HomeMy WebLinkAbout20252349.tiffResolution
Authorize Oil and Gas Lease (W1/2 NW1/4, NW1/4 SW1/4, S20, T10N, R62W), and
Authorize Chair to Sign — Prairie Operating, Co., LLC
Whereas, the Board of County Commissioners of Weld County, Colorado, pursuant to
Colorado statute and the Weld County Home Rule Charter, is vested with the authority of
administering the affairs of Weld County, Colorado, and
Whereas, Weld County, Colorado, is the owner of vast acres of mineral lands located in
Weld County, Colorado, and
Whereas, the Department of Purchasing was authorized to solicit bids for lease of a
portion of said mineral acres not currently leased, and
Whereas, Prairie Operating, Co., LLC, 44 Cook Street, Suite 1000, Denver, Colorado
80206, submitted the sole bid to lease 120 net mineral acres, more or less, described
to -wit:
W1/2 NW1/4, NW1/4 SW1/4 of Section 20, Township 10 North,
Range 62 West of the 6th P.M., Weld County, Colorado
Whereas, Weld County desires to accept the sole bid offer submitted by Prairie
Operating, Co., LLC, to lease the above described mineral acreage for $950.00 per net
mineral acre, for a total sum of $114,000.00, which lease is to run for a period of three (3)
years, commencing August 18, 2025, and ending at 12:00 noon on August 18, 2028,
unless otherwise held, as stated in the lease agreement which is attached hereto and
incorporated herein by reference.
Now, therefore, be it resolved by the Board of County Commissioners of Weld County,
Colorado, that the sole bid offer of Prairie Operating, Co., LLC, be, and hereby is,
accepted for a period of three (3) years.
Be it further resolved by the Board that the Chair be, and hereby is, authorized to sign
said lease.
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2025-2349
LE0161
Oil and Gas Lease (W1/2 NW1/4, NW1/4 SW1/4, S20, T10N, R62W) — Prairie Operating
Co., LLC
Page 2
The Board of County Commissioners of Weld County, Colorado, approved the above
and foregoing Resolution, on motion duly made and seconded, by the following vote on
the 18th day of August, A.D., 2025:
Perry L. Buck, Chair: Aye
Scott K. James, Pro -Tern: Aye
Jason S. Maxey: Aye
Lynette Peppler: Aye
Kevin D. Ross: Aye
Approved as to Form:
Bruce Barker, County Attorney
Attest:
Esther E. Gesick, Clerk to the Board
2025-2349
LE0161
Weld County Large -Tract Oil and Gas Lease
Containing the following acres, more or less:
Containing the following net mineral acres, more or less: 120
This lease agreement is dated: 8/18/2025
This lease agreement expires: 8/18/2028
120
Made and entered into by and between Weld County, Colorado, a political
subdivision of the State of Colorado, acting by and through the Board of County
Commissioners of the County of Weld, for its respective interests, c/o Board of County
Commissioners, 1150 O Street, P.O. Box 758, Greeley, Colorado 80632, hereinafter
called Lessor, and the following, hereinafter called Lessee:
Prairie Operating Co., LLC, a Delaware limited liability company whose address is 44
Cook St., Ste. 1000, Denver, CO 80206.
Whereas, said Lessee has applied to Lessor for an oil and gas lease covering the
land herein described, and has paid all required fees as described below, as an additional
consideration for the granting of this lease:
Filing fee in the amount of: $10.00
Bonus consideration totaling: $114,000.00
Bonus consideration calculated at (per mineral acre): $950.00
Lessee agrees to pay the following annual rental, calculated at the rate of $2.50
per mineral acre:
Annual rental fee: $300
Whereas, all the requirements relative to said application have been duly complied
with and said application has been approved and allowed by Lessor;
Therefore, in consideration of the agreements herein, on the part of Lessee to be
paid, kept and performed, Lessor does lease exclusively to Lessee for the sole and only
purpose of drilling for, development of and production of oil and gas, or either of them,
thereon and therefrom with the right to own all oil and gas so produced and saved
therefrom and not reserved as royalty by Lessor under the terms of this lease, together
with rights -of -way, easements and servitudes for pipelines, telephone and telegraph lines,
tanks and fixtures for producing and caring for such product, and housing and boarding
employees, and any and all rights and privileges necessary for the exploration and
operation of said land for oil and gas, the following described land situated in the County
of Weld, State of Colorado, and more particularly described as follows:
Section: 20
Township: 10N
Range: 62W
5050247 Pages: 1 of 17
08/29/2025 11:56 AM R Fee:$0.00
Carly Koppes, Clerk and Recorder, Weld County , CO
2025-2349
Ell
Description of Land (attach exhibit if additional space is required):
W1/2 NW1/4, NW1/4 SW1/4
To have and to hold said land, and all the rights and privileges granted hereunder
to Lessee until the hour of twelve o'clock noon on the primary term of: 8/18/2028
So long thereafter as oil and gas, or either of them, is produced in paying quantities
from said land or Lessee is diligently engaged in bona fide drilling or reworking
operations on said land, subject to the terms and conditions herein. Drilling or
reworking operations shall be deemed to be diligently performed if there is no delay
or cessation thereof for a greater period than sixty (60) consecutive days, unless
an extension in writing is granted by Lessor; provided that such drilling or reworking
operations are commenced during said primary term or any extension thereof, or
while this lease is in force by reason of production of oil and gas or either of them,
or that such reworking is commenced within (60) sixty days upon cessation of
production for the purpose of re-establishing the same, and provided further that
such production is commenced during such primary term or any extension thereof,
or while this lease is in force by reason of such drilling or reworking operations or
other production.
Exploration: Lessor reserves the right to conduct exploration on the leased land
provided such exploration does not interfere with rights granted herein.
In consideration of the premises, the parties covenant and agree as follows:
1. Rental: If this lease is extended for an additional term as provided for in the
Extension paragraph hereof, Lessee shall pay to Lessor the sum of Two
and 50/100 Dollars ($2.50) per acre for the land covered hereby as delayed
rental for the term of the extension. Rentals set at the time of established
production shall be paid during the remaining life of this lease, annually, in
advance, on or before each anniversary date hereof. There shall be no
refund of unused rental.
2. Royalty Provisions:
a. Lessee Responsible for All Costs/Expenses: Lessee shall account
for any and all substances produced on the leased land and shall
pay to Lessor as royalty, in addition to the rentals provided, the
royalties described in paragraphs B through E below, which shall be
free of all costs of any kind. In this regard, Lessee agrees to bear
one hundred percent (100%) of all costs and expenses incurred in
rendering hydrocarbons produced on or from the Leased Premises
marketable and delivering the same into the purchaser's pipeline for
immediate transportation to an end user or storage facility. If a gas
purchase contract makes any deductions for the expenses of
Page 2 of 17
Weld County Large -Tract Oil and Gas Lease
Revised April 30, 2025
dehydrating, transporting, compressing, manufacturing, processing,
treating, gathering or marketing of such gas, then such deductions
shall be added to the price received by Lessee for such gas for the
purpose of the payment of royalties to Lessor. Additionally, royalties
payable to Lessor shall never bear, either directly or indirectly, under
any circumstances, the costs or expenses (including depreciation) to
construct, repair, renovate or operate any pipeline, plant, or other
facilities or equipment used in connection with the treating,
separation, extraction, gathering, processing, refining, transporting,
manufacturing or marketing of hydrocarbons produced from the
Leased Premises or lands pooled therewith. It is the intent of the
parties that the provisions of this Paragraph 2 are to be fully effective
and enforceable.
b. Royalty Payment on Products: On products, Lessee shall pay Lessor
a royalty payment of twenty-two and one half percent (22.5%) of the
gross market value or proceeds of sale thereof, whichever is higher.
c. Royalty Payment on Residue Gas: On residue gas or gas remaining
after separation, extraction or processing operations, Lessee shall
pay Lessor twenty-two and one half percent (22.5%) of the proceeds
of sale or of the market value thereof, whichever is higher.
d. Royalty Payment on Oil: At the option of Lessor, and with
sixty (60) days notice to Lessee, Lessor may take its royalty oil in
kind, in which event Lessee shall deliver such royalty oil to Lessor on
the leased land, free of cost or deduction, into the pipelines or
storage tanks designated by Lessor, but Lessee shall not in such
case be required to provide free tankage for any such oil for a longer
period than one month after the same is run into tanks. With
sixty (60) days' notice to Lessee, Lessor may cease taking oil royalty
in kind. When paid in cash, Lessee shall pay Lessor for oil produced
and saved from the leased land, twenty-two and one half percent
(22.5%) the market value of the oil at the wellhead, or the price
actually paid to Lessee at the well by the purchaser thereof,
whichever is higher; and in no event shall the royalties be based
upon a market value at the well less than the posted price in the field
for such oil, or in the absence of a posted price in the field for such
oil, upon a market value at the well less than the prevailing price
received by other producers in the field for oil of like grade and gravity
at the time such oil is run into pipelines or storage tanks.
e. No Refund of Bonus: If Lessor owns a lesser interest in the oil and
gas deposits of the above -described land than the entire and
undivided fee simple estate, then the royalties and rentals herein
provided shall be paid to Lessor only in the portion which its interest
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Weld County Large -Tract Oil and Gas Lease
Revised April 30, 2025
bears to the whole and undivided fee, but no refund of any bonus
consideration shall be made by Lessor hereunder.
f. Timing of Royalty Payments: All royalties payable under the terms of
this lease shall be payable in cash (unless Lessor elects to take such
royalty oil or gas in kind) to Lessor within one hundred twenty (120)
days following the first commercial sale of production and thereafter
no more than sixty (60) days after the end of the month following the
month during which production takes place. Subject to the provisions
of Paragraph 16 of this Lease concerning shut-in wells, royalties shall
be paid to Lessor by Lessee and/or its assigns or by the product
purchaser for oil and/or gas. Upon the failure of any party to pay
Lessor the royalty as provided in this paragraph, Lessor may, at
Lessor's option, elect to terminate this Lease by sending written
notice to Lessee. Lessee shall then have forty-five (45) days from the
date of service of such written notice in which to avoid termination of
this Lease by making or causing to be made the proper royalty
payment or payments that should have been paid. If such royalty
payment is not made on, or before, the expiration of the 45 -day
period, or written approval is not obtained from Lessor to defer such
payment, Lessor may elect to terminate this Lease by filing a Notice
of Termination with the Weld County Clerk and Recorder. The
effective date of said termination shall be the date said Notice of
Termination is recorded.
g.
Effect of "Take or Pay Provision": In the event Lessee enters into a
gas purchase contract which contains what is commonly referred to
as a "take or pay provision" (such provision meaning that the gas
purchaser agrees to take delivery of a specified minimum volume or
quantity of gas over a specified term at a specified price or to make
minimum periodic payments to the producer for gas not taken by the
purchaser) and the purchaser under such gas purchase contract
makes payment to Lessee by virtue of such purchaser's failure to
take delivery of such minimum volume or quantity of gas, then Lessor
shall be entitled to twenty two and one half percent (22.5%) of all
such sums paid to Lessee or producer under the "pay" provisions of
such gas purchase contract. Such royalty payments shall be due and
owing to Lessor within sixty (60) days after the receipt of such
payments by Lessee. If the gas purchaser "makes up" such gas
within the period called for in the gas contract and Lessee is required
to give such purchaser a credit for gas previously paid for but not
taken, then Lessor shall not be entitled to royalty on such "make up"
gas. If Lessee is not producing any quantities of gas from the Leased
Premises but is receiving payments under the "pay" portion of such
"take or pay" gas purchase contract provision, such payments shall
not relieve Lessee of the duty to make shut-in royalty payments if
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Weld County Large -Tract Oil and Gas Lease
Revised April 30, 2025
Lessee desires to continue this Lease, but such "take or pay" royalty
payments shall be applied as a credit against any shut-in royalty
obligation of the Lessee. Lessor shall be a third -party beneficiary of
any gas purchase contract and/or transportation agreement entered
into between Lessee and any purchaser and/or transporter of
Lessor's gas, irrespective of any provision of said contracts to the
contrary, and such gas purchase contract and/or transportation
agreement will expressly so provide. Further, Lessor shall be entitled
to twenty-two and one half percent (22.5%) of the value of any
benefits obtained by, or granted to, Lessee from any gas purchaser
and/or transporter for the amendment, modification, extension,
alteration, consolidation, transfer, cancellation or settlement of any
gas purchase contract and/or transportation agreement.
h. Recovery of Liquid Hydrocarbons: Lessee agrees that before any
gas produced from the Leased Premises is used or sold off the
Leased Premises, it will be run, free of cost to Lessor, through an
adequate oil and gas separator of a conventional type or equipment
at least as efficient, to the end that all liquid hydrocarbons
recoverable from the gas by such means will be recovered on the
lease and Lessor properly compensated therefor.
i. Excess Payments to Lessor: Any payment of royalty or shut-in gas
royalty hereunder paid to Lessor in excess of the amount actually
due to the Lessor shall nevertheless become the property of the
Lessor if Lessee does not make written request to Lessor for
reimbursement within one (1) year from the date that Lessor
received the erroneous payment, it being agreed and expressly
understood between the parties hereto that Lessor is not the
collecting agent for any other royalty owner under the lands covered
hereby, and a determination of the name, interest ownership and
whereabouts of any person entitled to any payment whatsoever
under the terms hereof shall be the sole responsibility of Lessee. It
is further expressly agreed and understood that: (i) this provision
shall in no way diminish the obligation of Lessee to make full and
punctual payments of all amounts due to Lessor or to any other
person under the terms and provisions of this Lease, and (ii) any
overpayments made to the Lessor under any provisions of this Lease
shall not be entitled to be offset against future amounts payable to
parties hereunder.
Effect of Division Order: The terms of this Lease may not be
amended by any division order and the signing of a division order by
any mineral owner may not be made a prerequisite to payment of
royalty hereunder.
Page 5 of 17
Weld County Large -Tract Oil and Gas Lease
Revised April 30, 2025
k. Limitation of Sale to Subsidiaries and/or Affiliates: Oil, gas or
products may not be sold to a subsidiary or affiliate of Lessee as
defined herein without the Lessor's prior written permission.
I. Royalty Payable on All Gas Produced: Lessee shall pay Lessor
royalty on all gas produced from a well on the Leased Premises and
sold or used off the Leased Premises, regardless of whether or not
such gas is produced to the credit of Lessee or sold under a contract
executed by or binding on Lessee. Should gas be sold under a sales
contract not binding on Lessee, Lessor's royalty will be calculated
based on the highest price paid for any of the gas produced from the
well from which such gas is produced. In no event will the price paid
Lessor for Lessor's share of gas be less than the price paid Lessee
for Lessee's share of gas.
3. Lessor's Access to Leased Property and Records:
a. Records Generally: Lessee agrees to keep and to have in its
possession complete and accurate books and records showing the
production and disposition of any and all substances produced on
the leased land and to permit Lessor, at all reasonable hours, to
examine the same, or to furnish copies of same to Lessor upon
request along with purchaser's support documentation. Lessor will
not be unreasonable with requests. All said books and records shall
be retained by Lessee and made available in Colorado to Lessor for
a period of not less than five (5) years.
b. Access to Premises: Lessor shall have free access, at all times, to
all wells, tanks, and other equipment on the Leased Premises,
including drilling wells, and Lessee agrees to furnish Lessor, or
Lessor's nominee, currently and promptly, upon written request, with
full well information including cores, cuttings, samples, logs
(including Schlumberger and other electrical logs), copies and
results of deviation tests and directional and seismic surveys, and
the results of all drill stem tests and other tests of other kind or
character that may be made of wells on the Leased Premises. Lessor
or Lessor's nominee shall be furnished with, and have free access at
all times to, Lessee's books and records relative to the production
and sale of oil, gas or other minerals from the Leased Premises,
including reports of every kind and character to local, State or
Federal governmental authorities. Lessor shall have the right, at its
election, to employ gaugers or install meters to gauge or measure
the production of all minerals produced from the premises, and
Lessee agrees to prepare and deliver to Lessor or Lessor's gauger
or nominee duplicate run or gauge tickets for all minerals removed
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Weld County Large -Tract Oil and Gas Lease
Revised April 30, 2025
from the premises. Lessee shall furnish to Lessor daily drilling reports
on each well drilled upon request.
c. Gas Purchase Agreements/Gas Contracts: At least thirty (30) days
prior to the delivery or the execution of any contract for the sale,
delivery, transporting or processing of gas produced from the Leased
Premises, Lessee shall provide Lessor with a complete copy of each
proposed contract for the purchase, transportation and/or processing
of such gas that Lessee intends to execute (each a "Gas Contract"),
whereupon, Lessor may object if the terms of said Gas Contract
conflict with the terms and conditions of this Lease. Lessee shall
furnish to Lessor, within a reasonable time after its execution, a copy
of any Gas Contract or transportation agreement entered into in
connection with the Leased Premises, or if there is already a Gas
Contract or transportation agreement in effect due to Lessee's
operations in the field, then a copy of that contract. Furthermore, a
copy of any amendments to the gas purchase contract or
transportation agreement shall be furnished said Lessor within
thirty (30) days after execution thereof; and on request of Lessor and
without cost to the Lessor, Lessee shall furnish Lessor a copy of the
following reports: core record, core analysis, well completion, bottom
hole pressure measurement, directional survey records, electrical
and induction surveys and logs, gas and oil ratio reports,
paleontological reports pertaining to the paleontology of the
formations encountered in the drilling of any wells on the Leased
Premises, and all other reports which pertain to the drilling,
completing or operating of the wells located on the Leased Premises.
Such information shall be solely for Lessor's use, and Lessor shall
attempt to keep same confidential for twelve (months after receipt,
subject to its obligation to comply with the Public Records
requirements under Colorado law. Lessee agrees that it will not enter
into any contract for the sale, delivery, transporting or processing of
gas produced from the Leased Premises which shall extend more
than two (2) years from the effective date of such sales contract
unless such contract has adequate provisions for redetermination of
price at intervals of no less frequency than one (1) year to ensure
that production from this Lease is not being sold for less than the
then current market value.
d. Lessee to Advise Regarding Well Status: Lessee shall advise Lessor,
in writing, of the location of all wells drilled upon the Leased Premises
on or before thirty (30) days prior to commencement of operations,
and shall advise Lessor, in writing, the date of completion and/or
abandonment of each well drilled within thirty (30) days after
completion or abandonment.
Page 7 of 17
Weld County Large -Tract Oil and Gas Lease
Revised April 30, 2025
4. Measurements: All production shall be accurately measured using
standards established by the American Gas Association (AGA) and/or the
American Petroleum Institute (API) and all measuring devices shall be
tamper proof as nearly as possible. Oil royalties due within the terms of this
lease shall be calculated on actual and accurate measurements within API
standards unless a different means of measurement, subject to Lessor's
approval, is provided.
5. Payments and Reports: All payments and reports due hereunder shall be
made on or before the day such payments and reports are due. Nothing in
this paragraph shall be construed to extend the expiration of the primary
term hereof. Oil royalty payments and supporting documents shall be
submitted prior to the last day of the month following each month's sale of
production, and gas royalty payments and supporting documents shall be
submitted prior to the last day of the second month following each month's
sale of production. All payments shall be made by cash, check, certified
check, or money order. Payment having restrictions, qualifications, or
encumbrances of any kind whatsoever shall not be accepted by Lessor.
A penalty for a late payment shall be charged as set forth in the Penalties
paragraph herein.
6. Penalties: A penalty shall be imposed for, but not limited to, late payments,
improper payments, operational deficiencies, violation of any covenant of
this lease, or false statements made to Lessor. Penalties shall be
determined by Lessor, unless otherwise provided for by law, and may be in
the form of, but not limited to, interest, fees, fines, and/or lease cancellation.
A penalty schedule shall be prepared by Lessor and shall become effective
immediately after public notice. Said schedule may be changed from time
to time after public notice.
7. Law: The terms and conditions of this lease shall be performed and
exercised subject to all laws, rules, regulations, orders, local ordinances or
resolutions applicable to, and binding upon, the administration of lands and
minerals owned by the County of Weld, and to laws, rules and regulations
governing oil and gas operations in Colorado. Violations shall result in
penalties as provided for by law or as set forth in the aforementioned
schedule or shall, at the option of Lessor, result in default as provided
hereinafter.
8. Surrender: Lessee may at any time, by paying to Lessor all amounts then
due as provided herein, surrender this lease insofar as the same covers all
or any portion of the land herein leased and be relieved from further
obligations or liability hereunder with respect to the land so surrendered;
provided that this surrender clause and the option herein reserved to
Lessee shall cease and become absolutely inoperative immediately and
concurrently with the institution of any suit in any court of law by Lessee,
Page 8 of 17
Weld County Large -Tract Oil and Gas Lease
Revised April 30, 2025
Lessor or any assignee of either to enforce this lease, or any of its terms
expressed or implied. In no case shall any surrender be effective until
Lessee shall have made full provision for conservation of the leased
products and protection of the surface rights of the leased land.
9. Assignments:
a. Fee for Assignments: Lessee, upon payment of a $100.00 fee and
prior written consent of Lessor (which shall not be unreasonably
withheld), shall have the right to assign the entire leasehold interest
of said Lessee in all or part of the land covered hereby. Prior to
written approval by Lessor of assignment of this lease, Lessee
(assignor) shall not be relieved of its obligations under the terms and
conditions herein. An assignment shall not extend the term of this
lease.
b. Partial Assignment: If any assignment of a portion of the land covered
hereby shall be approved, a new lease shall be issued to the
assignee covering the assigned land, containing the same terms and
conditions as this lease, and limited as to term as this lease is limited,
and the assignor shall be released and discharged from all further
obligations and liabilities as to that portion so assigned.
c. Lessee to Notify: Lessee shall notify Lessor of all assignments of
undivided percentage or other interests. Said interests will not be
recognized or approved by Lessor, and the effect of any such
assignments will be strictly and only between the parties thereto, and
outside the terms of this lease, and no dispute between parties to
any such assignment shall operate to relieve Lessee from
performance of any terms or conditions hereof or to postpone the
time therefore. Lessor shall at all times be entitled to look solely to
Lessee or his assignee shown on its books as being the sole owner
hereof, and for the sending of all notices required by this lease and
for the performance of all terms and conditions hereof.
d. Filing with Lessor: Although not binding on Lessor, all instruments of
every kind and nature whatsoever affecting this lease should be filed
with the Lessor.
10. Overriding Royalty: Any and all reservations or assignments or overriding
royalties shall be subject to approval by Lessor. The total of said overriding
royalties shall not exceed five percent (5%), including any overriding royalty
previously provided for unless production exceeds a monthly average of
fifteen (15) barrels per day or ninety thousand cubic feet of gas per day
(90 MCF/D). In the event production drops to this amount or less, any
overriding royalties which exceed five percent (5%) may be suspended.
Page 9 of 17
Weld County Large -Tract Oil and Gas Lease
Revised April 30, 2025
Lessor's approval of a reservation or assignment of an overriding royalty
shall not bind Lessor for payment of said overriding royalty and shall not
relieve Lessee of any of its obligations for payment of royalties to Lessor as
provided by Royalty paragraphs herein.
11.Offset Wells: Lessee agrees to protect the leased land from drainage by
offset wells located on adjoining lands not owned by Lessor, when such
drainage is not compensated for by counter -drainage. It shall be presumed
that the production of oil and gas from offset wells results in drainage from
the leased land, unless Lessee demonstrates to Lessor's satisfaction, by
engineering, geological, or other data, that production from such offset well
does not result in such drainage, or that the drilling of a well or wells on the
leased land would not accomplish the purposes of protecting the deposits
under the leased land. Lessor's decision as to the existence of such
drainage shall be final, and Lessee shall comply with Lessor's order thereon
or surrender this lease as to any such undeveloped acreage as designated
by Lessor.
12. Development: Upon discovery of oil and gas or either of them on the leased
land, Lessee shall proceed with reasonable diligence to develop said land
at a rate, and to an extent, commensurate with the economic development
of the field in which the leased land lies.
13. Pooling Clause: Lessee may at any time or times pool any part or all of said
land or lease or any stratum or strata with other lands and leases, stratum
or strata, in the same field so as to constitute a spacing unit to facilitate an
orderly or uniform well -spacing pattern or to comply with any order, rule, or
regulation of the State or Federal regulatory or conservation agency having
jurisdiction. Such pooling shall be accomplished or terminated by filing of
record and with the Colorado Oil and Gas Conservation Commission a
declaration of pooling, or declaration of termination of pooling, and by
mailing or tendering a copy to Lessor. Drilling or reworking operations upon
or production from any part of such spacing unit shall be considered for all
purposes of this lease as operations or productions from this lease. Lessee
shall allocate to this lease the proportionate share of production which the
acreage in this lease included in any such spacing unit bears to the total
acreage in said spacing unit.
14. Unitization — Communitization: In the event Lessor permits the land herein
leased to be included within a communitization or unitization agreement, the
terms of this lease may be deemed to be modified to conform to such
agreement. When only a portion of the land under this lease is committed
by an agreement, Lessor may segregate the land and issue a separate
lease for each portion not committed thereunder; the term of such separate
lease shall be limited as to the original term of this lease. The terms of the
lease on that portion remaining in the unit shall be deemed to be modified
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Weld County Large -Tract Oil and Gas Lease
Revised April 30, 2025
to conform to such agreement. Non -producing leases shall terminate on the
first anniversary date of the lease following the termination date of the unit
or part thereof modifying the lease, but in no event prior to the end of the
primary term of the lease or the extension term of the lease.
15. Production: Lessee shall, subject to applicable laws, regulations and orders,
operate and produce all wells upon the leased land so long as the same are
capable of producing in paying quantities, and shall operate the same so as
to produce at a rate commensurate with the rate of production of wells on
adjoining lands within the same field and within the limits of good
engineering practice, except for such times as there exist neither market
nor storage therefore, and except for such limitations on, or suspensions of,
production as may be approved in writing by Lessor. Lessee shall be
responsible for adequate site security on all producing properties.
16. Shut -In Wells: If Lessee shall complete a well on the leased land productive
of gas and Lessee is unable to produce such gas due to a lack of suitable
market therefore, Lessor may grant Lessee suspension of his obligations to
produce hereunder until a suitable market for such gas can be found, and
during any such suspension period, it shall be deemed that gas is being
produced hereunder in paying quantities. Except, however, that beginning
on the anniversary date next, of the year of an extension of the lease by
reason of a shut-in well, Lessee shall pay to Lessor a shut-in royalty equal
to $2.50 per acre of the lease per annum in addition to the annual rental.
The minimum amount of such shut-in royalty payment shall be $240.00.
Shut-in royalty payments shall not be reduced or proportioned when the
Lessor is not the sole mineral interest owner. Each year's shut-in royalty
shall be forfeited to Lessor except for the shut-in royalty paid for the year
during which the well begins production. The maximum extension of the
lease, due to the existence of a shut-in well, shall be five (5) years beyond
the extension term as described in the Extension paragraph herein. The
granting of any further extensions shall be at the sole option of Lessor.
17.Operations: Exploration, drilling or production operation, including
permanent installations, shall be in compliance with all Colorado Oil and
Gas Conservation Commission and State of Colorado Regulations. Reports
required to be filed with the Colorado Oil and Gas Conservation
Commission shall be made immediately available to Lessor upon request.
18. Notification: Lessee shall notify Lessor and the surface lessee or surface
owner of the location of each drill site at least two weeks prior to
commencing drilling operations thereon. Lessee shall notify Lessor before
commencing to plug and abandon any well by copy of Lessee's request for
approval or sundry notice of intent to plug and abandon.
Page 11 of 17
Weld County Large -Tract Oil and Gas Lease
Revised April 30, 2025
19. Bonds: Lessee shall be liable for all damages to the surface of the land,
livestock, growing crops, water wells, reservoirs, or improvements caused
by Lessee's operations on said land. No operations shall be commenced on
the land hereinabove described unless and until Lessee shall have filed a
good and sufficient bond with Lessor, in an amount to be fixed by Lessor, to
secure the payment for such damages as may be caused by Lessee's
operations on said land and to assure compliance with all the terms and
provisions of this lease, the laws of the State of Colorado, and the rules and
regulations thereto appertaining. A bond may be held in effect for the life of
production of any well.
20. Settlement: Lessee shall not remove any machinery, equipment or fixtures
placed on said land, other than drilling equipment, nor draw the casing from
any well unless and until all payments and obligations currently due Lessor
under the terms of this lease shall have been paid or satisfied. Any
machinery, equipment or fixtures left on this land for a period of more than
six (6) months after the expiration hereof, shall automatically become the
property of Lessor.
21. Other Discovery: Should Lessee discover any valuable products other than
oil and gas, on or within the leased land, Lessee shall within seven (7) days
report such discovery to Lessor, in which event Lessee and Lessor may
negotiate a provision for production of such discovery.
22. Water: This lease does not grant permission, express or implied, to Lessee
for water exploration, drilling, or establishing water wells without the written
permission of the surface owner. If Lessor is the surface owner, said
permission shall not be unreasonably withheld. If Lessee desires to
establish or adjudicate any water right for beneficial use on the leased land,
any such adjudication or application shall be in the name of Lessor if Lessor
is the surface owner. The same shall apply to any non -tributary water rights
established on the leased land which may be put to beneficial use off said
land.
23. Default: Upon failure or default of Lessee to comply with any of the terms
and provisions hereof including, but not limited to, the failure to comply with
laws, rules and regulations governing Colorado oil and gas operations,
Lessor is hereby authorized upon notice and hearing, as hereinafter
provided, to cancel this lease as to all of the leased land so claimed or
possessed by lessee hereunder. In the event of any such default or failure,
Lessor shall, before making any such cancellation, send to Lessee by
certified mail, to the post office address of said lessee as shown by the
records of Lessor, a notice of intention to cancel for such failure or default,
specifying the same, stating that if within forty-five (45) days from the date
of mailing said notice, Lessee shall correct such failure or default, no
cancellation will be made. If such failure or default is not corrected within
Page 12 of 17
Weld County Large -Tract Oil and Gas Lease
Revised April 30, 2025
forty- five (45) days after the mailing of such notice, and if Lessee does not
request a hearing on such notice within forty-five (45) days, this lease will
terminate and be canceled by operation of this paragraph without further
action by Lessor, or further notice to Lessee.
24. Extension: If Lessee fails to make discovery of oil and gas, or either of them,
in paying quantities during the primary term hereof, or during drilling
operations commenced during the primary term hereof, Lessee may make
written application to Lessor for an extension of this lease. The granting of
such extension shall be at the sole option of Lessor, according to the
following conditions:
a. Extension Limit: No lease term will be extended for more than
six (6) months from the original expiration date.
b. Extension Payment: The Lessee shall pay to the Lessor the sum of
one- third (1/3) of the original bonus amount.
c. Delay Rental: The Lessee must pay to the Lessor the sum of Two
and 50/100 Dollars ($2.50) per acre leased as delayed rental for the
term of the extension.
d. No Change in Royalty: The royalty will remain the same.
25. Hold Harmless: Lessee shall indemnify Lessor against all liability and loss,
and against all claims and actions, including the defense of such claims or
actions, based upon, or arising out of, damage or injury, including death, to
persons or property caused by, or sustained in connection with, operations
on this leased land or by conditions created thereby, or based upon any
violation of any statute, ordinance, or regulation.
26. Condemnation: If the leased land shall be taken in any condemnation
proceeding, this lease shall automatically terminate as of the date of taking.
The award for such condemnation shall be paid to Lessor, except for any
specific award(s) paid to Lessee for severed oil and gas reserves, in which
event 50% of such specific award(s) shall be paid to Lessor in lieu of royalty
lost by virtue of the condemnation. Improvements shall be removed by
Lessee per terms in the Settlement paragraph herein. If only a portion of the
leased land is taken by condemnation, Lessor may, at its option, terminate
this lease or terminate only that portion of the lease so taken.
27. Errors: Every effort is made by Lessor to avoid errors in all procedures
including, but not limited to, auction listings and lease preparation. Lessor
shall not be liable for any inconvenience or loss caused by errors which may
occur. Lessee shall notify Lessor immediately upon discovery of any errors
or discrepancy whatsoever.
Page 13 of 17
Weld County Large -Tract Oil and Gas Lease
Revised April 30, 2025
28.Archaeology: Lessee shall not destroy, disturb, mar, collect, remove or alter
any prehistoric or historic resources of any kind on Weld County lands as
provided by law. These resources include, but are not limited to, all artifacts
of stone, wood or metal, pictographs, structures, and bones. A discovery of
anything of prehistoric or historic nature shall be reported to Lessor or the
State of Colorado Archaeologist immediately.
29. Definitions: For purposes of this Lease, the following definitions apply:
a. "Products" refers to any and all substances produced on the leased
property, including all oil and gas, found on or under the leased
property.
b. "Market Value" shall mean for gas and products therefrom (i) the
gross price at which gas or products therefrom are sold pursuant to
a Gas Contract, as defined in paragraph 2C, or (ii) if not sold
pursuant to a Gas Contract, as defined in paragraph 2C, the highest
gross price reasonably obtainable for the quantity of gas or products
available for sale, through good faith negotiations for gas or products
produced from the Leased Premises at the place where such gas or
product is available for sale on the date of such a contract with
adequate provisions for redetermination of price at intervals of no
less frequency than two (2) years to ensure that the production is
being sold for no less than the current market price. Included within
the definition of "Market Value" as used herein is the presumption
that Gas Contracts are arms length contracts with purchasers who
are not subsidiaries or affiliates of Lessee. "Market Value" shall never
be less than the amount actually received by the Lessee for the sale
of hydrocarbons.
c. "Affiliate" is defined as the parent company or a subsidiary of Lessee,
a corporation or other entity having common ownership with Lessee,
a partner or joint venturer of Lessee with respect to the ownership or
operation of the processing plant, a corporation or other entity in
which Lessee owns a ten percent or greater interest, or any
individual, corporation or other entity that owns a ten percent or
greater interest in Lessee.
d. "Costs" and/or "Expenses" shall mean all costs of gathering,
production, transportation, treating, compression, dehydration,
processing, marketing, trucking or other expense, directly or
indirectly incurred by Lessee, whether as a direct charge or a
reduced price or otherwise, including fuel use attributable to any of
the services listed above. "Costs" or "Expenses" also include
depreciation, construction, repair, renovation or operation of any
pipeline, plant, or other facilities or equipment used in connection
Page 14 of 17
Weld County Large -Tract Oil and Gas Lease
Revised April 30, 2025
with the treating, separation, extraction, gathering, processing,
refining, transporting, manufacturing or marketing of hydrocarbons
produced from the Leased Premises or lands pooled therewith.
e. "Gas" as used herein shall mean all gases (combustible and
noncombustible) including, but not limited to, all gaseous
hydrocarbons, gaseous compounds, carbon dioxide, and helium.
f. "Oil and gas" as used herein shall include all substances produced
as by- products therewith, including, but not limited to, sulfur.
g. "Paying quantities" as used herein shall mean and refer to quantities
of oil and gas or of either of them sufficient to pay for the current cost
of producing same.
30. Heirs and Assigns: The benefits and obligations of this lease shall inure to,
and be binding upon, the heirs, legal representatives, successors or assigns
of Lessee; but no sublease or assignment hereof, or of any interest herein,
shall be binding upon Lessor until the same has been approved by Lessor
as explained in the Assignments paragraph provided above.
31. Warranty of Title: Lessor does not warrant title to the leased premises, but
it shall, upon request, allow Lessee access to such abstracts and other title
papers as it has in its files. There shall be no obligation on Lessor's part to
purchase new or supplemental or other title papers, nor to do any curative
work in connection with title to the subject lands. Where there is a conflict
concerning ownership and/or title to the leased premises, the Lessee shall
provide evidence of ownership and/or title. Lessor relies on the evidence
provided by Lessee concerning title and ownership.
32. Force Majeure: Neither party shall be responsible for delays or failures in
performance resulting from acts or occurrences beyond the reasonable
control of such party, including, without limitation: fire, explosion, power
failure, flood, earthquake or other act of God; war, revolution, civil
commotion, terrorism, or acts of public enemies; any law, order, regulation,
ordinance, or requirement of any government or legal body or any
representative of any such government or legal body; or labor unrest,
including without limitation, strikes, slowdowns, picketing or boycotts. In
such event, the party affected shall be excused from such performance
(other than any obligation to pay money) on a day-to-day basis to the extent
of such interference (and the other party shall likewise be excused from
performance of its obligations on a day-to-day basis to the extent such
party's obligations relate to the performance so interfered with).
Page 15 of 17
Weld County Large -Tract Oil and Gas Lease
Revised April 30, 2025
33. Surveys, Abstracts, Title Opinions and Curative Work:
a. If Lessee shall cause any of the exterior or interior lines of the
property covered by this lease to be surveyed, Lessee shall furnish
Lessor a copy of such survey. Lessee shall furnish Lessor, within a
reasonable time, with a copy of all maps submitted to the Corps of
Engineers of the United States Army, Railroad, or other
governmental or official agency or department having jurisdiction,
showing the proposed location of all roads, pipelines, canals and drill
sites on the Leased Premises.
b. All abstracts of title, whether new or supplementary, obtained by
Lessee and covering the subject lands shall become the property of,
and be delivered to, Lessor after Lessee has completed its title
examination and curative work, subject, however, to the right of
Lessee to use such abstracts upon request at any time during the
term of the lease. Therefore, if Lessee causes an abstract of title to
be prepared covering the property herein leased, or any portion
thereof or if. Lessee shall cause the title to be examined or should
obtain a title opinion or title certificate upon the property herein
leased, Lessee agrees to furnish Lessor a copy thereof within
two (2) weeks of Lessee's receipt thereof. Lessor agrees that neither
Lessee nor the attorney or firm of attorneys rendering the opinion or
certificate shall be responsible to Lessor for its correctness, the said
opinion or certificate being furnished to Lessor simply for its own
convenience, information and personal use. Similarly, if any curative
material is obtained by Lessee, a copy thereof shall immediately be
furnished Lessor under the same conditions of non -liability on the
part of the Lessee or the persons who may have obtained or
prepared the same.
In witness whereof, Lessor has hereunto signed and caused its name to be signed
by the Chair, Board of County Commissioners of the County of Weld, with the seal of the
office affixed, and Lessee has signed this agreement, the day and year first above written.
Lessor��
Perry t'. Buck, Chair
Board of County Commissioners of Weld County, Colorado
Attest:
By:
dax.,
Esther E. Gesick, Weld County Clerk to the Board
a�
Weld County Deputy Cler to the Board
Page 16 of 17
Weld County Large -Tract Oil and Gas Lease
Revised April 30, 2025
AUG 1 8 2025
2025-23c1
Lessee
Steve R. Stacy, Senior Vice President, Land
Prairie Operating Co., LLC
State of Colorado
) ss
County of Denver
The foregoing instrument was acknowledged before me on:
August 13, 2025
Acknowledged before me by: Steve R. Stacy, as Sr. Vice President, Land
Witness my hand and official seal.
C.
Notary Public: Janet C. Willson
My Commission Expires: 6/11/2026
JANET C WILLSON
Notary Public
State of Colorado
Notary ID # 20024018949
My Commission Expires 06-11-2026
5050247 Pages: 17 of 17
08/29/2025 11:56 AM R Fee:$0.00
Carly Koppes, Clerk and Recorder, Weld County , CO
1111 WRIVINi INIIKININIVIM21N4 lh W�h lI II
Page 17 of 17
Weld County Large -Tract Oil and Gas Lease
Revised April 30, 2025
.61159 PAGE562
Greeley,Cofnvedo
ecorded _ of .-r % O'clock. -,J
R
by ./�
State of Colin ido.
4`lfStiess my hand and official` seal this
TREASURERiS'>DEED TO COUNTY --The. 000Vee Printery,
mow uR Abu "t4ese Present
ghat, Whereas, the following "described real propert
VPaN17 Nll4SWg: SectiOR:,20, Township 10 ,1 001(h, Range 62
Rest of they ;6th P: 1,4."
%sftttated in the County of, Weld and State of Colorac' 0 :was subject to taxation foe: the year ) A. Dy�:(2_..WO.
J
AND WHEREAS,, thetaxes assessed upon satd.,Peoperty for the year aforesaid remairoed-klue and
unpaid at the date of: sale hereinafter named;,,../ ` 'lji
AND WHEREAS, the Treasurer of the said Count nd-effer-fee-saly-the-real-preperty-
above ctcccribed + lS or before the-seeend eeerabber, A. D,,.19........,fonaed-en accourOnel-beeeosz e
-ellevAeg matter$ and things, tawit;:
having allowed tbed-lor the publication of gild. towing published notice, el- sale as provided by lain), did, on
the _. ..12.th. clay of;,, :Tec.emb.oT , A..IL, 4o._44I.iy virtue of thy Atrthority vested in hint lay._ law, at an
adjourned sale, the sale begun and publicly held -oh the .....fith._.._ day of `.>:D- Rember ., A. IX„tot41, expose
to public sale at_the office of the Treasurer, in the County aforesaid,;,in substantial conformity with the require-
ments of the statute in such case made and provided, the real property above described for Elie payment of the
taxes, interest --.arid costs then due and reitlpining unpaid on said prpperty;
AND 'WITIEREAS, at the sale so,:field as aforesaid by the lf(eeasurer, no bids were offered or made by any
person_on yersons for the said property and no person or odoeoos having offered to pay the said taxes, interest and':
coots pbn the said property for.;ttiat year (Nec.I. aSsf9xand tle said Treasurer having,passed such real property OW
fox, the time, did re -offer it at.r.the beginning of the sale tl're 3iext day (and each succeeding day of said sate) aod_the
,Irensurer having become satisfied that no sale of said' yr•operty could be had, therefore, the mid property anal; by
'tfie then Treasurer of the; said County, stricken off tf the said County, and cetef6cate.___ of sale (was) (duly
issued therefor to the -said County in accordance -.With the statute in such cane,made and provided.
AND WHERE -the said propert..y.... (moo) (til�,c 0alj6assesedd' for that year ( at a sum of
xt'exfc (more) than, one hundred dollars:
AND WHEREAS the said County bas'held said Certificate._.. ,ofs•sale for three years oo, more and the said
`
property_____ iS,s' ( 'v'5 not been redeeotfd therefrom as provided.,lif' law.
AND =WHEREAS the Board of`flounty Commissioners of said County has made application for a tax deed;
Als(' WHEREAS all the prg).oes of the statutes ptesothing prerequisites to obttiing tax deeds have belo,�'
fully, complied with, and are ,eon‘ -'of record and filed in ,tlt•office of the County Treasurer of said County; , ' •
. NOW THEREFORE,t.- z...1-z.Q1a H. Sea11* Treasurer of ti*County aforesaid, and bf,virtue
of the statute in such rase ;iria.de and provided, hav$ Granted, bargained and sol'y'and by these presents (0"grant,
i bargain and sell the alafl5p and foregoing described, O tt estate unto the sal,, C0ouuty of Weld, forever, §object to
all rights of redempltdtt by minors, insane pereon9-br idiots provided by lam;
IN WITNESS WHEREOF, I, ..Har.old.= .. Seaman , Treasurer as aforesaid, by virtue of the
authority aforesaid, have hereunto set my.hartd and seal this .._3Qt.1?�day of . du1.Y ,.�:. ., A. D., 19
:_ (SEAL)
Treasurer ofWeid County, Colorado.
Certiffcat No. _561 _ Book No. 12 . Tax Sale -Record.
Y ;of Sale __._1.941. S. D.
STATE OF COLORPO, ss.
COUNTY or Wo(Sn J
The'foregoio ir(dtrumentf as acknowledged before me this ..L ;''. day of ................... ..,' A. D., 19tiZ
..... as County Treasurer in and for th Coiooty of Weld in the
day o
f ae
D., 19.
T COURT,
,L''ioUntY, 'oiorado
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WCR
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30
Section 20 T10 N R62W
W1/2 NW1 /4 SW 1/4
Acres: 120
CM Township/Range
Q Section
Quarter Sections
Parcels
900
Feet
Disclaimer
This product has been developed solely for internal use only by Weld County.
The GIS database, applications and data in the product is subject to constant change and the ac
and completeness cannot be and is not guaranteed. The designation of lots or parcels or land us
the database does not imply that the lots or parcels were legally created or that the land uses
comply with applicable State or Local law. UNDER NO CIRCUMSTANCE SHALL ANY PART Tipll
PRODUCT BE USED FOR FINAL DESIGN PURPOSES. WELD COUNTY MAKES NO WARRAI
OR GUARANTEES. EITHER EXPRESSED OR IMPLIED AS TO THE COMPLETENESS. ACCUI
OR CORRECTNESS OF SUCH PRODUCT NOR ACCEPTS ANY LIABILITY. ARISING FROM A
INCORRECT. INCOMPLETE OR MISLEADING INFORMATION CONTAINED THEREIN_
*PLEASE KEEP AND SCAN IN TYLER*
Notes for Distribution Clerk
Please send the Lease to Recording
When the Oil and Gas Lease comes back from Recording, please be
sure to make a copy for our files and mail the original, recorded lease
to:
Please mail to:
Prairie Operating, Co., LLC
44 Cook Street, Suite 1000
Denver, Colorado 80206
Please include the following in the mailing:
*Only the Original Recorded Lease and copy of resolution - DO NOT
SEND BACK-UP OR MAP, THAT STAYS WITH OUR COPY OF THE
LEASE.
Thanks.
Jess
Date sent to Recording 5s /21c/25
Date mailed out oq/o4 /25
By Mar ; 0-h
2025 -23yq
IMPORTANT - Please Read
Outstanding cashier's checks are subject to state or territorial unclaimed property laws.
If the cashier's check is lost, stolen, or destroyed, you may request a stop payment and reissuance. A stop payment and
reissuance can only be completed within a branch location. As a condition of stop payment and reissuance, Wells Fargo
Bank will require an indemnity agreement. In addition, for cashier's checks over $1,000.00, the waiting period before the
stop payment and reissuance of an outstanding cashier's check may be processed is 90 days (30 days in the state of
Wisconsin and 91 days in the state of New York). The waiting period can be avoided with the purchase of an acceptable
surety bond. This can be purchased through Wells Fargo's approved insurance carrier or through an insurance carrier of
the customer's choice. The cost of a surety bond varies depending on the amount of the bond and the insurer used.
Surety bonds are subject to the insurance carrier's underwriting requirements before issuance. If the surety bond is not
provided, the waiting period applies.
Purchaser Copy - Page 2 of 2
0004910 11-24
Office AU # 1210(8)
CASHIER'S CHECK
Remitter: JAMES HUBERT
Purchaser: JAMES HUBERT
Purchaser Account: xxxxxx2992
Operator I.U.: k160389 k109959
Funding Source: Paper Item(s)
PAY TO THE ORDER OF ***BOARD OF WELD COUNTY COMMISSIONERS***
SERIAL #: 0491010217
ACCOUNT#: 4861-505766
August 15, 2025
**One Hundred Fourteen Thousand and 00/100 -US Dollars ** **$114,000.00**
Payee Address:
Memo: PRAIRIE LEASE
WELLS FARGO BANK, N.A.
2559 WELTON ST
DENVER, CO 80205
FOR AUTOMATED CHECK VERIFICATION
CALL: (480) 394-3122
R
RactcA.0
Purchaser Copy - Page 1 of 2
VOID IF OVER US S 114,000.00
NON-NEGOTIABLE
BO NI\
LSO\o�
PRnnd 11 (1/1 at AAADM cnnnti71 A
Weld County Government
Clerk to the Board
1150 O Street
P.O. Box 758
Greeley CO 80632
970-400-4226
Fax 970-336-7233
WELD COUNT Y
COLORADO
JOB: Oil and Gas Lease Auction - 1O:
August 18, 2025
CHECK #
Cash
0491010217
DESCRIPTION
Filing Fee
Bonus Amount (W1/2 N W 1/4, NW1/4 1/4 SW 1/4 of Section 20,
Township 10 North, Range 62 West of the 6th P.M., Weld
County, Colorado, 120 acres)
UNIT PRICE
Date: August 18, 2025
Receipt # [92966]
Prairie Operating Co., LLC
44 Cook Street, Suite 1000
Denver, CO 80206
10.00
950.00
LINE TOTAL
10.00
114,000.00
as -
1
i
Subtotal
Total
$114,010.00
$114,010.00
Make all checks payable to:
Weld County Government
Attention: Clerk to the Board
THANK YOU FOR YOUR BUSINESS!
i
Jessica Reid
From:
Sent:
To:
Cc:
Subject:
Banning Zoss <banning@discoveryland.com>
Monday, July 7, 2025 5:19 PM
CTB-Oil and Gas Leasing
Jessica Reid
Weld County - Formal Nomination Request - 07/07/2025
This Message Is From an Untrusted Sender
You have not previously corresponded with this sender. Use extra caution and avoid replying with sensitive information, clicking links,
or downloading attachments until their identify is verified.
Hi Jess,
Thank you for your time discussing the nomination process.
On behalf of Prairie Operating Co., LLC, we are formally requesting to nominate the following lands:
T1ON-R62W-20: W/2NW/4, NW/4SW/4
Please let me know if you need any additional information to proceed. Thanks in advance.
Best regards,
Banning
41, DISCOVERY
LAND SERVICES
Banning M. Zoss, CPL
Acquisition Manager
1213 29th Street
Denver, Colorado 80205
Office: 303-993-3591 Ext.114
Mobile: 720-317-9484
Email: Banning@DiscoveryLand.com
This communication may contain confidential information. If it has been sent to you in error, please do not read it, reply to the sender that you received it
in error, and delete it. Any distribution or other reproduction is strictly prohibited.
1
Hello