAGE OF THIS GUARANTEE
1. Except to the extent that specific assurances are provided in Schedule A of this Guarantee, the Company assumes no liability for loss or damage by reason of the
following:
(a) Defects, liens, encumbrances, adverse claims or other matters against the title, whether or not shown by the public records.
(b) (1) Taxes or assessments of any taxing authority that levies taxes or assessments on real property; or, (2) Proceedings by a public agency which may result in
taxes or assessments, or notices of such proceedings, whether or not the matters excluded under (1) or (2) are shown by the records of the taxing authority or
by the public records.
(c) (1) Unpatented mining claims; (2) reservations or exceptions in patents or in Acts authorizing the issuance thereof; (3) water rights, claims or title to water,
whether or not the matters excluded under (1), (2) or (3) are shown by the public records.
2. Notwithstanding any specific assurances which are provided in Schedule A of this Guarantee, the Company assumes no liability for loss or damage by reason of
the following:
(a) Defects, liens, encumbrances, adverse claims or other matters affecting the title to any property beyond the lines of the land expressly described in the
description set forth in Schedule A of this Guarantee, or title to streets, roads, avenues, lanes, ways or waterways to which such land abuts, or the right to
maintain therein vaults, tunnels, ramps or any structure or improvements; or any rights or easements therein, unless such property, rights or easements are
expressly and specifically set forth in said description.
(b) Defects, liens, encumbrances, adverse claims or other matters, whether or not shown by the public records; (1) which are created, suffered, assumed or
agreed to by one or more of the Assureds; (2) which result in no loss to the Assured; or (3) which do not result in the validity or potential invalidity of any
judicial or non -judicial proceeding which is within the scope and purpose of the assurances provided.
The identity of any party shown or referred to in Schedule A.
The validity, legal effect or priority of any matter shown or referred to in this Guarantee.
(c)
(d)
GUARANTEE CONDITIONS AND STIPULATIONS
1. DEFINITION OF TERMS.
The following terms when used in the Guarantee mean:
(a) the "Assured": the party or parties named as the Assured in this
Guarantee, or on a supplemental writing executed by the Company.
(b) "land": the land described or referred to in Schedule A, and
improvements affixed thereto which by law constitute real property. The term
"land" does not include any property beyond the lines of the area described or
referred to in Schedule A, nor any right, title, interest, estate or easement in
abutting streets, roads, avenues, alleys, lanes, ways or waterways.
(c) "mortgage": mortgage, deed of trust, trust deed, or other security
instrument.
(d) "public records": records established under state statutes at Date of
Guarantee for the purpose of imparting constructive notice of matters relating
to real property to purchasers for value and without knowledge.
(e) "date": the effective date as shown in Schedule A.
2. NOTICE OF CLAIM TO BE GIVEN BY ASSURED CLAIMANT.
An Assured shall notify the Company promptly in writing in case
knowledge shall come to an Assured hereunder of any claim of title or interest
which is adverse to the title to the estate or interest, as stated herein, and which
might cause loss or damage for which the Company may be liable by virtue of
this Guarantee. If prompt notice shall not be given to the Company, then all
liability of the Company shall terminate with regard to the matter or matters for
which prompt notice is required; provided, however, that failure to notify the
Company shall in no case prejudice the rights of any Assured under this
Guarantee unless the Company shall be prejudiced by the failure and then only
to the extent of the prejudice.
3. NO DUTY TO DEFEND OR PROSECUTE.
The Company shall have no duty to defend or prosecute any action or
proceeding to which the Assured is a party, notwithstanding the nature of any
allegation in such action or proceeding.
4. COMPANY'S OPTION TO DEFEND OR PROSECUTE ACTIONS;
DUTY OF ASSURED CLAIMANT TO COOPERATE.
Even though the Company has no duty to defend or prosecute as set forth
in Paragraph 3 above:
(a) The Company shall have the right, at its sole option and cost, to
institute and prosecute any action or proceeding, interpose a defense, as limited
in (b), or to do any other act which in its opinion may be necessary or desirable
to establish the title to the estate or interest as stated herein, or to establish the
lien rights of the Assured, or to prevent or reduce loss or damage to the
Assured. The Company may take any appropriate action under the terms of this
Guarantee, whether or not it shall be liable hereunder, and shall not thereby
concede liability or waive any provision of this Guarantee. If the Company
shall exercise its rights under this paragraph it shall do so diligently
(b) If the Company elects to exercise its options as stated in Paragraph
4(a) the Company shall have the right to select counsel of its choice (subject to
the right of such Assured to object for reasonable cause) to represent the
Assured and shall not be liable for and will not pay the fees of any other
counsel, nor will the Company pay any fees, costs or expenses incurred by an
Assured in the defense of those causes of action which allege matters not
covered by this Guarantee.
(c) Whenever the Company shall have brought an action or interposed a
defense as permitted by the provisions of this Guarantee, the Company may
pursue any litigation to final determination by a court of competent jurisdiction
and expressly reserves the right, in its sole discretion, to appeal from an
adverse judgment or order.
(d) In all cases where this Guarantee permits the Company to prosecute
or provide for the defense of any action or proceeding, an Assured shall secure
to the Company the right to so prosecute or provide for the defense of any
action or proceeding, and all appeals therein, and permit the Company to use, at
its option, the name of such Assured for this purpose. Whenever requested by
the Company, an Assured, at the Company's expense, shall give the Company
all reasonable aid in any action or proceeding, securing evidence, obtaining
witnesses, prosecuting or defending the action or lawful act which in the
opinion of the Company may be necessary or desirable to establish the title to
the Assured. If the Company is prejudiced by the failure of the Assured to
furnish the required cooperation, the Company's obligations to the Assured
under the Guarantee shall terminate.
5. PROOF OF LOSS OR DAMAGE.
In addition to and after the notices required under Section 2 of these
Conditions and Stipulations have been provided to the Company, a proof of
loss or damage signed and sworn to by the Assured shall be furnished to the
Company within ninety (90) days after the Assured shall ascertain the facts
giving rise to the loss or damage. The proof of loss or damage shall describe
the matters covered by this Guarantee which constitute the basis of loss or
damage and shall state, to the extent possible, the basis of calculating the
amount of the loss or damage. If the Company is prejudice by the failure of the
Assured to provide the required proof of loss or damage, the Company's
obligation to such assured under the Guarantee shall terminate. In addition, the
Assured may reasonably be required to submit to examination under oath by
any authorized representative of the Company and shall produce for
examination, inspection and copying, at such reasonable times and places as
may be designated by any authorized representative of the Company, all
records, books, ledgers, checks, correspondence and memoranda, whether
bearing a date before or after Date of Guarantee, which reasonably pertain to
the loss or damage. Further, if requested by any authorized representative of the
Company, the Assured shall grant its permission, in writing, for any authorized
representative of the Company to examine, inspect and copy all records, books,
ledgers, checks, correspondence and memoranda in the custody or control of a
third party, which reasonably pertain to the loss or damage. All information
designated as confidential by the Assured provided to the Company pursuant to
this Section shall not be disclosed to others unless, in the reasonable judgment
of the Company, it is necessary in the administration of the claim. Failure of
the Assured to submit for examination under oath, produce other reasonably
requested information or grant permission to secure reasonably necessary
information from third parties as required in the above paragraph, unless
prohibited by law or governmental regulation, shall terminate any liability of
the Company under this Guarantee to the Assured for that claim.
27COG6 2 Chain of Title Guarantee
CLTA Guarantee Form No. 6 (Revised 6/6/92)
Order No.: 00502202 -201 -T21 -ES
Guarantee No.: CO-FCTV-IMP-27COG6-1-23-00502202
6. OPTIONS TO PAY OR OTHERWISE SETTLE CLAIMS:
TERMINATION OF LIABILITY.
In case of a claim under this Guarantee, the Company shall have the
following additional options:
(a) To Pay or Tender Payment of the Amount of Liability or to
Purchase the Indebtedness.
The Company shall have the option to pay or settle or compromise for or
in the name of the Assured any claim which could result in loss to the Assured
within the coverage of this Guarantee, or to pay the full amount of this
Guarantee or, if this Guarantee is issued for the benefit of a holder of a
mortgage or a lienholder, the Company shall have the option to purchase the
indebtedness secured by said mortgage or said lien for the amount owing
thereon, together with any costs, reasonable attorneys' fees and expenses
incurred by the Assured claimant which were authorized by the Company up to
the time of purchase.
Such purchase, payment or tender of payment of the full amount of the
Guarantee shall terminate all liability of the Company hereunder. In the event
after notice of claim has been given to the Company by the Assured the
Company offers to purchase said indebtedness, the owner of such indebtedness
shall transfer and assign said indebtedness, together with any collateral
security, to the Company upon payment of the purchase price.
Upon the exercise by the Company of the option provided for in
Paragraph (a) the Company's obligation to the Assured under this Guarantee
for the claimed loss or damage, other than to make the payment required in that
paragraph, shall terminate, including any obligation to continue the defense or
prosecution of any litigation for which the Company has exercised its options
under Paragraph 4, and the Guarantee shall be surrendered to the Company for
cancellation.
(b) To Pay or Otherwise Settle With Parties Other Than the Assured or
With the Assured Claimant.
To pay or otherwise settle with other parties for or in the name of an
Assured claimant any claim assured against under this Guarantee, together with
any costs, attorneys' fees and expenses incurred by the Assured claimant which
were authorized by the Company up to the time of payment and which the
Company is obligated to pay.
Upon the exercise by the Company of the option provided for in
Paragraph (b) the Company's obligation to the Assured under this Guarantee
for the claimed loss or damage, other than to make the payment required in that
paragraph, shall terminate, including any obligation to continue the defense or
prosecution of any litigation for which the Company has exercised its options
under Paragraph 4.
7. DETERMINATION AND EXTENT OF LIABILITY.
This Guarantee is a contract of indemnity against actual monetary loss or
damage sustained or incurred by the Assured claimant who has suffered loss or
damage by reason of reliance upon the assurances set forth in this Guarantee
and only to the extent herein described, and subject to the Exclusions From
Coverage of This Guarantee.
The liability of the Company under this Guarantee to the Assured shall
not exceed the least of:
(a) the amount of liability stated in Schedule A or in Part 2;
(b) the amount of the unpaid principal indebtedness secured by the
mortgage of an Assured mortgagee, as limited or provided under Section 6 of
these Conditions and Stipulations or as reduced under Section 9 or these
Conditions and Stipulations, at the time the loss or damage assured against by
this Guarantee occurs, together with interest thereon; or
(c) the difference between the value of the estate or interest covered
hereby as stated herein and the value of the estate or interest subject to an
defect, lien or encumbrance assured against by this Guarantee.
8. LIMITATION OF LIABILITY.
(a) If the Company establishes the title, or removes the alleged defect,
lien or encumbrance, or cures any other matter assured against by this
Guarantee in a reasonably diligent manner by any method, including litigation
and the completion of any appeals therefrom, it shall have fully performed its
obligations with respect to that matter and shall not be liable for any loss or
damage caused thereby.
(b) In the event of any litigation by the Company or with the
Company's consent, the Company shall have no liability for loss or damage
until there has been a final determination by a court of competent jurisdiction,
and disposition of all appeals therefrom, adverse to the title, as stated herein.
(c) The Company shall not be liable for loss or damage to any Assured
for liability voluntarily assumed by the Assured in settling any claim or suit
without the prior written consent of the Company.
9. REDUCTION OF LIABILITY OR TERMINATION OF
LIABILITY.
All payments under this Guarantee, except payments made for costs,
attorneys' fees and expenses pursuant to Paragraph 4 shall reduce the amount
of liability pro tanto.
10. PAYMENT OF LOSS.
(a) No payment shall be made without producing this Guarantee for
endorsement of the payment unless the Guarantee has been lost or destroyed, in
which case proof of loss or destruction shall be furnished to the satisfaction of
the Company.
(b) When liability and the extent of loss or damage has been definitely
fixed in accordance with these Conditions and Stipulations, the loss or damage
shall be payable within thirty (30) days thereafter.
11. SUBROGATION UPON PAYMENT OR SETTLEMENT.
Whenever the Company shall have settled and paid a claim under this
Guarantee, all right of subrogation shall vest in the Company unaffected by any
act of the Assure claimant.
The Company shall be subrogated to and be entitled to all rights and
remedies which the Assured would have had against any person or property in
respect to the claim had this Guarantee not been issued. If requested by the
Company, the Assured shall transfer to the Company all rights and remedies
against any person or property necessary in order to perfect this right of
subrogation. The Assured shall permit the Company to sue, compromise or
settle in the name of the Assured and to use the name of the Assured in any
transaction or litigation involving these rights or remedies.
If a payment on account of a claim does not full cover the loss of the
Assured the Company shall be subrogated to all rights and remedies of the
Assured after the Assured shall have recovered its principal, interest, and costs
of collection.
12. ARBITRATION.
Unless prohibited by applicable law, either the Company or the Assured
may demand arbitration pursuant to the Title Insurance Arbitration Rules of the
American Arbitration Association. Arbitrable matters may include, but are not
limited to, any controversy or claim between the Company and the Assured
arising out of or relating to this Guarantee, any service of the company in
connection with its issuance of the breach of a Guarantee provision or other
obligation. All arbitrable matters when the Amount of Liability is $1,000,000
or less shall be arbitrated at the option of either the Company or the Assured.
All arbitrable matters when the amount of liability is in excess of $1,000,000
shall be arbitrable only when agreed to by both the Company and the Assured.
The Rules in effect at Date of Guarantee shall be binding upon the parties. The
award may include attorneys' fees to a prevailing party. Judgment upon the
award rendered by the Arbitrator(s) may be entered in any court having
jurisdiction thereof.
The law of the situs of the land shall apply to an arbitration under the
Title Insurance Arbitration Rules.
A copy of the Rules may be obtained from the Company upon request.
13. LIABILITY LIMITED TO THIS GUARANTEE; GUARANTEE
ENTIRE CONTRACT.
(a) This Guarantee together with all endorsements, if any, attached
hereto by the Company is the entire Guarantee and contract between the
Assured and the Company. In interpreting any provision of this Guarantee, this
Guarantee shall be construed as a whole.
(b) Any claim of loss or damage, whether or not based on negligence,
or any action asserting such claim, shall be restricted to this Guarantee.
(c) No amendment of or endorsement to this Guarantee can be made
except by a writing endorsed hereon or attached hereto signed by either the
President, a Vice President, the Secretary, an Assistant Secretary, or validating
officer or authorized signatory of the Company.
14. NOTICES, WHERE SENT.
All notices required to be given the Company and any statement in
writing required to be furnished the Company shall include the number of this
Guarantee and shall be addressed to the Company at:
FIDELITY NATIONAL TITLE INSURANCE COMPANY
Claims Department
Post Office Box 45023
Jacksonville, FL 32232-5023
27COG6 3 Chain of Title Guarantee
CLTA Guarantee Form No. 6 (Revised 6/6/92)
Order No.: 00502202 -201 -T21 -ES Guarantee No.: CO-FCTV-IMP-27COG6-1-23-00502202
NOTICE CONCERNING FRAUDULENT INSURANCE ACTS
(This Notice is Permanently Affixed Hereto)
It is unlawful to knowingly provide false, incomplete, or misleading facts or information to an
insurance company for the purpose of defrauding or attempting to defraud the company.
Penalties may include imprisonment, fines, denial of insurance, and civil damages. Any insurance
company or agent of an insurance company who knowingly provides false, incomplete, or
misleading facts or information to a policyholder or claimant for the purpose of defrauding or
attempting to defraud the policyholder or claimant with regard to a settlement or award payable
from insurance proceeds shall be reported to the Colorado Division of Insurance within the
department of regulatory agencies.
C. R. S. A. § 10-1-128 (6)(a).
* Any and all Mortgage Guarantee Coverages shall not be in effect until such time as stated premium has been paid to the Company.
27COG6 1 Chain of Title Guarantee
CLTA Guarantee Form No. 6 (Revised 6/6/92)
Order No.: 00502202 -201 -T21 -ES Guarantee No.: CO-FCTV-IMP-27COG6-1-23-00502202
Order No.: 00502202 -201 -T21 -ES
Liability: $0.00
1. Name of Assured:
SunShare, LLC
2. Effective Date of Guarantee:
December 14, 2023 at 6:00 PM
The assurances referred to on the face page are:
That, according to those public records which, under the recording laws, impart constructive notice of matters relating to the
interest, if any, which was acquired by
Cornish Plains Livestock, LLLP, a Colorado limited liability limited partnership
pursuant to a Warranty Deed in and to the land described as follows:
See Exhibit A attached hereto and made a part hereof.
Only the following matters appear in such records subsequent to September 23, 1968:
Warranty Deed recorded September 23, 1968 at Reception No. 1521500
Quit Claim Deed in Joint Tenancy recorded September 23, 1968 at Reception No. 1521501
Quitclaim Deed recorded September 23, 1968 at Reception No. 1521502
Warranty Deed recorded April 5, 1972 at Reception No. 1587023
Warranty Deed recorded July 15, 1974 at Reception No. 1640587
Quit Claim Deed recorded August 7, 1974 at Reception No. 1642129
Bargain and Sale Deed recorded November 14, 1979 at Reception No. 1809156
Bargain and Sale Deed recorded November 14, 1979 at Reception No. 1809160
Bargain and Sale Deed recorded November 14, 1979 at Reception No. 1809161
Warranty Deed recorded June 25, 1997 at Reception No. 2554804
Warranty Deed recorded June 25, 1997 at Reception No. 2554805
SCHEDULE A
CHAIN OF TITLE GUARANTEE
Guarantee No.: CO-FCTV-IMP-27COG6-1-23-00502202
Fee: $175.00
Special Warranty Deed recorded March 13, 2003 at Reception No. 3041785 (for informational purposes only; no
charge)
This Guarantee does not cover:
27COG6 1 Chain of Title Guarantee
CLTA Guarantee Form No. 6 (Revised 6/6/92)
Order No.: 00502202 -201 -T21 -ES Guarantee No.: CO-FCTV-IMP-27COG6-1-23-00502202
SCHEDULE A
(Continued)
1. Taxes, assessments, and matters related thereto.
2. Instruments, proceedings, or other matters which do not specifically describe said land.
27COG6 2 Chain of Title Guarantee
CLTA Guarantee Form No. 6 (Revised 6/6/92)
Order No.: 00502202 -201 -T21 -ES Guarantee No.: CO-FCTV-IMP-27COG6-1-23-00502202
EXHIBIT A
LEGAL DESCRIPTION
THE LAND REFERRED TO HEREIN BELOW IS SITUATED IN THE CITY OF GILL, IN THE COUNTY OF WELD,
STATE OF COLORADO, AND IS DESCRIBED AS FOLLOWS:
Township 6 North of Range 63 West of the 6th P.M.;
Section 9: N 1/2 lying North and West of Union Pacific Railroad Company's right of way, EXCEPT any
portion lying within that portion conveyed to The New Cache La Poudre Irrigating Company, a
Colorado nonprofit corporation in Special Warranty Deed recorded March 13, 2003 at
Reception No. 3041785;
County of Weld, State of Colorado.
For Informational Purposes Only
Tax ID No.: R2587003 / 079909100010
27COG6 3 Chain of Title Guarantee
CLTA Guarantee Form No. 6 (Revised 6/6/92)
SUBJECT TO THE EXCLUSIONS FROM COVERAGE, THE LIMITS OF LIABILITY AND THE CONDITIONS AND
STIPULATIONS OF THIS GUARANTEE.
Guarantee No.: CO-FCTV-IMP-27COG6-1-23-00502204
Fidelity National Title Insurance Company
a Florida corporation, herein called the Company
GUARANTEES
SunShare, LLC
The Assured named in Schedule A against actual monetary loss or damage not exceeding the liability stated in Schedule A,
which the Assured shall sustain by reason of any incorrectness in the assurances set forth in Schedule A.
Fidelity National Title Insurance Company
Countersigned by:
John Miller
Authorized Signature
1... ..4
z2POR•P°RI,
V :o-
EnSt SEAL =i
„ 111l\\e.S
�rch.cIJ. No]..i
President
Ma is NL'I➢Lllr _
Secretary
27COG6 Chain of Title Guarantee
CLTA Guarantee Form No. 6 (Revised 6/6/92)
Order No. 00502204 -201 -T21 -ES Guarantee No. CO-FCTV-IMP-27COG6-1-23-00502204
SCHEDULE OF EXCLUSIONS FROM COVERAGE OF THIS GUARANTEE
1. Except to the extent that specific assurances are provided in Schedule A of this Guarantee, the Company assumes no liability for loss or damage by reason of the
following:
(a) Defects, liens, encumbrances, adverse claims or other matters against the title, whether or not shown by the public records.
(b) (1) Taxes or assessments of any taxing authority that levies taxes or assessments on real property; or, (2) Proceedings by a public agency which may result in
taxes or assessments, or notices of such proceedings, whether or not the matters excluded under (1) or (2) are shown by the records of the taxing authority or
by the public records.
(c) (1) Unpatented mining claims; (2) reservations or exceptions in patents or in Acts authorizing the issuance thereof; (3) water rights, claims or title to water,
whether or not the matters excluded under (1), (2) or (3) are shown by the public records.
2. Notwithstanding any specific assurances which are provided in Schedule A of this Guarantee, the Company assumes no liability for loss or damage by reason of
the following:
(a) Defects, liens, encumbrances, adverse claims or other matters affecting the title to any property beyond the lines of the land expressly described in the
description set forth in Schedule A of this Guarantee, or title to streets, roads, avenues, lanes, ways or waterways to which such land abuts, or the right to
maintain therein vaults, tunnels, ramps or any structure or improvements; or any rights or easements therein, unless such property, rights or easements are
expressly and specifically set forth in said description.
(b) Defects, liens, encumbrances, adverse claims or other matters, whether or not shown by the public records; (1) which are created, suffered, assumed or
agreed to by one or more of the Assureds; (2) which result in no loss to the Assured; or (3) which do not result in the validity or potential invalidity of any
judicial or non -judicial proceeding which is within the scope and purpose of the assurances provided.
The identity of any party shown or referred to in Schedule A.
The validity, legal effect or priority of any matter shown or referred to in this Guarantee.
(c)
(d)
GUARANTEE CONDITIONS AND STIPULATIONS
1. DEFINITION OF TERMS.
The following terms when used in the Guarantee mean:
(a) the "Assured": the party or parties named as the Assured in this
Guarantee, or on a supplemental writing executed by the Company.
(b) "land": the land described or referred to in Schedule A, and
improvements affixed thereto which by law constitute real property. The term
"land" does not include any property beyond the lines of the area described or
referred to in Schedule A, nor any right, title, interest, estate or easement in
abutting streets, roads, avenues, alleys, lanes, ways or waterways.
(c) "mortgage": mortgage, deed of trust, trust deed, or other security
instrument.
(d) "public records": records established under state statutes at Date of
Guarantee for the purpose of imparting constructive notice of matters relating
to real property to purchasers for value and without knowledge.
(e) "date": the effective date as shown in Schedule A.
2. NOTICE OF CLAIM TO BE GIVEN BY ASSURED CLAIMANT.
An Assured shall notify the Company promptly in writing in case
knowledge shall come to an Assured hereunder of any claim of title or interest
which is adverse to the title to the estate or interest, as stated herein, and which
might cause loss or damage for which the Company may be liable by virtue of
this Guarantee. If prompt notice shall not be given to the Company, then all
liability of the Company shall terminate with regard to the matter or matters for
which prompt notice is required; provided, however, that failure to notify the
Company shall in no case prejudice the rights of any Assured under this
Guarantee unless the Company shall be prejudiced by the failure and then only
to the extent of the prejudice.
3. NO DUTY TO DEFEND OR PROSECUTE.
The Company shall have no duty to defend or prosecute any action or
proceeding to which the Assured is a party, notwithstanding the nature of any
allegation in such action or proceeding.
4. COMPANY'S OPTION TO DEFEND OR PROSECUTE ACTIONS;
DUTY OF ASSURED CLAIMANT TO COOPERATE.
Even though the Company has no duty to defend or prosecute as set forth
in Paragraph 3 above:
(a) The Company shall have the right, at its sole option and cost, to
institute and prosecute any action or proceeding, interpose a defense, as limited
in (b), or to do any other act which in its opinion may be necessary or desirable
to establish the title to the estate or interest as stated herein, or to establish the
lien rights of the Assured, or to prevent or reduce loss or damage to the
Assured. The Company may take any appropriate action under the terms of this
Guarantee, whether or not it shall be liable hereunder, and shall not thereby
concede liability or waive any provision of this Guarantee. If the Company
shall exercise its rights under this paragraph it shall do so diligently
(b) If the Company elects to exercise its options as stated in Paragraph
4(a) the Company shall have the right to select counsel of its choice (subject to
the right of such Assured to object for reasonable cause) to represent the
Assured and shall not be liable for and will not pay the fees of any other
counsel, nor will the Company pay any fees, costs or expenses incurred by an
Assured in the defense of those causes of action which allege matters not
covered by this Guarantee.
(c) Whenever the Company shall have brought an action or interposed a
defense as permitted by the provisions of this Guarantee, the Company may
pursue any litigation to final determination by a court of competent jurisdiction
and expressly reserves the right, in its sole discretion, to appeal from an
adverse judgment or order.
(d) In all cases where this Guarantee permits the Company to prosecute
or provide for the defense of any action or proceeding, an Assured shall secure
to the Company the right to so prosecute or provide for the defense of any
action or proceeding, and all appeals therein, and permit the Company to use, at
its option, the name of such Assured for this purpose. Whenever requested by
the Company, an Assured, at the Company's expense, shall give the Company
all reasonable aid in any action or proceeding, securing evidence, obtaining
witnesses, prosecuting or defending the action or lawful act which in the
opinion of the Company may be necessary or desirable to establish the title to
the Assured. If the Company is prejudiced by the failure of the Assured to
furnish the required cooperation, the Company's obligations to the Assured
under the Guarantee shall terminate.
5. PROOF OF LOSS OR DAMAGE.
In addition to and after the notices required under Section 2 of these
Conditions and Stipulations have been provided to the Company, a proof of
loss or damage signed and sworn to by the Assured shall be furnished to the
Company within ninety (90) days after the Assured shall ascertain the facts
giving rise to the loss or damage. The proof of loss or damage shall describe
the matters covered by this Guarantee which constitute the basis of loss or
damage and shall state, to the extent possible, the basis of calculating the
amount of the loss or damage. If the Company is prejudice by the failure of the
Assured to provide the required proof of loss or damage, the Company's
obligation to such assured under the Guarantee shall terminate. In addition, the
Assured may reasonably be required to submit to examination under oath by
any authorized representative of the Company and shall produce for
examination, inspection and copying, at such reasonable times and places as
may be designated by any authorized representative of the Company, all
records, books, ledgers, checks, correspondence and memoranda, whether
bearing a date before or after Date of Guarantee, which reasonably pertain to
the loss or damage. Further, if requested by any authorized representative of the
Company, the Assured shall grant its permission, in writing, for any authorized
representative of the Company to examine, inspect and copy all records, books,
ledgers, checks, correspondence and memoranda in the custody or control of a
third party, which reasonably pertain to the loss or damage. All information
designated as confidential by the Assured provided to the Company pursuant to
this Section shall not be disclosed to others unless, in the reasonable judgment
of the Company, it is necessary in the administration of the claim. Failure of
the Assured to submit for examination under oath, produce other reasonably
requested information or grant permission to secure reasonably necessary
information from third parties as required in the above paragraph, unless
prohibited by law or governmental regulation, shall terminate any liability of
the Company under this Guarantee to the Assured for that claim.
27COG6 2 Chain of Title Guarantee
CLTA Guarantee Form No. 6 (Revised 6/6/92)
Order No.: 00502204 -201 -T21 -ES
Guarantee No.: CO-FCTV-IMP-27COG6-1-23-00502204
6. OPTIONS TO PAY OR OTHERWISE SETTLE CLAIMS:
TERMINATION OF LIABILITY.
In case of a claim under this Guarantee, the Company shall have the
following additional options:
(a) To Pay or Tender Payment of the Amount of Liability or to
Purchase the Indebtedness.
The Company shall have the option to pay or settle or compromise for or
in the name of the Assured any claim which could result in loss to the Assured
within the coverage of this Guarantee, or to pay the full amount of this
Guarantee or, if this Guarantee is issued for the benefit of a holder of a
mortgage or a lienholder, the Company shall have the option to purchase the
indebtedness secured by said mortgage or said lien for the amount owing
thereon, together with any costs, reasonable attorneys' fees and expenses
incurred by the Assured claimant which were authorized by the Company up to
the time of purchase.
Such purchase, payment or tender of payment of the full amount of the
Guarantee shall terminate all liability of the Company hereunder. In the event
after notice of claim has been given to the Company by the Assured the
Company offers to purchase said indebtedness, the owner of such indebtedness
shall transfer and assign said indebtedness, together with any collateral
security, to the Company upon payment of the purchase price.
Upon the exercise by the Company of the option provided for in
Paragraph (a) the Company's obligation to the Assured under this Guarantee
for the claimed loss or damage, other than to make the payment required in that
paragraph, shall terminate, including any obligation to continue the defense or
prosecution of any litigation for which the Company has exercised its options
under Paragraph 4, and the Guarantee shall be surrendered to the Company for
cancellation.
(b) To Pay or Otherwise Settle With Parties Other Than the Assured or
With the Assured Claimant.
To pay or otherwise settle with other parties for or in the name of an
Assured claimant any claim assured against under this Guarantee, together with
any costs, attorneys' fees and expenses incurred by the Assured claimant which
were authorized by the Company up to the time of payment and which the
Company is obligated to pay.
Upon the exercise by the Company of the option provided for in
Paragraph (b) the Company's obligation to the Assured under this Guarantee
for the claimed loss or damage, other than to make the payment required in that
paragraph, shall terminate, including any obligation to continue the defense or
prosecution of any litigation for which the Company has exercised its options
under Paragraph 4.
7. DETERMINATION AND EXTENT OF LIABILITY.
This Guarantee is a contract of indemnity against actual monetary loss or
damage sustained or incurred by the Assured claimant who has suffered loss or
damage by reason of reliance upon the assurances set forth in this Guarantee
and only to the extent herein described, and subject to the Exclusions From
Coverage of This Guarantee.
The liability of the Company under this Guarantee to the Assured shall
not exceed the least of:
(a) the amount of liability stated in Schedule A or in Part 2;
(b) the amount of the unpaid principal indebtedness secured by the
mortgage of an Assured mortgagee, as limited or provided under Section 6 of
these Conditions and Stipulations or as reduced under Section 9 or these
Conditions and Stipulations, at the time the loss or damage assured against by
this Guarantee occurs, together with interest thereon; or
(c) the difference between the value of the estate or interest covered
hereby as stated herein and the value of the estate or interest subject to an
defect, lien or encumbrance assured against by this Guarantee.
8. LIMITATION OF LIABILITY.
(a) If the Company establishes the title, or removes the alleged defect,
lien or encumbrance, or cures any other matter assured against by this
Guarantee in a reasonably diligent manner by any method, including litigation
and the completion of any appeals therefrom, it shall have fully performed its
obligations with respect to that matter and shall not be liable for any loss or
damage caused thereby.
(b) In the event of any litigation by the Company or with the
Company's consent, the Company shall have no liability for loss or damage
until there has been a final determination by a court of competent jurisdiction,
and disposition of all appeals therefrom, adverse to the title, as stated herein.
(c) The Company shall not be liable for loss or damage to any Assured
for liability voluntarily assumed by the Assured in settling any claim or suit
without the prior written consent of the Company.
9. REDUCTION OF LIABILITY OR TERMINATION OF
LIABILITY.
All payments under this Guarantee, except payments made for costs,
attorneys' fees and expenses pursuant to Paragraph 4 shall reduce the amount
of liability pro tanto.
10. PAYMENT OF LOSS.
(a) No payment shall be made without producing this Guarantee for
endorsement of the payment unless the Guarantee has been lost or destroyed, in
which case proof of loss or destruction shall be furnished to the satisfaction of
the Company.
(b) When liability and the extent of loss or damage has been definitely
fixed in accordance with these Conditions and Stipulations, the loss or damage
shall be payable within thirty (30) days thereafter.
11. SUBROGATION UPON PAYMENT OR SETTLEMENT.
Whenever the Company shall have settled and paid a claim under this
Guarantee, all right of subrogation shall vest in the Company unaffected by any
act of the Assure claimant.
The Company shall be subrogated to and be entitled to all rights and
remedies which the Assured would have had against any person or property in
respect to the claim had this Guarantee not been issued. If requested by the
Company, the Assured shall transfer to the Company all rights and remedies
against any person or property necessary in order to perfect this right of
subrogation. The Assured shall permit the Company to sue, compromise or
settle in the name of the Assured and to use the name of the Assured in any
transaction or litigation involving these rights or remedies.
If a payment on account of a claim does not full cover the loss of the
Assured the Company shall be subrogated to all rights and remedies of the
Assured after the Assured shall have recovered its principal, interest, and costs
of collection.
12. ARBITRATION.
Unless prohibited by applicable law, either the Company or the Assured
may demand arbitration pursuant to the Title Insurance Arbitration Rules of the
American Arbitration Association. Arbitrable matters may include, but are not
limited to, any controversy or claim between the Company and the Assured
arising out of or relating to this Guarantee, any service of the company in
connection with its issuance of the breach of a Guarantee provision or other
obligation. All arbitrable matters when the Amount of Liability is $1,000,000
or less shall be arbitrated at the option of either the Company or the Assured.
All arbitrable matters when the amount of liability is in excess of $1,000,000
shall be arbitrable only when agreed to by both the Company and the Assured.
The Rules in effect at Date of Guarantee shall be binding upon the parties. The
award may include attorneys' fees to a prevailing party. Judgment upon the
award rendered by the Arbitrator(s) may be entered in any court having
jurisdiction thereof.
The law of the situs of the land shall apply to an arbitration under the
Title Insurance Arbitration Rules.
A copy of the Rules may be obtained from the Company upon request.
13. LIABILITY LIMITED TO THIS GUARANTEE; GUARANTEE
ENTIRE CONTRACT.
(a) This Guarantee together with all endorsements, if any, attached
hereto by the Company is the entire Guarantee and contract between the
Assured and the Company. In interpreting any provision of this Guarantee, this
Guarantee shall be construed as a whole.
(b) Any claim of loss or damage, whether or not based on negligence,
or any action asserting such claim, shall be restricted to this Guarantee.
(c) No amendment of or endorsement to this Guarantee can be made
except by a writing endorsed hereon or attached hereto signed by either the
President, a Vice President, the Secretary, an Assistant Secretary, or validating
officer or authorized signatory of the Company.
14. NOTICES, WHERE SENT.
All notices required to be given the Company and any statement in
writing required to be furnished the Company shall include the number of this
Guarantee and shall be addressed to the Company at:
FIDELITY NATIONAL TITLE INSURANCE COMPANY
Claims Department
Post Office Box 45023
Jacksonville, FL 32232-5023
27COG6 3 Chain of Title Guarantee
CLTA Guarantee Form No. 6 (Revised 6/6/92)
Order No.: 00502204 -201 -T21 -ES Guarantee No.: CO-FCTV-IMP-27COG6-1-23-00502204
NOTICE CONCERNING FRAUDULENT INSURANCE ACTS
(This Notice is Permanently Affixed Hereto)
It is unlawful to knowingly provide false, incomplete, or misleading facts or information to an
insurance company for the purpose of defrauding or attempting to defraud the company.
Penalties may include imprisonment, fines, denial of insurance, and civil damages. Any insurance
company or agent of an insurance company who knowingly provides false, incomplete, or
misleading facts or information to a policyholder or claimant for the purpose of defrauding or
attempting to defraud the policyholder or claimant with regard to a settlement or award payable
from insurance proceeds shall be reported to the Colorado Division of Insurance within the
department of regulatory agencies.
C. R. S. A. § 10-1-128 (6)(a).
* Any and all Mortgage Guarantee Coverages shall not be in effect until such time as stated premium has been paid to the Company.
27COG6 1 Chain of Title Guarantee
CLTA Guarantee Form No. 6 (Revised 6/6/92)
Order No.: 00502204 -201 -T21 -ES Guarantee No.: CO-FCTV-IMP-27COG6-1-23-00502204
Order No.: 00502204 -201 -T21 -ES
Liability: $0.00
1. Name of Assured:
SunShare, LLC
2. Effective Date of Guarantee:
December 14, 2023 at 6:00 PM
The assurances referred to on the face page are:
That, according to those public records which, under the recording laws, impart constructive notice of matters relating to the
interest, if any, which was acquired by
Cornish Plains Livestock, LLLP, a Colorado limited liability limited partnership
pursuant to a Warranty Deed in and to the land described as follows:
See Exhibit A attached hereto and made a part hereof.
Only the following matters appear in such records subsequent to September 23, 1968:
Warranty Deed recorded September 23, 1968 at Reception No. 1521500
Quitclaim Deed recorded September 23, 1968 at Reception No. 1521502
Warranty Deed recorded April 5, 1972 at Reception No. 1587023
Warranty Deed recorded July 15, 1974 at Reception No. 1640587
Quit Claim Deed recorded August 7, 1974 at Reception No. 1642129
Bargain and Sale Deed recorded November 14, 1979 at Reception No. 1809156
Bargain and Sale Deed recorded November 14, 1979 at Reception No. 1809160
Bargain and Sale Deed recorded November 14, 1979 at Reception No. 1809161
Warranty Deed recorded June 25, 1997 at Reception No. 2554804
Warranty Deed recorded June 25, 1997 at Reception No. 2554805
This Guarantee does not cover:
1. Taxes, assessments, and matters related thereto.
2. Instruments, proceedings, or other matters which do not specifically describe said land.
SCHEDULE A
CHAIN OF TITLE GUARANTEE
Guarantee No.: CO-FCTV-IMP-27COG6-1-23-00502204
Fee: $175.00
27COG6 1 Chain of Title Guarantee
CLTA Guarantee Form No. 6 (Revised 6/6/92)
Order No.: 00502204 -201 -T21 -ES Guarantee No.: CO-FCTV-IMP-27COG6-1-23-00502204
EXHIBIT A
LEGAL DESCRIPTION
THE LAND REFERRED TO HEREIN BELOW IS SITUATED IN THE CITY OF GILL, IN THE COUNTY OF WELD,
STATE OF COLORADO, AND IS DESCRIBED AS FOLLOWS:
SE 1/4 of Section 4, Township 6 North, Range 63 West of the 6th P.M., LESS and EXCEPT that part lying South and East of
Highway 392,
County of Weld, State of Colorado.
For Informational Purposes Only
Tax ID No.: R2586503 / 079904400006
27COG6 2 Chain of Title Guarantee
CLTA Guarantee Form No. 6 (Revised 6/6/92)
WARRANTY DEED
THIS DEED is between L. M. BROWN & CO., a partnership, grantor, and CORNISH
PLAINS LIVESTOCK, LLLP, a Colorado limited liability limited partnership, whose
address is 16317 Highway 52, Ft. Lupton, Colorado 80621, grantee.
Grantor, for NO CONSIDERATION PAID, grants, bargains, sells and conveys to
grantee all of its interest in and to all of the real property situate in the County of Weld,
State_of on Exhibit A attached hereto and incorporated herein by
reference, with all appurtenances.
Grantor warrants the title to the above described property to be free and clear of all
easements, covenants, restrictions, reservations, rights of way, encumbrances and liens
of record, except those created or established after grantor took title.
Signed this -4 d day of
STATE OF COLORADO
COUNTY OF.C.-2 -
) ss.
, 1997.
L. M. BROWN & CO., a partnership
By:
By
L. MAYVIS BROWN, Partner
GORDON D. BROWN, Partner
The forgoing instrument was acknowledged before me thisc ay of
, 199') , by L. MAYVIS BROWN and GORDON D. BROWN,
rtners of L. M. BROWN & CO., a partnership.
oustuummv
r
Witness my hand and official seal.
My commission expires:
t
2554804 B-1613 P-21 06/25/1997 10:22A PG 1 OF 2 RFC DOC
Weld County CO JA Suki Tsukamoto Clerk & Recorder 11.00
EXHIBIT A
TOWNSHIP 6 NORTH OF RANGE 63 WEST OF THE 6TH P.M.
SECTION 4: All
SECTION 5: E%
SECTION 8: All
SECTION 9: N% lying North and West of Union Pacific Railroad Company's
right of way
SECTION 17: NW% which lies North of Union Pacific Railroad Company's right
of way
EXCEPT the Drury Ditch and The Drury Reservoir No. 2 and all
instruments pertaining thereto;
Also excepting the parcel of land being a portion of the site for
Drury Reservoir No. 2 as conveyed by Deed recorded in Book
687, Page 107, Weld County Records;
SECTION 3: E1/2, EXCEPT parcel of land as conveyed by Deed recorded in
Book 296, Page 190,
ALSO Except strips of land as conveyed by Deeds recorded in
Book 549, Page 521 and in Book 921, Page 516, Weld County
Records;
ALSO EXCEPT the N1/2 NE% NE%;
SECTION 3: W%; EXCEPT parcels of land as conveyed by Deeds recorded in
Book 300; Page 35, and in Book 55*, Page 581-, Weld County
Records;
SECTION 10: NW%
2554804 B-1613 P-21 06/25/1997 10:22A PG 2 OF 2
WARRANTY DEED
THIS DEED is between G. D. BROWN & CO., a partnership, grantor, and CORNISH
PLAINS LIVESTOCK, LLLP, a Colorado limited liability limited partnership, whose
address -is -1&317 Highway 52, Ft Lupton, Colorado 80621, grantee.
Grantor, for NO CONSIDERATION PAID, grants, bargains, sells and conveys to
grantee all of its interest in and to all of the real property situate in the County of Weld,
State of Colorado, described on Exhibit A attached hereto and incorporated herein by
reference, with all appurtenances.
Grantor warrants the title to the above described property to be free and clear of all
easements, covenants, restrictions, reservations, rights of way, encumbrances and liens
of record, except those created or established after grantor took title.
Signed this ,,'O day of
STATE OF COLORADO
�, ) ss.
COUNTY OF C�.,c.-e_ )
, 1997.
G. D. BROWN & CO., a partnership
By:
By:
GORDON D. BROWN, Partner
L. MAYVIS BROWN, Partner
-The fore oing instrument was acknowledged before me thi $7oyy5day of
191? , by GORDON D. BROWN and L. MAYVIS BROWN,
tners of G.D. BROWN & CO., a partnership.
Witness my hand and official seal.
My commission expires:
2554805 B-1613 P-22 06/25/1997 10:23A PG 1 OF 2 REC DOC Is
Weld County CO JA Suki Tsukamoto Clerk & Recorder 11.00
EXHIBIT A
TOWNSHIP 6 NORTH OF RANGE 63 WEST OF THE 6TH P.M.
SECTION 4: All
SECTION 5: E%
SECTION 8: All
SECTION 9: N% lying North and West of Union Pacific Railroad Company's
right of way
SECTION 17: NW% which lies North of Union Pacific Railroad Company's right
of way
EXCEPT the Drury Ditch and The Drury Reservoir No. 2 and all
instruments pertaining thereto;
Also excepting the parcel of land being a portion of the site for
Drury Reservoir No. 2 as conveyed by Deed recorded in Book
687, Page 107, Weld County Records;
SECTION 3: E%, EXCEPT parcel of land as conveyed by Deed recorded in
Book 296, Page 190,
ALSO Except strips of land as conveyed by Deeds recorded in
Book 549, Page 521 and in Book 921, Page 516, Weld County
Records;
ALSO EXCEPT the N% NEY4 NE%4;
SECTION 3: W%; EXCEPT parcels of land as conveyed by Deeds recorded in
Book 300, Page- 35, _ and in Book 554,_ Page_ 581, Weld County
Records;
SECTION 10: NW%
2554805 B-1613 P-22 06/25/1997 10:23A PG 2 OF 2
WARRANTY DEED
THIS DEED is between G. D. BROWN & CO., a partnership, grantor, and CORNISH
PLAINS LIVESTOCK, LLLP, a Colorado limited liability limited partnership, whose
address_is 16317 Highway 52 Ft Luptan, Colorado 80621.. grantee.
Grantor, for NO CONSIDERATION PAID, grants, bargains, sells and conveys to
grantee all of its interest in and to all of the real property situate in the County of Weld,
State of Colorado, described on Exhibit A attached hereto and incorporated herein by
reference, with all appurtenances.
Grantor warrants the title to the above described property to be free and clear of all
easements, covenants, restrictions, reservations, rights of way, encumbrances and liens
of record, except those created or established after grantor took title.
Signed this � /O day of
i
STATE OF COLORADO )
) ss.
COUNTY OF t/t/,t.-( )
, 1997.
G. D. BROWN & CO., a partnership
By:
By:
GORDON D. BROWN, Partner
L. MAYVIS BROWN, Partner
-The fore oing instrument was acknowledged before me thjZ .'5day of
�,-z�� , 19/7 , by GORDON D. BROWN and L. MAYVIS BROWN,
ners of G.D. BROWN & CO., a partnership.
Witness my hand and official seal.
My commission expires:
IOW
2554805 B-1613 P-22 06/25/1997 10:23A PG 1 OF 2 REC DOC
Weld County CO JA Suki Tsukamoto Clerk & Recorder 1I.00
EXHIBIT A
TOWNSHIP 6 NORTH OF RANGE 63 WEST OF THE 6TH P.M.
SECTION 4: All
SECTION 5: E'/z
SECTION 8: All
SECTION 9: NIA lying North and West of Union Pacific Railroad Company's
right of way
SECTION 17: NW'/4 which lies North of Union Pacific Railroad Company's right
of way
EXCEPT the Drury Ditch and The Drury Reservoir No. 2 and all
instruments pertaining thereto;
Also excepting the parcel of land being a portion of the site for
Drury Reservoir No. 2 as conveyed by Deed recorded in Book
687, Page 107, Weld County Records;
SECTION 3: E%, EXCEPT parcel of land as conveyed by Deed recorded in
Book 296, Page 190,
ALSO Except strips of land as conveyed by Deeds recorded in
Book 549, Page 521 and in Book 921, Page 516, Weld County
Records;
ALSO EXCEPT the NIA NE% NE%;
SECTION 3: WA; EXCEPT parcels of land as conveyed by Deeds recorded in
Book- 300, Page- 35, and in Bonk -554=_ Page 581;. Weld. Gaunty
Records;
SECTION 10: NW%
2554805 B-1613 P-22 06/25/1997 10:23A PG 2 OF 2
3989494 01/13/2014 09:17 AM
Total Pages: 13 Rec Fee: $71.00
Steve Moreno - Clerk and Recorder, Weld County, CO
SURFACE USE AGREEMENT
AND GRANT OF. EASEMENT
THIS SURFACE. USE AGREEMENT AND GRANT OF EASEMENT ("Agreement"),
effective this .3 day of 2013, ("Effective Date") is m&k by and between CORNISH PLAINS
LIVESTOCK, LLLP., whose address, for purposes of this Agreement, is 1601 44`a' Avenue Court # 1,
Greeley, Colorado 80634 ("Owner"), and NOBLE ENERGY, INC., a Delaware corporation, the
address of which, for purposes of this Agreement, is 1625 Broadway, Suite 2200, Denver, Colorado
80202 ("Noble"). Owner and Noble are each a "Party" and collectively are the "Parties."
RECITALS
A. Owner represents that it owns the surface estate for the follow€ng described lands in.
Weld County, Colorado, said lands herein referred to as the "Property":
Township 6 North, Range 63 West. 6TH P.M.
Section 4: S! 2SE/ 4
Section 9: NW/4NE/4
B. Noble desires to use the Property and Owner and Noble desire to address the terms and
conditions of such use in connection with Noble's development of oil and gas prospects from the
mineral leasehold estate, some or all of which is now owned. by Noble. Noble represents that it is
authorized to enter this Agreement and to perfor7'ii. all Operations provided herein. Owner recognizes
that Noble's conducting oil and gas operations on the Property ineludes but is not limited to the
following: permitting, obtaining consents and waivers, environmental impact assessments and
evaluations, surveying, seismic activity, water recycling, exploration, drilling, stimulation, completion,
re, stimulation, re -completion, deepening, reworking, equipping, production, maintenance, plugging
and abandoning of wells, together with accessing, inspection, construction, erection, installation,
opera€tion. maintenance, ce, repair, removal, replacement, expansion, testing, updating, upgrade,
ownership, and use of related facilities including gathering, storage, and processing facilities, as well
as associated flowlines, access roads, and. related buildings, fencing, and equipment, as all of the
foregoing may be related to vertical, directional, horizontal or lateral wellbores ("Operations"),
C. Owner and Noble desire to mitigate any surface damage to the Property and to set forth
their agreements with respect to future Operations on the Property, to accommodate Operations and
development of the surfiace, and to provide for cooperation between the Parties and the mutual
enjoyment of tbe Party's respective rights in and to the Property.
D. This Agreement. sets forth the Parties rights and obligations regarding the development
and use of the Property by Owner and Operations conducted by Noble.
E. The Parties intend that, for purposes of this Agreement, references to Noble and Owner
include their respective assigns and successors, even_ if aassi ;iis and successors are not specifically
referenced.
:1.th. •1r1't f .fV:B)::Crf •11ti E.'.$1 4
3989494 01/13/2014 09:17 AM
Page 2 of 13
i . This Agreement is subject to any existing rights of Noble in or to the Property pursuant
to any mineral lease, mineral deed or similar instrument granting rights to develop the mineral estate,
but Noble will hold Owner harmless from any claims that the Operations violate any rights of third
party leasehold or mineral estates. unless Owner has actual knowledge thereof.
AGREEMENT
NOW, THEREFORE, in consideration of ten dollars and other valuable consideration, the
covenants made in this Agreement. and the mutual benefits to be derived therefrom, the receipt and
sufficiency of which are hereby confessed and acknowledged, the Parties agree as follows:
Section 1. Term of Agreement. Each of the Parties covenants and agrees that it shall
strictly observe the terms and conditions regarding surface occupancy set forth in this Agreement.
This Agreement, and the rights and benefits granted and created herein shall be effective as of the
Effective Date and shall continue in full force and effect until the later to occur of (i) permanent
cessation of Operations being conducted on the Property, or (ii) the date that is five years from the
Effective Date (the "Term"), and in either event, Noble has plugged and abandoned all wells owned or
operated by Noble and has complied with all requirements of all applicable oil and gas leases and
applicable laws, rules and regulations pertaining to removal of equipment, reclamation, and clean-up
all of which will be timely performed by Noble,
Section 2. Use of Property.
A. Owner shall set aside and provide to Noble, for Noble's exclusive use subject only to
landscaping installed pursuant to Section 10(B) of this Agreement, and reasonable unobstructed
vehicular ingress and passage through such area that does not interfere with Operations, that portion of
the Property consisting of approximately eighteen and six tenths of an acre (18.6) acres as depicted on
Exhibit. A (the parcels on Exhibit A are collectively the "Exclusive Area," and each is an "Exclusive
Area") and comprising three (3) separate parcels as follows:
rl?a reel Acres
AA09 Production Facility 5.2
AA09-28-A Well Pad 6.7
LAAElt)--27-A Well Pad 6.7
I
Total 18.6
The parcels designated as "well pads" will be used fill- the drilling, completion and operation of the
wells, but will not be used for the location of production facilities.
The Exclusive Area, as well as the Access Road. Area and Pipeline Area depicted on Exhibit A (the
"Access Road Area" and "Pipeline Area," respectively, and as further defined below) shall be made
available to Noble in their present condition for any Operations conducted by Noble. Nothing
contained in this section shall be construed as prohibiting Noble ti-om exercising any right it has to use -
the surface of the Property outside of the Exclusive Area, Access Road Area, and Pipeline Area
pursuant to any mineral leases, mineral deal or similar instrument. granting Noble the right to develop
the mineral estate,
•1-W • .1110i•.:4t]0,';' .C.i:1_. kt-
3989494 01/13/2014 09:17 AM
Page 3 of 13
B. Noble is hereby granted an exclusive permanent easement, during the term of this
Agreement, to drill wells on. the Property, as shown on Exhibit A including horizontal and directional
wells that produce from and. drain all or portions of the Property or any adjacent properties, provided
that. such locations most be permitted locations under the then applicable well spacing regulations of
the Colorado Oil and Gas Conservation Commission ("COGCC") or exceptions granted thereto by the
Director of the COGCC or to the extent Owner consents to modify Exhibit A, subject to the well
spacing as set forth in Exhibit A. As part of the consideration for this Agreement, Owner hereby
waives its right to, and covenants that Owner shall not protest or Object to any such exception location
or application for the same by Noble, provided that such exception location is shown on Exhibit A or
is otherwise described herein by location and access and is otherwise consistent with this Agreement.
The bottom hole locations for each of the future wells will be determined by Noble in the ordinary
course of Noble's economic, engineering and geologic evaluations of potential oil .and gas well drill
sites. Exhibit A represents lands for potential future Operations, but -Noble makes no commitment to
drill any well on these lands.
C, Auxiliary Easement. Owner grants Noble an easement for the purposes of storing,
constructing, maintaining, repairing, replacing, and removing all or any part or element of the
Operations whether located on or of the property. Uses of the property may include, but are not
limited to, storage of drill cuttings, equipment, and water. This easement is referred to as the
"Auxiliary Easement" and the property subject to the burden of the easement is referred to as the
"Auxiliary Easement Area". The Auxiliary Easement Area is identified and located as shown on
Exhibit A. Further, Owner grants Noble access roads for unobstructed vehicular and pedestrian
ingress to and egxress from to the Auxiliary Easement Area as depicted on Exhibit A on such existing
roads as currently or later exist or as otherwise agreed in writing by Owner. Noble may exercise its
right to use all or any part of the Auxiliary Easement Area as and when Noble deems it necessary or
advisable to do so to perform the activities for which this Auxiliary Easement is ranted. The term of
the Auxiliary Easement shall be temporary and shall be in full force and effect for a period of no more
than eighteen (18) months, commencing on the Execution Date. The teem; of the Auxiliary Easement
may he extended for a period of twelve (I2) months upon written agreement by both Parties.
D. Noble is hereby granted a subsurface easement, during the term of this Agreement, for
passage of any portion of any well bore for any of the future wells, whether producing or
nonproducing, including the right to occupy and use the subsurface pore space displaced by the well
bore and. all structures appurtenant thereto.
Section 3. Access Road Area. Owner shall provide Noble with continuous access to the
Property, the Exclusive Area, and the Pipeline Area, over and across roadways now or hereafter
located within the Property (the "Access Road Area's), as depicted as "A.ccess Road Area" on Exhibit
A. It is Nobles intent to confine the location of the Access Road Area to the corridors set forth in
Exhibit A. Either Party, however, may propose relocation of an Access Road Area to a location other
than the location indicated on Exhibit A. or Noble may propose an additional roadway outside of the
Access Road Area. Such relocation or additional roadway shall be subject to the consent of the other
Party, which consent shall not be unreasonably withheld. The 'Party proposing the relocation of the
Access Road Area shall bear all costs associated with the relocation.
l.(lt -.!: °?fit.:!\kAkii:-() :'..,
3989494 01/13/2014 09:17 AM
Page 4 of 13
Section 4. Flow Lines, Gathering Lines and Other Pipelines. Noble has a continuing right
and entitlement to install, own, operate, maintain, repair and replace all flowlines, gathering lines and
other pivelines ("Pipeline Area") that may be necessary or convenient to its Operations on the
Property, depicted as "Pipeline Area on Exhibit A. Owner further agrees to execute a recordable.
Pipeline Right -of -Way Grant for all pipelines constructed in the Pipeline Area. It is Noble's intent to
confine the location of such Pipeline Area to what is set forth in Exhibit A. Either Party, however,
may propose relocation of a Pipeline Area (including existing pipelines within the Pipeline Area) to a
location other than the location indicated on Exhibit A, or Noble ma.y propose an additional pipeline
right of way outside of the Pipeline Area. Such relocation or additional pipeline right of way shall be
subject to the consent of the other Party, which consent shall not be unreasonably withheld. The Party
proposing the relocation of the Pipeline Area shall bear all costs associated with the relocation. Within
a reasonable time after the completion of a pipeline not otherwise depicted on Exhibit A, Noble shall
provide an as -built survey of the pipeline to Owner, which shall be used as an exhibit to the recordable
Pipeline Right -of -Way Grant described above.
Section. 5. Consultation with Owner.
Noble shall provide Owner with twenty-one (21) days' notice proposing operations outside of
the Exclusive Area, Access Road Area., or Pipeline Area and, following the receipt of such notice and
at the request of Owner, the parties agree to meet and confer regarding the request including meeting
at the site if requested by Owner, .as to the exact location of the Property it requests to use, including
all access thereto and therefrom. Noble and Owner will negotiate in good faith with the intention that
they shall determine mutually acceptable consideration and other terms for performing Operations
outside of the Exclusive Area, Pipeline Area, and Access Road Area.
Section 6. Consents and Waivers.
A. Consistent with Paragraph 2.A., throughout the term ot'this Agreement and for the
consideration described herein, Noble is hereby expressly granted consent to locate any number of
wells within the Exclusive Area, and for each well Noble proposes within the Exclusive Area, Owner
shall roily support Noble's efforts to permit such wells including granting consent to locate any well
greater than fifty (50) feet from an existing well pursuant to COGCC Rule 3 I RA..(c) and granting
consent to locate any well outside of the GWA windows as defined. in COGCC Rule 31RA.(a),
13. Owner will not locate any lot line, building, or structure within the Exclusive Area or
within any setback area required under the current COGCC rules and regulations in place as of the
effective date of this Agreement that apply to the distance between a wellhead and public roads,
production facilities, building units and surface 'property lines. In order to give full effect to the
purposes of this Agreement, Owner hereby waives its right to object to the location of any of Noble's
facilities on the basis of setback requirements in the rules and. regulations of the COGCC, as they may
be amended from time to time, provided that in no event shall such waiver be construed as permitting
any Operation or location of any structure, improvement. or equipment by Noble outside the Exclusive
Area; Access Road Area, or Pipeline Area. Noble or its successors and assigns may cite the waiver in
this paragraph in order to obtain a location exception or variance under COGCC rules or from any
other state or local governmental body. Owner agrees not to object to Noble's use of the surface in the
Exclusive Area, Access Road Area or Pipeline Area so long as such use is consistent. with this
Agreement. Owner will provide Noble or its succ€'ssors and assigns with whatever written support
they may reasonably require to obtain permits from the COGC°C' or any state or local jurisdiction.
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Section 7. Surface Damages.
A. Subject to the terms and conditions of this Agreement, Owner hereby waives all surface
damage payments "pursuant to any COGCC tai- local regulation, state statute, common law or prior
agreement, ` related to Nobles Operations located on the Property- within the Exclusive Area, Access
Road Area or Pipeline Area and also including, but not limited to, any roadway, ..tlowiiae, or pipeline
constructed pursuant to this Agreement. Noble may provide a copy of this Agreement to the COGCC
as evidence of this waiver.
B. Noble shall pay Owner a sum, as set forth in that certain agreement between Noble and
Owner dated as of pit t b r----3-----, 2013 ("Letter Agreement") entered into between Owner and
Noble, as full settlement and satisfaction of all damages growing out of, incident to, or in connection
with usual and customary Operations located on the Property.
Section 8. Other Damages,
A. If by any reasons directly resulting from the Operations, there is damage to real or
personal property upon the Property which is not associated with usual and customary Operations,
including, but riot limited to, damage to livestock, crops, structures, buildings, fences, culverts, cement
ditches, irrigation systems, and natural waterways, such damage will be repaired or replaced byNoble,
or Noble will pay reasonable compensation to owner for such additional damage or an amount equal
to the reasonable costs to repair such actual damage.
B. Owner agrees to notify any surface tenant that may be affected. by Operations on the
property and Owner may allocate the payments made hereunder with such surface tenant as they shall
mutually determine between themselves and Noble shall have no liability therefor. Owner agrees to
indemnify Noble against any claim brought by any surface tenant on the Property for damages directly
caused by the Operations.
Section 9. Environmental l:ndemnit
A.. Noble shall protect, indemnify, and hold harmless Owner, and any subsequent owner of
the Property from any Environmental Claims relating to the Property or oil and gas leasehold
thereunder that arise solely out Operations located on the Property; provided, however, Noble will not.
protect, indemnify, and hold harmless Owner, and any subsequent owner of the Property from any
Environmental Claim arising out of a. pre-existing condition which existed on the Property at the time
Noble executed this Agreement. Owner shall fully protect, defend, indemnify and hold harmless
Noble, along with any of Noble's successors or assigns, :r€m any and all En.v°ironn. ental Claims
relating to the Property that arise out. of Owner's use of the Property.
B. "Environmental Claims" shall mean all Claims asserted by governmental bodies or
other third parties for pollution or environmental damage of any kind, arising from Operations on or
ownership of the Property or ownership of the oil and gas leasehold. interest, whichever is applicable,
and all cleanup and remediation costs, tines and penalties associated therewith, including, hot not
3989494 01/13/2014 09:17 AM
Page 6 of 13
limited to, any Claims arising from Environmental Laws. Environmental Claims shall not include the
costs of any remediation undertaken voluntarily by any Party, unless such remediation is performed
under the imminent threat of a Claim by a governmental body or other third party.
"Claim" shall mean any and all losses, claims, damages, judgments, fines or liabilities.
reasonable legal ?�„incurred investigating defending against h
including 1z�.:5 or other expenses in or cl€.fi~ndii�� a`ai€�s,. such
losses, claims, damages, judgments, lines or liabilities, and. any amounts expended in settlement of any
claims.
D. "Environmental. Laws" shall mean any laws, regulations, rules, ordinances, or order
(Whether currently existing or hereafter adopted) of any federal, state or local governmental.
authority(ies), which relate to or otherwise impose liability, obligation, or standards with respect to
pollution or the protection of the environment, including, but not limited to, the Comprehensive
Environmental Response, Compensation and Liability Act of 1980, as amended (42 U.S.C. § 9601, e;
seq.), the Resource Conservation and Recovery Act of 1976 (42 U.S.C, §§ 6901, et seq.), the Clean
Water Act (33 U.S.C. §§ 466, et sect.), the Safe Drinking Water Act (14 U.S.C. § 1401, et seq.), the
Hazardous Material Transportation Act (49 U.S.C. §§. 1801, et seq.), the Clean Air Act (42 U.S.C. §
7401, et seq.), and the Toxic Substances Control Act (1 5 U.S.C. § 2601, et sr::y.).
E. Owner represents that Owner has no actual or constructive knowledge of any material
latent condition or defect on the Property that would subject I oble to an Environmental Claim.
Section 10. Qpera.tional Restrictions.
A. Noble shall use the Property only for Operations and the placements of wellheads,
separators, dehydrators, compressors, .normal well site storage tanks, temporary or permanent
structures, buildings for maintenance, office, security, and storage purposes, equipment and related.
facilities. Noble shall not store any item unrelated to Operations without the prior written consent of
Owner.
E. Noble shall consult with Owner concerning mitigating the visual impacts of Noble`s
facilities. Owner, at its own risk and expense, shall have the. right to install landscaping and other
improvements outside the Exclusive Area for the purpose of buffering or isolating the Exclusive Area
from the Property or the remainder of Owner's adjacent lands, provided that Owner shall not
unreasonably inhibit Noble's access to the Exclusive Area or unreasonably inhibit. Noble's Operations
within the Exclusive Area by such landscaping or other improvements. Owner shall be responsible for
the maintenance of all landscaping installed pursuant to this Section 10(B).
Section 11. Compliance with Applicable Laws. Owner and Noble shall. each, at all. times,
conduct their respective operations on. or about the Property in compliance with the requirements of
any applicable laws, rules, regulations, and requirements imposed by any governmental agency,
including., without limitation, the COGCC- Owner hereby waives ;any private right of action against
Noble for any noncompliance
--oi>F n7.•
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Section 12, insurance. Before and during Operations on the Property, Noble shall at all.
times maintain appropriate insurance, including, without limitation, workers compensation insurance,
in compliance with Colorado law for its employees or contractors involved in the conduct Cif
Operations on any portion of the Property and general public liability insurance in such amounts as are
customarily maintained for Operations similar to those conducted by Noble.
Section 13. Land Development. Owner acknowledges that it is the intent of Noble to
conduct future Operations on the Property and Owner shall use best efforts in their use and
development of the surface so as not to unreasonably interfere with such Operations. Owner shall
promptly notify Noble of any planned real estate development, new irrigation system (e.g. pivots),
residences, or other structures to be installed or located on the Property after the Effective Date or of
any plans to move any irrigation systems, residences, or other structures located on the Property before
the Effective Date.
Section 14, Governing Law, Jurisdiction, and Venue. It is expressly understood and agreed
by and between the Parties that this Agreement shall be governed by and its terms construed under the
laws of the State of Colorado. The Parties further expressly acknowledge and agree that jurisdiction
and venue for any actions arising out of or in connection with this Agreement shall be in District
Court, in the County of Weld, State of Colorado. In any civil litigation arising out of this Agreement,
trial shall be to the Court and each Party waives all rights to trial by jury. Each Party acknowledges
and represents that it makes this waiver knowingly, voluntarily, and intentionally and after careful
consideration of the ramifications of this waiver with legal counsel.
Section. 15. Force Majeure, in the event that Owner or Noble shall be delayed in, hindered
in, or prevented from the performance of, any act required under this Agreement by reason of strikes,
lockouts, labor troubles, inability to procure materials, failure of power, riots, insurrection, restrictive
governmental laws or regulations, war or other reason beyond their control, then performance of such
aCt shall be excused for the period of the delay and the period for the performance of any such act shall
be extended for a period equivalent to the period of such delay. To the extent a moratorium or a
restrictive governmental law or regulation prevents Noble from performing Operations the Tenn, as
set forth in Section 1 of this Agreement, shall be extended for such period of time that the moratorium
or restrictive governmental law or regulation is in place.
Section 16. Assignment. This Agreement shall be assignable, in whole or in part, by either
Party, subject to the following:
A. Noble. may assign its interest in the Oil and Gas Lease(s) covering the Property
only following written disclosure to the assignee of the existence of this Agreement, and such
pyi:k5c1 )0t4c..0t
3989494 01/13/2014 09:17 AM
Page 8 of 13
assignment shall be expressly subject to all terms and conditions of this Agreement, and the
assumption by assignee of all. obligations of Noble under this Agreement.
B. Owner may assign or convey its interest in the Property or any portion thereof
only following written disclosure to the assignee of the existence of this Agreement, and such
assignment or conveyance shall. be expressly subject to all terms and conditions of this Agreement,
and the assumption by such assignee or grantee of all obligations of Owner under this Agreement.
Section 17. Headings. The headings in this Agreement are inserted for convenience only
and are in no way intended to describe, interpret, define or limit the scope, extent or intent of this
Agreement or any provision hereof.
Section 18. Notices. Any notice or other communication given by either Party to the other
relating to this Agreement shall be in writing, and. shall be delivered in person, sent by certified mail,
return receipt requested, sent by reputable overnight courier, or sent by facsimile transmission (with
evidence of such transmission received) to such other Party at the.respective addresses set forth in this
Agreement (or at such other address as may be designated from time to time by written notice given in
the manner provided in this Agreement). Such notice shall, if hand delivered or personally served, be
effective immediately upon receipt. If sent. by certified mail, return receipt requested, such notice shall
he deemed given on the third business day following deposit in the United States mail, postage prepaid
and properly addressed; if delivered by overnight courier, shall be deemed effective on the first
business day following deposit with such courier; and if delivered by facsimile transmission, shall he
deemed effective when received:
if to Owner, to:
if to Noble, to:
Cornish Plains Livestock, LLLP.
1601 44`h1 Avenue Court ti l
Greeley, Colorado 80634
Noble Energy, Inc.
Attn: Land Manager
1625 Broadway, Suite 7700
Denver, Colorado 80207
Phone: (303) 288 4000
Section 19. Written Modifications. 'finis Agreement may only be amended in a writing
denominated amendment signed by the authorized representatives of the Parties or their assigns or
successors in interest; however, any amendment to the Agreement may be executed in counterparts.
All notices to either Party shall be in writing addressed to the. Parties as set forth above.
-
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Section 20. Binding Effect. When Noble is used in this Agreement, €t shall also mean the
successors and assigns of Noble, as well as its employees and officers, agents, affiliates, co€itractors,
subcontractors and/or purchasers. This Agreement shall be binding upon and inure to the benefit of
the he€rs, personal representatives, successors, administrators, and assigns of the. Parties, and may be
executed in counterparts. The provisions of this Agreement shah constitute covenants running with
the Property for so long as this Agreement (and any modifications thereof) remains in. force and effect.
-Noble shall have the right to record this Agreement in the real property records of the Clerk and
Recorder's Office of Weld County, State of Colorado.
Section 21. Interest in Real Property.
(a) The Parties intend that this Agreement creates, and this Agreement does create, a valid, present.
interest in the Property in favor of Noble. 'fhe covenants and rights contained in and granted by this
Agreement are made for the direct benefit of the Property and shall run with and against. the Property
and inure to the benefit of and bind Owner and Noble and their respective agents, assigns, employees,
heirs, lessees, mortgagees, permittees, successors, and transferees, and all. entities or persons claiming
by, through, or under them. Owner shall defend title to the rights granted to Noble by this Agreement
against any person claiming all or any part of such rights, whether by, through, or under Owner. If
Owner conveys the Property or any part of it, any compensation due under this Agreement related to
that part of the Property transferred, shall be paid to the successor in title to the Property or, as
applicable, to that part of the Property.
(b) Neither this Agreement nor the Property shall be separately assigned, conveyed, sold, or
otherwise transferred by Owner subject to any reservation of revenues, rights, or royalties related to
this Agreement by way of deed, deed restriction, or other document. or instrument. Nothing in this
Agreement shall be deemed to limit Owner's right to convey, sell, or otherwise transfer all or any part
of the Property; provided that any such transfer shall be subject to the conditions and terms of this
Agreement.
(c) Owner and/or a. party acquiring some or all of the Property from Owner shall, within thirty (30)
days after a conveyance, sale, or other transfer of some or all of the Property, provide Noble a copy of
the recorded vesting document related to the transfer, delivered in accordance with the notice
provisions in Section 1.8. The failure to provide the required recorded vesting document shall not be a
default under this Agreement; however, Noble shall haver10 obligations under this Agreement to any
subsequent Owner unless and until Noble has 'received such document, and notwithstanding that Noble
shall have no obligations under this Agreement to a subsequent Owner until Noble has received such
document, the Property and the subsequent Owner shall remain hound by the conditions and terms of
this Agreement.
Section 22, Lien waiver. Owner waives any and all lien rights it may now or later have in
equipment installed on the Property pursuant to Operations. Owner and Noble each agrees to keep the
Property free and clear of liens (except for existing liens set fbrth on Schedule 1 to this Agreement)
and shall immediately notify the othe€- party if it becomes aware of any liens filed against the Property.
Section 23. Right to cure. As of the Effective Date, there are no defaults with respect to any
assessment(s); deed(s) of trust, €nortgage(s), services, taxes, utilities or other interests related to the
Property. Owner shall pay as and when due all amounts Owner (or any person acting on behalf of by,
or through Owner) owes f nr or in connection with any: assessments, taxes or governmental charges of
?;�- - - 601 r; ...
3989494 01/13/2014 09:17 AM
Page 10 of 13
any kind that may at any time be lawfully assessed or levied against the Property; encumbrances;
leases; mortgages; deeds of trust; other security interests; services; utilities; or other interests related to
the Property and/or that may create an interest in the Property. Owner shall satis ;y all non -monetary
obligations of Owner associated with such matterss, f;iiliis which Noble may (but shall have no
obligation to) pay such amounts aandlor perform such obligations, In order to enable any such potential
payment or performance by Noble, Owner agrees to give Noble notice of any Owner default in
connection with the payment or performance of Owner's obligations pursuant this Section 23. Noble
shall when possible give Owner notice before paying such amounts or pertbrming such obligations. In
the case of such payment or performance by Noble, Owner shall, within sixty (60) days after notice
from Noble, reimburse Noble for the amount of such payment and/or the cost of such performance, or,
at Noble's option, Noble may offset. the amounts paid or costs incurred against sums to be paid Owner
under this Agreement.
Section 24. Limitation on Remedies. Notwithstanding any other provision of this
Agreement or any rights or remedies Owner has at law or in equity, Owner shall not (and hereby.
waives the right to) start or pursue any action to cancel, reform, rescind, or terminate this Agreement.
By this limitation, Owner does not limit or waive its right to pursue damages or performance (as may
be due) from Noble.
Section 25. No Abandonment. No act or failure to act on the part of Noble shall be deemed
to constitute an abandonment or surrender of this Agreement or of any part of it, except upon
recordation by Noble of an instrument specifically terminating this Agreement.
Section 26. No Partnership, Joint Venture. This Agreement does not create any agent -
principal or principal -agent relationship, joint venture, partnership, or other similar relationship
between the Parties, and neither Party shall have the power to bind the other except as expressly set
forth in. this Agreement.
Section 2.7. No Third -Party Beneficiaries, Brokers. Except as otherwise expressly set forth
in this Agreement, the terms and. provisions of this Agreement are intended solely for the benefit of the
Parties and their respective assigns and successors, and the Parties do not intend to confer third -party
beneficiary rights upon any other person. Except for counsel, Owner has had no consultations,
dealings, or negotiations with any broker in connection with this Agreement. No commissions,
finders' fees, or other charges are due any agent, broker, or other party in connection with the
execution or negotiation of this Agreement or any development associated with this A<greement.
Section 28. P.arkintinvalidity. If any term, covenant, condition or provision of this
Agreement. or the application thereof to any person or circumstance shall at any time or to any extent
be invalid or unenforceable, the remainder of this Agreement or the application of such term or
provision to persons or circumstances other than those to which it is held invalid or unenforceable
shall not. be affected and each term, covenant, condition and provision of this Agreement shall be valid
and be enforced to the fullest extent permitted by law.
Section 29, Waivers. No waiver of any right under this Agreement shall be. effective for
any purpose unless in a writing signed by the Party possessing the right, and no such waiver shall be
construed to be a waiver of any subsequent provision, right, or term of this Agreement.. Failure of
Owner or Noble to complain of any act or omission on the part of the other Party, n.o nuttier how long
the same may continue, Shall not be deemed to be a3 waiver b\ Said Party of any of its rights chatter this
3989494 01/13/2014 09:17 AM
Page 11 of 13
Agrettent. No waiver by Owner or Noble at any time, express or implied, of any breach of any
provision of this Agreement shall be deemed a waiver of a breach of any other provisions of this
Agreement or a consent to any subsequent breach of the same or any other provision.
Section. 30. Entire Acrrcement. 'This Agreement, together with. the Letter Agreement and
any addenda, exhibits, and schedules attached hereto, contains the entire agreement between the
Parties with respect to its subject matter. No oral statement or prior written matter shall have any force
or effec€. Noble agrees that it is not relying on any representations or agreements other than those
contained in this Agreement. To the extent there are existing agreements in place either (i) between
Owner and Noble relating to Noble's use of the surface of the Property, specifically excluding any
mineral lease, mineral deed, or similar instrument granting Noble the right to develop the mineral
estate, or (ii) which restrict, limit, or regulate Noble's use of the surface of the properly, including such
restrictions, limitations or regulations in any mineral lease, mineral deed or similar instrument, then
this Agreement supersedes such agreements as well as any similar prior agreements, discussion or
understandings, oral or written, and such agreements are of no force or effect.
IN WITNESS WHEREOF, the Parties have executed this Agreement as cif the day and year
first above written.
OWNER: Cornish Plains Livestock, LLLP.
` =Y
\)F. -z-r,..d'S:G
Name: Leta Mayvis Brown
Title: General Partner
B ., t
Name; Beitja in D. Brown
Title: Partner
NOBLE:
Noble Energy, Iiac,,
a Delaware corporation
f A
By:
Jose li *: nzo
its: Attar, x i-act
rj
0
3989494 01/13/2014 09:17 AM
Page 12 of 13
STATE MC' COLORADO
COUNTY OF
) ss.
)
The foregoing instrument was aciuiowicdoed before me this • ' dqy of
Witness my hand and official seal.
My commission expires:
ANNE M, DUCK
NOTARY PUBLIC
(SE L) STATE OF COLOMDO
NOTARY €D 2013401$300�p
C MISSION EXPIRE; MARCH H " 1, 2017
Notary Public
STATE OF COLORADO •t
CITY AND ) ss.
COUNTY OF DENVER )
The foregoing w as acknowledged before me this ; day e ' 2014,
Witness my hand and official seal.
My commission expires:
(SEAL)
l�•F1iP.-•t�kYiiKdf;lai;�ili��fi��.l�: e�
9 34 01/13/201409:1r ANA -
Page 13 of 13
EXHIBIT A
Attached to and by reference made ca port of thQt certain Surface Use Agreement and Grant
of Easement dated 20'13, by and between Cornish PlaIne Livestock, LLI_P,
as "Owner" and Nobie Energy, Inc. as *Noble" covering the following lands:
West. 8th P.M,
Section 4: S/2SE/4
Section 9: NOME/4
Weld County, Colorado
400
t "Q'
� °€a '°C c�aA°ay�`� a ° a o� �a� C ° � �r Cie.• .".&..,4 a°"�� �°`.t7
AUXILIARY EASEMENT ::AREA .:
1 I (TEMPORARY. WA' ; ` ;:
STORAGE AREA) . I
12.5 Acres 1
1
LEGEND
EXCLUSIVE AREA 18.6 ACRES
AUXILIARY EASEMENT AREA µ 14.8 ACRES
- APPROXIMA`€E , '10U' PIPELINE AREA (NOT SHOWN)
:.., APPROXIMATE q. 30 ACCESS ROAD AREA
OAWF ht /NV 5
4059546 11/05/2014 03:12 PM
Total Pages: 3 Rec Fee: $21.00
Steve Moreno - Clerk and Recorder, Weld County, CO
AMENDMENT TO SURFACE USE AGREEMENT AND GRANT OF EASEMENT
THIS AMENDMENT TO SURFACE USE AGREEMENT ("Agreement"), dated
effective this 22 -day of Cex� 2014, is made by and between the undersigned,
CORNISH PLAINS LIVESTOCK, LLLP., whose address is 1601 44th Avenue Court # 1,
Greeley, Colorado 80634 herein called "Owner", and Noble Energy, Inc., 1625
Broadway, Suite 2200, Denver, Colorado 80202, herein called "Noble";
WHEREAS, Owner and Noble entered into a Surface Use Agreement on
December 3, 2013 covering the following lands:
Township 6 North, Range 63 West, 6th P.M.
Section 4: S/2SE/4
Section 9: NW/4NE/4
covering the following parcels that comprise the Exclusive Area:
AA09 Production Facility
AA09-28-A Pad
AA09-27-A Pad
I. Exhibit A of said Surface Use Agreement shall be amended as depicted on
Exhibit A dated this Z%. day of2014, attached hereto
and by this reference made a part of this Agreement.
2. All other terms and conditions of the Surface Use Agreement shall remain
in full force and effect.
AGREED TO AND ACCEPTED AS OF THE DATE FIRST WRITTEN ABOVE.
OWNER: CORNISH PLAINS LIVESTOCK, LLLP.
By:eTs. r
Name: Leta Mayvis Brown
Title: General Partner
By:
Name: Be
Title: Partner
NOBLE:
By:
Name: Jos renzo
Title: A o ev- -Fact
in D. Brown
RGY, INC.
ark
4059546 11/05/2014 03:12 PM
Page 2 of 3
STATE OF COLORADO )
) ss,
COUNTY OF WELD )
nI
The foregoing instrument was acknowledged before me this 'Z day of
C�c be r- 2014, by Leta Mayvis Brown, General Partner of Cornish Plains
Livestock, LLLP.
Witness my hand and official seal.
My commission expires: 6 '/D - /7
(SEA
I
KATHRYN ORR
NOTARY PUBLIC
STATE OF COLORADO
NOTARY ID # 20134035824
MY COMMISSION EXPIRES JUNE 10, 2017
STATE OF COLORADO
)
) ss.
COUNTY OF WELD )
'-I
The foregoing instrument was acknowledged before me this 4Z day of
OC be Y , 2014, by Benjamin D. Brown, Partner of Cornish Plains Livestock,
LLLP.
Notary Pu ><c
(SEA
Witness my hand and official seal.
My commission expires: 6,- )6'1 7
KATHRYN ORR
NOTARY PUBLIC
STATE OF COLORADO
NOTARY ID *20134035824
MY COMMISSION EXPIRES JUNE 10, 2017
STATE OF COLORADO
CITY AND
COUNTY OF DENVER
Notary Pu is
The foregoing instrument was acknowledged before me this 3 day of
Noverh ber , 2014, by Joseph H. Lorenzo.
Witness my hand and official seal.
My commission expires:
(SEAL)
.5-17 -2o'$
"° T,q,9y G�
pf/
BL IC
Pu.lic 4:-..J>,>///,,,,,
iss'f�/�lrCl i 0 ‘. a\�
c :PireS �yg.1'�
Recorder's Memorandum
4059546 11 /05/2014Tnd'2 was found
Page 3 of 3 to be inadequate for
scanning purposes
TN94325
Total Pages: 3 Rec Fee: $21.00
Steve Moreno - Clerk and Recorder, Weld County, CO
EXHIBIT A
Attached to and by reference made a port of that certain Amendment to Surface Use
Agreement and Grant of Easement dated nit -4- , 2014, by and between Cornish
Plains Livestock, LLLP, as "Owner and Noble Energy, Inc. as 'Noble'. covering the following
lands:
7'=4OD'
Township 6 North. Range 63 West, 6th P.M.
Section 4: S/2SE/4
Section 9: NW/4NE/4
Weld County, Colorado
LEGEND
EXCLUSIVE AREA - 18.6 ACRES
Ma AUXILIARY EASEMENT AREA = 14.8 ACRES
-� - APPROXIMATE (. 100' PIPELINE AREA
- APPROXIMATE 30 ACCESS ROAD AREA
DATE 10/28/2014
PROJECT/; 2013042
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