The URL can be used to link to this page

Browse Search

Home My WebLink About20203393.tiffJessica From: tit nt: m To Cc: Subj-ct: Hi Bruce, Jessica Reid Friday, October 1, 2021 2:22 PM Bruce Barker Esther Gesick Amendment to Oil and Gas leases LE0503.pdt Amendment to OGL - weld County 4655974.docx Happy Friday! In processing a DO it was brought to my attention that there are 6 leases, recorded last year, that had the wrong expiration date on them when they came to us (expiration date was same as effective date). 1 did not catch the error, therefore, they were processed and recorded with the wrong date. Extraction has sent over a document for Steve to sign indicating an amendment with the expiration date. I have included the original lease and the amendment for one of the leases for you to review, again this would be applicable to 6 different leases. Please advise if I can proceed with putting these on the Consent Agenda for approval. If this is an oil and gas commu ication please use the L,,b_mail address ct - wee d go vo c o m opposed o f1 L '3 y 4F' ers ona e m a l address. Jess '' eid Deputy Clerk to the Board Weld County 1150 O Street Greeley, CO 80631 tel: 970-4004212 Confidentiality Notice: This electronic transmission and any attached documents or other writings are intended only for the person or entity to which it is addressed and may contain information that is privileged, confidential or otherwise protected from disclosure. If you have received this communication in error/ please immediately notify sender by return e-mail and destroy the communication. Any disclosure, copying, distribution or the taking of any action concerning the contents of this communication or any attachments by anyone other than the named recipient is strictly prohibited. C \ (23(Th1/46C__ V ko- ZO 3393 LaosoS Jessica Reid From: Sent: T®: Cc: Subject Sean Flanagan <sflanagan@extractionog.com> Friday, October 1, 2021 1:16 PM CTB-Oil and Gas Leasing Joel Barber; Roland VandenBroeck Re: Unleased interests Caution; This email originated from outside of Weld County Government. Do not click links or open attachments unless you recognize the sender and know the content is safe. Jess, That is correct, we will get it executed and flipped back to you ASAP once we are in receipt. Thanks, Sean Flanagan 303-877-8709 On Oct 1, 2021, at 12:39 PM, CTB-Oil and Gas Leasing <CTB-0ilandGasLeasing@co.weld.co.us>wrote: [EXTERNAL Hi Sean, Thanks for those! To clarify, will we sign and notarize then send to you for signature and notarization then you'll record and send us a copy? If this is an oil and as commu 'pication lease use the email address LA: oilanclgasieasing weidgovac •-m opposed to my personal email address. Jess Reid Deputy Clerk to the Board Weld County 1150 O Street Greeley, CO 30631 tel: 970-400-4212 <image001.jpg> Confidentiality Notice: This electronic transmission and any attached documents or other writings are intended only for the person or entity to which it is addressed and may contain information that is privileged, confidential or otherwise protected from disclosure. If you have received this communication in error, please immediately notify sender by return e-mail and destroy the communication. Any disclosure, copying, distribution or the taking of any action concerning the contents of this communication or any attachments by anyone other than the named recipient is strictly prohibited. 4769511 10/26/2021 09:34 AM Total Pages: 2 Rec Fee: $18.00 Carly Koppes - Clerk and Recorder, Weld County , CO AMENDMENT TO OIL AND GAS LEASE (To Correct Primary Term) THIS AMENDMENT TO OIL AND GAS LEASE ("Amendment"), is made and entered into this 1701 day of October 2021, and effective as of August 26, 2020, 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, CO 80632 described herein as "Lessor," and Extraction Oil & Gas, Inc. as "Lessee." WITNESSETH: WHEREAS, Lessor and Lessee each own interest under and subject to an oil and gas lease dated August 26'h, 2020 which was entered into by and between Weld County, Colorado and Extraction Oil & Gas, Inc., covering the following described lands in Weld County, State of Colorado, to -wit: Township 5 North, Range 65 West of the 6`h P.M. Section 17: Those two portions of Colorado Department of Highways Project No. U 00631 (22) as described by metes and bounds in that certain Rule and Order dated May 7, 1962, recorded under Reception No. 1383295, LESS & EXCEPT that portion of land lying within 400 feet of the centerline of the Union Pacific Railroad, lying in the SE/4SE/4 Containing 14.449 gross acres, more or less such lease having been recorded at Reception Number 4655979 in the records of Weld County, Colorado (the "Lease"), Lessor and Lessee now desire to amend certain provisions of said Lease. WHEREAS, the Primary Term of the Lease was incorrect and it is the intent and purpose of this Amendment to correct said Primary Term. NOW, THEREFORE, in consideration of the benefits to be derived by each party hereunder, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Lessor and Lessee hereby agree as follows: 1) The Lease is hereby amended by deleting the following: TO HAVE AND TO HOLD said land, and all rights and privileges granted hereunder to Lessee until the hour of twelve o'clock noon on the 26t11day of August, 2020, as primary term, and 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. 2) The deleted clause is replaced with the following: TO HAVE AND TO HOLD said land, and all rights and privileges granted hereunder to Lessee until the hour of twelve o'clock noon on the 26i1' day of August, 2023, as primary term, and 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. Lessor acknowledges that said Lease, as amended, is valid and in full force and effect and fbr such purpose Lessor hereby ratifies and to the extent necessary grants, leases and lets to Lessee all of Lessor's interest in the above described lands upon the same terms, conditions and provisions as are contained in said Lease as amended hereby and by any amendment heretofore executed, as to the interest owned by Lessee as of the date of this Amendment. Except as hereby amended, all terms of the Lease shall remain as originally written or previously amended. aoao - 339-3 LAOS o8 4769511 10/26/2021 09:34 AM Page 2 of 2 This Amendment shall be binding upon and inure to the benefit of the parties hereto, their successors, personal representatives and assigns. Executed as of the date first above written. By: By: Name: Steve Moreno Title: BOCC Chair OCT 1 8 2021 Extraction 04.4 Gas, Inc. Nazfte/Matthew R. Owens Title: Chief Operating Officer ACKNOWLEDGEMENTS STATE OF COLORADO ) ) ss COUNTY OF WELD ) The foregoing instrument was acknowledged, subscribed and sworn to before me this 18thday of October 2021 by Steve Moreno as BOCC Chair of Weld County, CO. CHERYL LYNN HOFFMAN [ EAL] c STATE PUBLIC TATE OF COLORADO NOTARY ID 2O144048044 MY COMMISSION EXPIRES DEC, 19, 2022 My Commission Expires: 12/19/2022 STATE OF COLORADO COUNTY OF 1)e,' ,V` ,r ) ) ss Notary Public, Cheryl Hoffman The foregoing instrument was acknowledged, subscribed and sworn to before me this O") day of OCiobe,r , 2021, by Matthew R. Owens, as Chief Operating Officer of Extraction Oil & Gas, Inc. [SEAL] Notary Public My Commission Expires`' I an, a0D.5 /1 KATHERINE C. DALEGOWSKI NOTARY PUBLIC STATE OF COLORADO NOTARY ID 20214019730 MY COMMISSION EXPIRES MAY 20, 2025 End of "Acknowledgements" 02Do2o— 3393 WELD COUNTY SMALL -TRACT OIL AND GAS LEASE THIS LEASE AGREEMENT, dated this 26th day of August , 2011, • 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, CO 80632, hereinafter called Lessor, and: EXTRACTION OIL & GAS, INC. 37017TH STREET, SUITE 5300 DENVER, CO 80202 hereinafter called Lessee: WITNESSETH WHEREAS, said Lessee has applied to Lessor for an oil and gas lease covering the land herein described, and has paid a bonus consideration of $ 1,200.00 per mineral acre, fixed by Lessor as an additional consideration for the granting of this lease, and the following consideration: WHEREAS, all the requirements relative to said lease agreement have been duly complied with and said lease agreement 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 terrns 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: SEE ATTACHED "EXHIBIT A" FOR LEGAL DESCRIPTION AND ACREAGE 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 26th day of August , 20 20 . as primary term, and 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 tern 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 tern 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. 2020-3393 c0 hSsz)r1-It. P‘° C. (Revised 08/2014) II _ Ito _ oZQ a0 4655979 Pages: 1 of 3 3 12/01/2020 01:58 PM R Fee: 0.00 Carly Koppel, Clerk and Recorder ,.Weld County,, CO LcQc°Q Small -Tract Oil and Gas Lease Page 2 In consideration of the premises, the parties covenant and agree as follows: 1. RENTAL, - This is a PAID -UP LEASE. In consideration of the down cash payment, Lessor agrees that Lessee shall not be obligated, except as otherwise provided herein, to commence or continue any operations during the primary term. Lessee may at any time or times during or after the primary tenn surrender this lease as to all or any portion of said land and as to any strata or stratum by delivering to Lessor or by filing for record a release or releases, and be relieved of all obligation thereafter accruing as to the acreage surrendered. 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 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 depredation) 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 eighteen and one-half percent (18.5%) 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 eighteen and one-half percent (18.5%) 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 (80) 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 (80) 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, eighteen and one-half percent (18.5%) 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 4655979 Pages: 2 of 13 12/01/2020 01:'58 PM R Fee:$0.00 Carly Koppes, Clerk and Recorder, Weld County, CO a Bill (Revised 06/2014) Small -Tract Oil and Gas Lease Page 3 rentals herein provided shall be paid to Lessor only in the portion which its interest 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 Pav 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 eighteen and one-half percent (18.5%) 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 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 andlor transportation agreement will expressly so provide. Further, Lessor shall be entitled to eighteen and one-half percent (18.5%) 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. 4655979 Pages: 3 of 13 12/01/2020 01:58 PM R Fee:$0.00 Carly Koppes, Clerk and Recorder, Weld County, CO Bill (Revised 06/2014) Small -Tract Oil and Gas Lease Page 4 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. J. 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. 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. L. 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 purchasers 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, inducting 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 Lessors 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 govemmental 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 4653979 Pages: 4 of 13 12/01/2020 01:58 PM R Fee:$0.00 Carly Koppes, Clerk and Recorder, Weld County, CO 1111 rAfi� gull CKl'iAWILIhii' Mk IFr WkilVyh 11111 (Revised 0812014) Small -Tract Oil and Gas Lease Page 5 Lessor's gauger or nominee duplicate run or gauge tickets for all minerals removed from the premises. Lessee shall fumish to Lessor daily drilling reports on each well drilled upon request. C. Gas Purchase Aareements/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 fumish 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. 4. MEASUREMENTS: All production shall be acaxirately 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. 4655979 Pages: 5 of 13 12/01/2020 01:58 PM R Fee:$0.00 Carly Koppes, Clerk and Reoorder, Weld County, CO 11111 IicrJR:1fiYl VIII100:l' 04141!!MIM' 11111 (Revised 0612014) Small -Tract Oil and Gas Lease Page 6 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 dme 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 goveming 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 lend 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, 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 gg(a 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. Filina with Lessor: Although not binding on Lessor, all instruments of every kind and nature whatsoever affecting this lease should be filed with the Lessor. 4633979 Pages: 6 of 13 12/01/2020 01:88 PM R Fee:$0.00 Carly Komes, Clerk and Recorder, Weld County, CO 1111 PFAU �lllkg MIAMI till (Revised 06/2014) Small -Tract Oil and Gas Lease Page 7 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. 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 ovmed 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 pattem 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 propordonate share of production which the acreage in this lease induded 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 induded 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 tern of such separate lease shall be limited as to the original term of this lease. The terns of the lease on that portion remaining in the unit shall be deemed to be modified 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 tern 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, 4653979 Pages: 7 of 13 12/01/2020 01:58 PM R Fee:$0.00 Carly Koppes, Clerk and Recorder, Weld County, CO (Revised 08/2014) Small -Tract Oil and Gas Lease Page 8 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 produdng 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. The minimum amount of such shut-in royalty payment shall be $240. 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 opfion 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 fled 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. 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. 4665979 Pages: 8 of 13 12/01/2020 01:58 PM R Fee:$0.00 Carly Koppes, Clerk and Recorder, Weld County, CO Ell ��114N�t�Mani IMF IlibI (Revised 08/2014) Small -Tract Oil and Gas Lease Page 9 23. DEFAULT: Upon failure or default of Lessee to comply with any of the terns and provisions hereof including, but not limited to, the failure to comply with laws, rules and regulations goveming 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 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 of the original bonus. C. No Chancae in Royalty: The royalty will remain the same. 25. HOLD HARMLESS: Lessee shalt 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 bss caused by errors which may occur. Lessee shall notify Lessor immediately upon discovery of any errors or discrepancy whatsoever. 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. 4655979 Pages: 9 of 13 12/01/2020 01:88 PM R Fee:$0.00 Carly Koppes, Clerk and Recorder, Weld County, CO IIIII PAU liViIIIIHNI I Miillth 'hdlg i Nit lYAh 11111 (Revised 06/2014) Small -Tract Oil and Gas Lease Page 10 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 (G) 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 fadfities 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. 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 suffident 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 MLR: 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. 4635979 Pages: 10 of 13 12/01/2020 01:58 PM R Fee :$0,00 Carly Koppes, Clerk and Recorder, Weld County, CO 1111 Ktlithfriii Ailvir111114 itMITilirid:i4Nhtiiti 111111 (Revised 06/2014) Small -Tract Oil and Gas Lease Page 11 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 govemment 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 -today basis to the extent such party's obligations relate to the performance so interfered with). 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 fumish Lessor a copy of such survey. Lessee shall fumish 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 govemmental or official agency or department having jurisdiction, showing the proposed location of all roads, pipelines, canals and drip 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 tern 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 titre to be examined or should obtain a title opinion or title certificate upon the property herein leased, Lessee agrees to fumish Lessor a copy thereof within two (2) weeks of Lessee's receipt thereof. Lessor agrees that neither Lessee nor the attomey or firm of attomeys 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 fumished 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. ATTES Weld u lerk to the = = WELD CQ4INTY, COLORADO ,ddrittwv ad...);„k, LESSOR: BOARD OF COUNTY COMMISSIONERS B Deputy CI Steve Moreno, Pro-Tem NOV 162020 4655979 Pages: 11 of 13 12/01/2020 01:58 PM R Fee:$0.00 Carly Koppes, Clerk and Recorder, Weld County, CO VIII I Rill w ltirlt AL NV Ika iritiimhlI II (Revised 06/2014) aao2o - 3393 Small -Tract Oil and Gas Lease Page 12 LESSEE: EXTRACTION OIL & GAS, INC. t Com Ski MATT OWENS, CEO STATE OF C.eike 47 ) as COUNTY OF n�1" ) The foregoing instrument was advrowledged before me this .2^7 day of /1O6ti 11 20 �. by 4+4' My Commission Expires: Printed Name and Title JACK NAPE Notary Public State of Colorado Notary ID • 20204008915 My Commission Expires 02-19.2024 LESSEE: (second signature If applicable) Company Name Signature Printed Name and Title STATE OF ) )S COUNTY OF ) The foregoing instrument was acknowledged before me this day of 20 . by Witness my hand and official seal. Notary Public My Commission Expires: 4653979 Pages: 12 of 13 12/01/2020 01:58 PM R Fee:$0,00 Carly Koppes, Clerk and Recorder, Weld County, CO (Revised 06/2014) Small -Tract Oil and Gas Lease Page 13 �c.4 nn. ruro►A 4.816333 ACRES LEGAL DESCRIPTION: EXHIBIT A 14.449 acres of land, more or less, of which 0.000 acres are centerline presumption acres, those two portions of Colorado Department of Highways Project No. U 00631 (22) as described by metes and bounds in that certain Rule and Order dated May 7, 1962, recorded under Reception No. 1383295, LESS & EXCEPT that portion of land lying within 400 feet of the centerline of the Union Pacific Railroad, lying in the SE/4SE/4 of Section 17, Township 5 North, Range 65 West, 6th P.M. 4635979 Pages: 13 of 13 12/01/2020 01:68 PM R Fee:$0.00 Carly Koppas, Clerk and Raoorder, Weld County, CO lIII l ��P��'��+��1��I ,ti MA Bill (Revised 06/2094) Reccrc'^.c! s' / ofdock Ito � Rce. 140 :M3 :1)5 Ann Sperneri. R::a:rder- BooK1616 m5E61l IN THE DISTRICT COURT IN AND FOR THE COUNTY OF WELD AND STAVE OF COLORADO CITY OF GREELEY; BOARD OF COUNTY COMMISSIONERS OF THE COUNTY OF WELD, and the DEPARTMENT OIL HIGHWAYS, STATE OF COLORADO," Petitioners, vs. LEWIS M. BLACK; ISABELLE F. BLACK; CHARLES 0. - BURSIEL as ` Treasurer of geld County, and ALL UNKNOWN PERSONS claiming any interest in the subject matter of this action, Respondents. CIVIL ACTION NO. 14847 RULE AND ORDER THIS MATTER came on regularly for hearing this day upon the Commissioners' Certificate of Ascertainment and Assessment filed herein on the 15th day of February, 1962, which Commission was duly appointers to determine the compen- sation to be allowed the respendents interested in Parcel, Nos. 70 Revised, 70A Revised, AL -70 -Revised 2, and E -70A Revised, and the access rights appurtenant thereto; and it appearing; to the Court from the records and files herein that Lewis M. Black and Isabelle F. Black are the record owners of said parcels; and that Charles O. Bursie1 may have some interest herein as evidenced by his claim filed herein; and that there are no other persons interested of record or otherwise in said parcels, who have riled any responsive pleadings herein; B00xinlb PAGEb16 The Court FINDS that it has full and complete juris- diction herein; that service has been made upon all inter- ested parties as required by late; and that the Commission, after hearing the proofs and allegations of the parties, and after viewing the premises, did find and determine in accordance with Chapter 50, Article S, Section 18, Colorado Revised Statutes, 1953: 1. The accurate description of the land and property actually taken. 2. The value of the land or property actually taken to be $26,200.00. 3. The damages, if any, to the residue of such land or property to be $3000.00. 4. The amount and value of the benefit to be None. The Court further finds that the petitioners have heretofore deposited with the Clerk of this Court the sure of $22,410.00, pursuant to Order of Immediate Possession herein and have subsequently deposited the sum of $6790.00 deficiency between said deposit and the amount of the award plus the sum of $92-.50 as reimbursement in full for the respondents allowable costs and interest, and therefore, it is ORDFADJUDGED and DECREED that Parcels Nos. 70 Revised, the temporary use during construction of Parcel Noe 70A Revised, AL -70 -Revised 2 and/E-70A Revised, described in Exhibit "A", attached hereto and incorporated herein by reference, and a description of the access line over which soak1616 PAGE619 ingress and egress is to be denied, described in Exhibit "B", attached hereto and incorporated herein by reference, have been duly and lawfully taken by the petitioner pursuant to the statutes and the Constitution of the State of Colo- ParcelsfN s. ev.g- Rev., and AL-70-Rev.2 and temporary use oarce raao ana hat �ifid �o sa d ghierty, itogether with all appurtenances thereunto belonging, is hereby vested in the petitioner for use and purposes specified in the Petition in Condemnation herein, and it is further ORDERED that a certified copy of this Rule and Order be recorded and indexed in the office of the Clerk and Recorder of Weld County, in like manner and with like effect as if it were a Deed of Conveyance from the owner and parties interested to the petitioner herein. cs DATED this rtljday of APPROVED: 'ow 'Joh31TM, Evans Attorney,, .for Respondents 1:2f1 Clerk o 'Vi. e- '— Weld . County, Cotoracl:,_l r ��4.._/ , A. D. 1962. BY TI3E, COURT: • /l (.44_,/ �CC Jul v l'Y - o0KEM PAGEd4U EXHIBIT "A" Legal Description Project No. U 006-1(22) - Greeley ByPass Parcel No. 70 Rev. A tract or parcel of land No. 70 Rev, of Colorado Dept, of High- ways' project No. U 006-1(22) containing 15.62 acres, more or less, inthe SE* of the SE* of Section 17, Township 5 North, Range 65 West, of the Sixth Principal Meridian in Weld County, Colorado, said tract or parcel being more particularly des- cribed as follows: That part of Lots 3 through 8, inclusive, in the SE4 of the SE4 of Sec. 17, T. 5 N., R. 65 W., according to the subdivision of lands by the Union Colony of Colorado, described as follows: Beginning at a point or. the S. line of Lot 7 of the SE* of the SE* of Sec. 17, T. 5 N., R. 65 W., from which the SE corner of Sec. 17 bears S. 89° 18' E., a distance of 1,222.7 feet; 1. Thence N. 89° 18' W., along the S. line of said Lot 7 of the SE* of the SEu of Sec. 17, a distance of 102.6 feet to the SW corner of said Lot 7; 2. Thence N. 0° 18' 30" E., along the W. line of said Lots 7, 6 and 3, a distance of 99+.4 feet to the NW corner of said Lot 3; 3. Thence S. 89° 22' E., along the N. line of said Lots 3 and 4, a distance of 911.9 feet; 4. Thence S. 2° 23' E.., a distance of 89.7 feet; 5. Thence along the arc of a curve to the right, having a radius of 1,035.0 feet, a distance of 870.1 feet, the chord of this arc bears S. 32° 50' W., a dis- tance of 844.7 feet; 6. Thence S. 56° 55' W., a distance of 106.5 feet; 7. Thence S. 65° 55' W., a distance of 299.7 feet; 8. Thence S. 24'° 05' E., a distance of 6.4 feet, more or less, to the point of beginning. The above described parcel contains 15.62 acres, more or less. HOUKI - PAGEtr 1 EXHIBIT "A" Legal Description Project No. U 006-1(22) - Greeley Bypass • Parcel No. 70A Rev. A tract or parcel of land No. 70A Rev, of Colorado Dept. of High- ways' Project No. U 006-1(22) containing 0.57 acres, more or less, in the SI of the SE4 of Section 17, Township 5 North, Range 65 West, of the Sixth Principal Meridian in [geld County, Colorado, said tract or parcel being more particularly described as follows: Beginning at a point on the S. line of Sec. 17, T. 5 N., R. 65 W., from which the SE corner of Sec. 17 bears S. 89° 18' E., a dis- tance of 1,325.3 feet; 1. Thence N. 0°.181 30" E., , along the W. line of Lots 7, 6 and 3 of the SEli of the SEA, of Sec. 17, accord- ing to the subdivision of lands by the Union Colony of Colorado, a distance of 994.4 feet to the easterly right of way line of the Union Pacific Railroad; 2. Thence 100.0 feet easterly from and parallel with the centerline of the Union Pacific Railroad, along the easterly right of way line of the Union Pacific Railroad, S. 0° 36' 30" W., a distance of 167.1 feet; 3. Thence 100.0 feet easterly from and parallel with the centerline of the Union Pacific Railroad, along the easterly right of way line of the Union Pacific Rail- road, along the arc of a transition curve to the right, the chord of this transition curve having a bearing of S. 1° 20' 30" W., , a distance of 217.8 feet; 4. Thence 100.0 feet easterly of and parallel with the centerline of the Union Pacific Railroad, along the easterly right of way line of the Union Pacific Rail- road, along the arc of a curve to the right, having a radius of 2,917.9 feet, a distance of 616.9 feet, (the chord of this arc bears S. 8° 51' W., a distance of 615.7 feet) to the S. line of Section 17; 5 Thence S. 89° 18' E., along the S. line of Sec. 17, a distance of 96.3 feet, more or less, to the point of beginning. ThP ahnvP dPs nri hPd narnpl nnnta -i ng n _ �7 a nrpa _ mnrp nr l pea BOQKI.010 -PAGEC)44 EXHIBIT "A" Legal. Description Project No. U 006-1(22) - Greeley ByPass Parcel No. AL -70 -Rev. 2 A tract or parcel of land No. AL -70 -Rev. 2 of Colorado De- partment of Highways' Project No. U 006-1(22) containing 1.2 acres, more or less, in the Si of the SE* of Section 17, Township 5 North, Range 65 West of the Sixth Principal Meridian, in Meld County, Colorado, said tract or parcel being more particularly described as follows: Beginning at a point which is the intersection of the existing East R.O. W. line of the U.P.R.R. with the S. line of Sec. 17: T. 5 N., R. 65 W., and from which the SE corner of Sec. 17 bears S. 89° 18' E., a distance of 1,421.6 feet; 1. Thence 100 feet easterly of and parallel with the centerline of the U.P.R.R., along the easterly R.0.1J. line of the U.P.R.R. along the arc of a curve to the left having a radius of 2917.9 feet, a distance of 61.6.9 feet (the chord of this arc bears N. 8° 51' E., a distance of 615.7 feet); 2. Thence 100 feet easterly of and parallel with the centerline of the U.P.R.R. along the easterly R.O.W. line of the U.P.R.R., along the arc of a transition curve to the left, the chord of this transition curve having a bearing of N. 1° 20' 30" E., a distance of 217.8 feet; 3. Thence 100 feet easterly of and aarallel with the centerline of the U.P.R.R.along the easterly R.O.W. line of the U.P.R.R., N. G° 36' 30" E., a distance of 167.1 feet; 4. Thence N. 89° 22' 14., a distance of 50.0 feet to a point 50.0 feet easterly of the centerline of the U.P.R.R.; 5. Thence 50.0 feet easterly of and parallel with the centerline of the U.P.R.R. S. 0° 36' 30" W., , a distance of 167.1 Feet; BOOK 1616 PAGE 623 Page 2 Exhibit "A" Legal Description Parcel no. AL--70-Rev. 2 6, Thence 50.0 feet easterly of and parallel with the centerline of the U,P.R.R. along the arc of a transition curve to the right, the chord of this transition curve having a bearing of S. 1° 20130" W., a distance of .215.9 feet; 7. Thence 50.0 feet easterly of and parallel with the centerline of the U.P.R.R along the arc of a curve to the right having a radius of 2867.9 feet, a distance of 619.0 feet, the chord of this arc bears S. 8° 581 30" W., a distance of 617.8 feet to the S. line of Section 17; 8. Thence S. 89° 18' E. along the S. line of Sec. 17, a distance of 51.6 feet, more or less, to the point of beginning. The above described parcel contains 1.2 acres, more or less. =JAM PAGEd44 EXHIBIT "A" Legal Description Project No. U 006-1(22) - Greeley Bypass Parcel No. E -70a Rev. • A tract or parcel of land No. E -70a Rev. of Colorado Department of Highways' Project No. U 006-1(22) containing 0.385 acres, more or less, in the SEw of the SEt of Section 17, Township 5 North, Range 65 [•lest of the Sixth Principal Meridian in [Meld County, Colorado, said tract or parcel being more particularly described as follows: A strip of land parallel and adjacent to the easterly and south- easterly right of •ray line of Parcel No. 70 from "B" Line Station 250+50 northeasterly to the north property line, said strip of land being 15 feet south and easterly of the following described right of way line; Beginning at a point on said R.O.W. line 80.0 feet left of line Station 250+50; "B" 1. Thence N. 65° 55' E., a distance of 15.0 feet; 2. Thence N. 56° 55' E., a distance of 106.5 feet; 3. Thence along the arc of a curve to the left, having a radius of 1,035.0 feet, a distance of 870.1 feet, (the chord of this arc bears N. 32° 50' E., a dis- tance of 844.7 feet); 4. Thence N. 2° 23' ICI., a distance of 89.7 feet to a point of intersection of the easterly R.O.W. line with the north property line; The above described parcel contains 0.385 acres, more or less. EXHIBIT "A" Parcel No. E -70a Rev. BOOK1010 PAGEb40 EXHIBIT "B" B" Access Description Project No. U 006-1(22) - Greeley Bypass Parcel No. 70 Rev. EASTERLY LINE Beginning at a point on the S. line of Lot 7 of the SE* of the SE* of Sec. 17, T. 5 N., R. 65 W., of the Sixth P. M. in Weld County, Colorado, according to the subdivision of lands by the Union Colony of Colorado, from which the SE corner of Sec. 17 bears S. 89° 18' E., a distance of 1,222.7 feet; 1. Thence N. 24° 05' W. a distance of 6.4 feet; 2. Thence N. 65.° 55' E. a distance of 299.7 feet; 3. Thence N. 56° 55' E. a distance of 106.5 feet; 4. Thence along the arc of a curve to the left having a radius of 1,035.0 feet a distance of 870.1 feet, ( the chord of this arc bears N. 32° 50' E., a distance of 844.7 feet); 5. Thence N. 2° 23' W. a distance of 89.7 feet to the north line of Lot 4 of the SE* of the SE* of said Section 17. EXHIBIT "B" Parcel No. 70 Rev. i 17-21 Treatment of Minerals Under Lands from Condemnations In 2008 the Colorado legislature amended the statutes governing eminent domain and the taking of minerals under lands used for highway purposes to be limited exclusively to that which is necessary for subsurface support thereby preventing the taking of oil, gas and other hydrocarbons.'°5 However, prior to 2008 the statutory scheme did not place any express limitation upon the ability of the state to acquire the minerals in condemnation proceedings, and left open the possibility that property condemned for highway purposes also included the mineral estate. In the Dept of Tramp. v. Gypsum Ranch Co., LLC, in a majority decision the Colorado Supreme Court overruled the Court of _appeals' prior decision that "prohibits the department from acquiring mineral interests in land condemned for highway purposes."' -°6 Therefore, (quoting the dissent) "when the Department of Transportation condemned property for a state highway prior to 2008, it also received title to the subsurface mineral estate lying beneath the land necessary to build the highway." 2°7 The ruling of the case does not expressly state that prior to 2008 all minerals underlying condemnations for highway purposes were included in eminent domain proceedings but rather leaves open the prospect that minerals may have been taken by the State. The Materials Examined include the following Orders concerning the ownership of lands previously condemned for highway purposes: 1. Rule and order dated May 7, 1962, recorded under- Reception No. 1383295, City of Greeley, Board of County Commissioners of the County of Weld, and the Department of Highways, State of Colorado, et al as Petitioners and Lewis M. Flack, et al as Respondents, the District Court of field County, Colorado concerning Tract 17S-309; 2. Rule and order dated March 30, 1964, recorded under Reception No. 1437581, Board of County Commissioners of the County of Weld, and the Department of -'°' See Senate Bill 08-041.See Colo. Rey-. Stat fi 43-1-2008(4) (2008) See Colo. Rey-. Stat 5 38-1-105(4) (2008). 2°6244 P.3d 127 (Colo. 2010) page 133 -'°7 Id at 128. Hig11-‘ays, State of Colorado, et al as Petitioners and David M. Lewis and Mardette Lewis, et al as Respondents, the District Court of Feld County, Colorado concerning Tract 17S-305; 3. Rule and order dated March 17, 1964, recorded under Reception No. 1433598, Board of County Commissioners of the County of Weld, and the Department of Highways, State of Colorado, et al as Petitioners and L.S. Perry and Helen. C. Perry, et al as Respondents, the District Court of Weld County, Colorado concerning Tract 17S-300. The subsequent devolution of title for the mineral estate of the Respondents and following tracts is as follows: 1. The Estate of Helen C. Perry, Cheryl B. Lamberson as Personal Representative for Tract 17S-300, presently unleased, suspended; 2. Oil and Gas Investors, LLC and David M. Lewis owning Tract 17S-305 in equal parts, covered by Subject Lease 3375387, suspended; 3. The Estate of Lewis M. Black, deceased, oi. ing Tract 17S-309, covered by Subject Leases 3375392 and 3303930, suspended. (See Comment 17-22 for further discussion). Given the lack of a blight -line rule of law in the Gipsum case, the examining attorney has suspended all parties' interests in Tracts 17S-309, 17S-3oo, and 17S-305 pending the outcome of the requirement below. However, given factual similarity of the orders and the Gypsum case, the examining attorney has presumptively credited title to said tracts with the Petitioners. Requirement 17-21 A: Extraction. should (1) Bold all parties interests in suspense covering Tracts 17S-309, 17S-300, and 17S-305, (2) should obtain {quiet Title Decrees ascertaining all parties interests in the lands and leasehold thereto (3) then file the same of record in weld County, Colorado, and submit the same to examining attorney for review and comment. Requirement 17-21 B: For greater security of title, Extraction should obtain and file of record in Weld County, Colorado a protective lease covering Tracts 17S- 309, 17S-300, and 17S-305 pending the outcome of the requirement above and submit the same to examining attorney for review and comment. EXTRACTION OIL & GAS, INC 370 17TH STREET, SUITE 5300 DENVER, CO 80202 720-481-2380 Page 1 of 1 VENDOR No. VENDOR NAME CHECK DATE CHECK No. CHECK TOTAL 4317 WELD COUNTY COLORADO Sep -25-2020 067175 $5,779.60 VOUCHER VENDOR INV # INV DATE TOTAL AMOUNT PRIOR PMTS & DISCOUNTS NET AMOUNT 09 -AP -1237 CKR09142020 09/14/20 5,779.60 TOTAL INVOICES PAID CeL--L-c)---N (A i 3AS PAYEE: DETACH THIS STATEMENT BEFORE DEPOSITING 0.00 5,779.60 5,779.60 L �.O SCE 8 Section 17, T5N, R65W SE4/SE4 LE0508 140449 acres Township/Range Section Qtr Qtr Sections Parcels 1 inch = 200 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 accuracy and completeness cannot be and is not guaranteed. The designation of lots or parcels or land uses in 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 THE PRODUCT BE USED FOR FINAL DESIGN PURPOSES. WELD COUNTY MAKES NO WARRANTIES OR GUARANTEES, EITHER EXPRESSED OR IMPLIED AS TO THE COMPLETENESS, ACCURACY, OR CORRECTNESS OF SUCH PRODUCT, NOR ACCEPTS ANY LIABILITY, ARISING FROM ANY INCORRECT, INCOMPLETE OR MISLEADING INFORMATION CONTAINED THEREIN. Jessica Reid From: Sent To: Subject: Attachments: Jack Hape <jhape@extractionog.com> Friday, October 30, 2020 10:27 AM CTB-Oil and Gas Leasing RE: Weld County Small Tract Leases Weld County Requirement.docx This email originated from outside of Weld County Government. Do not click links or open attachments unless you recognize the sender and know the content is safe. Hi Jess, First off I would like to apologize for such a late response to your request and hope this email finds you well! Below there are snippets from title that show which tracts are unleased and owned by Weld County. As for the back-up information on those certain tracts that Weld County has a mineral ownership of less than 100%, I have attached the title requirement from the Title Attorney that prepared the opinion and briefly explained below. Comment 17-21, in the attached word document, should define the reason that Weld County does not hold 100% mineral ownership For Tracts 17S-300, 17S-305 and 17S-309. Requirement 17-21A states that Extraction should hold all parties in suspense and obtain Quiet Title Decrees ascertaining all parties interest in order to move the parties from a suspense standing. Extraction is currently in the process of curing this title requirement. However, requirement 17-21B states that extraction should obtain and file a lease for greater security of title for each tract. As for Tract 13 -SE -1, comment 13-35, in the attached word document, will explain the history of this tract and the mineral interest division. Requirement 13-35 states that Extraction should obtain Quiet Title Decrees ascertaining all parties interest in the lands. Extraction is currently working to cure this title requirement as well. , _ - - _ _ 6,, 1Norking Mineral ifi+l°6 in e Interest covered WIfiF13T. I I J t �.0�.•lM a� i' Lease " Lease • x J 1 t}d L• 1 a.• �,C. CICrDO �1'U 1. _i i sl l F0000l'$ - - _.... _ .. _ _ - The County al%Veld r State of Colorado 13 - �. a -SE-: i._ -:1'7 n 100-1 9 ,i 004:St 4:10 00 `i-0:3/Ci 1 1_ 7- 1 1 , '' aunty Colorado 1 -3kJ L .�4 L k 1E1.13000009. i Ci..1.+ y 9:t of ?mTr'.LIJ:_ 4 of '* •r - -S-309 i 100.01Y30009.-;5 = h -I, is n —6 a7,-1,1-0.„, 'Weld County: Colorado 16-9 TINT I 00.0013000'. t 100_ 1 000P/a i y County, Colorado - Y3 16- - P ti T �� L' 11 � ; .I r , ,1._ r' � � t 1 ii �I 11 (:'1 �� t l a_0 000?"6. Welf. 1 Tract Tract Description 17S-30 0 2.3679 acres of land,, more or less; of which 0.000 acres are cei7.tffline presumption acres, being that portion of Lots 7 and NEMS., described b metes and bounds in that certain Rule: and Order dated March 17. 1964 recorded under _ Reception No. 1433595, lying 17, Township 5 North; Range 65 W.e:st; ,6th P.Ne1.. v 13 -SE -1 1.019 acres, more or less, +ofwhich 0_o72 are centerline presumption acres_ described as a parcel of land No.. 4 of the Mate Departmen 34-1(1.1) more desaibed b metes and bounds in that certain. Rule Order Civil No_ 2368 .as particularly and recorded _fiction Test. 1607907;, title in the SEt4 .:4 of Section l3_ J Township North, orth. Le 6th p` i1. i 17S-305 a x:.87=6 acres of described by metes land, . more or less, and hounds of which 01.E ass are centerline in that certain Rule and Order dated presumption acres, being liviray 18,1964_ receded a portion under of Lots 1 and 2 of the Et4f, Recep '+o_ 1437581, tying in Towns 5 North„ age 64' Test_ 6th PAL g C 17S-369 14.449 ads of land, more or less„ of which 0_000 acres are. centedine presumption Kies, those two portions of Colorado Department 31 as described her metes and ids in that certaik Rule and Order dated. May 7, 1962, re -corded under Reception No,. 13 832 portion of land lying Vitt 400 feet of the centerline of the Union Pa.cific M170 ad, lying in the S '4SE4 of Section 17: Tovms1 5 I RM. 16-9 0.6103 acres of land; more or less, being the South 20 feet of the SW4SW.:4 of Section 16. TownTownslitp 5 �;orb Range 65 West of the 6th P tti 16-14 0..6087 atm of land, IDDIEores, being the South 20 fret of the: SE4SW of Section 16, Towns 5 North, Raw 65 West of the 6th PM 1 hope this information covers what you need, if not please reach out to me. Regards, Jack Hape Land Technician Extraction Oil & Gas, Inc. 370 17th Street, Suite 5300 Denver/ CO 80202 Office: (720)-354-4624 jhape@extractionog.com From: CTB-Oil and Gas Leasing<CTB-OilandGasLeasing@co.weld.co.us> Sent: Monday, October 5, 2020 11:55 AM To: Jack Hape <jhape@extractionog.com> Subject: Weld County Small Tract Leases [EXTERNAL] Hi Jack, 2 I am in receipt of the six small tract oil and gas leases you sent. I do not show these parcels in our system, which is not to say we don't own them, it just means they haven't been leased before. Please email a Title Opinion, or Quit Claim Deed, etc. showing that Weld County owns the mineral interests for each of the six tracts, as well as documentation showing we own a lesser interest than 100% in any given tract. Thanks! If i- this s an oil an . gas communicatli•1n plea?se use the email acloir`s - cNb- oila dpasleasinrawel r •t®v. com opposed to my personal eraai address. Jess Reid Deputy Clerk to the Board Weld County 1150 O Street Greeley, CO 80631 tel: 970-400-4212 Confidentiality (Notice: This electronic transmission and any attached documents or other writings are intended only for the person or entity to which it is addressed and may contain information that is privileged, confidential or otherwise protected from disclosure. If you have received this communication in error, please immediately notify sender by return e-mail and destroy the communication. Any disclosure, copying, distribution or the taking of any action concerning the contents of this communication or any attachments by anyone other than the named recipient is strictly prohibited. 3 *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: Jack Hape Land Technician 370 17th Street, Suite 5300 Denver, Colorado 80202 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 11/a5 /20 Date mailed out ©►i 18'(a 1 By� 2.0)_o -3393 Hello