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HomeMy WebLinkAbout20200458.tiffNADOA Model Form Division Order (Adopted 9/95) To: ORIGINAL DIVISION ORDER HIGHPOINT RESOURCES Date: November 18, 2019 555 17th Street Suite 3700 Denver, Colorado 80202 Operator: Property# and Name: Description: County and State: HighPoint Operating Corporation SEE EXHIBIT "A" SEE EXHIBIT "A" SEE EXHIBIT "A" WELD, CO Production: Oil Gas X Both Owner Number: 23 849 Owner Name: WELD COUNTY BOARD OF COMMISSIONER 915 10TH STP O BOX 758 GREELEY, CO 80632-0758 L...17 WELD COUNTY riONIM SS' Effective Date: SEE EXHIBIT A fi Type of Interest: SEE EXHIBIT "A" Decimal Interest: SEE EXHIBIT "A" Rlaapw on, tk o wrA44-• int-LccA e.y5 O The undersigned certifies the ownership of the decimal interest in production or proceeds as described above payable by HighPoint Operating Corporation. HighPoint Operating Corporation shall be notified, in writing, of any change in ownership, decimal interest, or payment address. All such changes shall be effective the first day of the month following receipt of such notice. HighPoint Operating Corporation is authorized to withhold payment pending resolution of a title dispute or adverse claim asserted regarding the interest in production claimed herein by the undersigned. The undersigned agrees to indemnify and reimburse HighPoint Operating Corporation any amount attributable to an interest to which the undersigned is not entitled. HighPoint Operating Corporation may accrue proceeds until the total amount equals fifty dollars (S50.00), or pay annually, whichever occurs first, or as required by applicable state statute. This Division Order does not amend any lease or operating agreement between the undersigned and the lessee or operator or any other contracts for the purchase of oil or gas. In addition to the terms and conditions of this Division Order, the undersigned and HighPoint Operating Corporation may have certain statutory rights under the laws of the state;ch the property is located. SIGNATURE: BOARD 0 LC ATTEST. CLER BY: l DEPUTY CLERK T HE •ARD 020 Weld County Government 1150 "0" Street Greeley, CO 80634 Phone: 970-336-7204 Fax: 970-336-7233 Tax ID: 84-6000-813 Federal Law requires you to furnish your Social Security or Taxpayer Identification Number. Failure to comply will result in 28% tax withholding and will not be refunded by HighPoint Operating Corporation. 0 'kr\ cilastr4N6 \- 13).O csr PLEASE KEEP THIS reA.c, 6 COPY FOR YOUR RECORDS /4P 2020-0458 61 i k EXHIBIT "A" Attached to and made a part of that certain HighPoint Operating Corporation Division Order Dated 11/18/2019 covering the wells described below, all located in Weld County, Colorado Owner # Owner Name Well # Well Name Product Type Effective Date Interest Type Decimal Interest Well Spacing Description 23849 WELD COUNTY O5 m 121 - 41 4.51, 5 20400 AZ COFFELT 5-61-34-0801B T5N R61W Secs. 33 & 34: All A 9/1/2019 RI 0.05625000 23849 WELD COUNTY 05 .b d a 3 a 4 1ejl1 5 20401 AZ COFFELT 5-61-34-0916B T5N R61W Secs. 33 & 34: All A 9/1/2O19 RI 0.05625000 23849 WELD COUNTY OS - 3 - 41 e %si 20402 AZ COFFELT 5-61-34-2417B T5N R61W Secs. 33 & 34: All A 9/1/2019 RI 0.05625000 23849 WELD COUNTY as I ` Iv i to 20403 AZ COFFELT 5-61-34-2532BN T5N R61W Secs. 33 & 34: All A 9/1/2019 RI 0.05625000 Wt\\ tees tresciev1/4.1/4stta cicA 5 -IA cA Pvn s `@ail' 6j 43�.k ` Co cmc `ia ` kn k - a t WELLS: LOCATED IN T5N R61W SECTIONS: 33 AND 34: ALL CONTAINING 1280.00 ACRES MORE OR LESS 20400 -AZ COFFELT 5-61-34-0801B 20401 -AZ COFFELT 5-61-34-0916B 20402 -AZ COFFELT 5-61-34-2417B 20403 -AZ COFFELT 5-61-34-2532BN MINERAL INTEREST RI WELD COUNTY (23849) TR 7 LEASE R SECTION 34: S2 ( 320 ACRES) 0.22500000 1.00000000 TRACT ACRE 320.000000 0.00000000 0.00000000 0.000000 UNIT ACRES 1280 1280 NRI 0.05625000 0.00000000 ROYALTY FROM LEASE ( RI -TIMES) THIS TRACT MINERAL INTEREST OF LAND CONSISTS 100.00% 320.00 ACRES ( MIN INT-TIMES - (DIVIDED BY UNIT TRACT ACRES) ACRES) SPACING OF THE WELL (UNIT ACRES) IS DECIDED BY THE COGCC(= NRI) 0.0562500O TOTAL NRI 1/27/2020 COGIS - WELL !nformation COGIS - WELL Information Well Name/No: Operator: Status Date: FacilitylD: County: Field: Planned Location Frac F tis Chemical Disclosure Registry Scout Card Related A .'4Insp. GIS Doc a COA 1[ Wellbore Orders Surface Location Data for API # 05-123-47615 Status: PR 11/1/2019 Anschutz Coffelt #5-61-34-0916B (click well name for production) HIGHPOINT OPERATING CORPORATION - 10071 1545 FNL 320 FWL 11/1/2019 456778 WELD #123 WATTENBERG - #90750 Job Date: 8/2/2019 Job End Date: 8/27/2019 Job Date: 8/2/2019 Job End Date: 8/27/2019 Wellbore Data for Sidetrack #00 Spud Date: Wellbore Permit Permit #: Prop Depth/Form: Mineral Owner: Unit: Formation and Spacing: Casing: Cement: Casing: Cement: Casing: Cement: Wellbore Completed Completion Date: N/A Measured TD: True Vertical TD: Top PZ Location: Sec: 34 Twp: 5N 61W Bottom Hole Location: Sec: 33 Twp: 5N 61W Formation Log Top Completed information for formation NBRR 1st Production Date: Status Date: Commingled: 9/19/2019 11/1/2019 N Formation Name: NIOBRARA Federal or State Lease #: LocationI D: Location: Elevation: Lat/Long: 40.360486/-104.184358 Reported: 10/28/2019 456779 SWNW 35 5N61 W 6 PM 4,493 ft. Lat/Long Source: Field Measured Days to report: 62 Reported: 10/25/2019 Days to report: 59 Status: PR 1/12/2019 Spud Date is: HORIZONTAL 11/1/2019 NOTICE Expiration Date: 8/23/2020 8:22:54 AM 15994 Surface Mineral Owner Same: FEE Surface Owner: FEE Unit Number: Code: NBRR , Formation: NIOBRARA , Order: 407-2050 , Unit Acreage: 1280, Drill Unit: All Sec. 33 & 34 String Type: SURF , Hole Size: 13.5, Size: 9.625, Top: 0, Depth: 960, Weight: 36 Sacks: 476, Top: 0, Bottom: 960, Method Grade: String Type: 1ST , Hole Size: 8.75, Size: 7, Top: 0, Depth: 6256, Weight: 26 Sacks: 629, Top: 600, Bottom: 6256, Method Grade: String Type: 1ST LINER , Hole Size: 6.125, Size: 4.5, Top: 5400, Depth: 15994, Weight: 11.6 Sacks: 705, Top: 5400, Bottom: 15994, Method Grade: Measured PB depth: True Vertical PB depth: Footage: 1063 N 460 E Footages: 1061 FNL 400 FWL Log Bottom Status: PR Depth Depth Cored 11/1/2019 Choke Size: Open Hole Completion: N Production Method: Status: PR Formation Treatment Treatment Type: FRACTURE STIMULATION Treatment Date: 7/22/2019 Treatment End Date: 8/27/2019 Treatment summary: 94 Stage PermStim frac with 8,871,101 lb 30/50 white sand, 493,722 lbs 100 mesh white sand. 1822 bbls of acid (15% HCL & SpearPoint), 27,645 bbls of recycled water, and 278,220 bbls of freshwater used in treatment process. Total fluid used in treatment (bbls): 307687 Max pressure during treatment (psi): 8812 Total gas used in treatment (mcf): 0 Type of gas: Total acid used in treatment (bbls): 1822 Recycled water used in treatment (bbls): 27645 Produced water used in treatment (bbls): 278220 Total proppant used (Ibs): 9364823 Reason green techniques not utilized: Tubing Size: Tubing Packer Depth: Open Hole Top: Initial Test Data: Test Date: Hours Tested: Gas Disposal: Test Type BBLS_H2O BBLS_OIL BTU GAS CALC_BBLS_H2O Fluid density (lbs/gal): 8.33 Number of staged intervals: 94 Min frac gradient (psi/ft): 0.81 Total flowback volume recovered (bbls): 0 Disposition method for flowback: DISPOSAL Green completions techniques utilized: True 2.75 Tubing Setting Depth: Tubing Multiple Packer: Open Hole Bottom: 11/1/2019 24 SOLD Measure 243 193 1420 243 Test Method: Gas Type: 5951 FLOWING WET DSTs https://cogcc.state.co.us/data.html#/cogis 1/2 1/27/2020 COGIS - WELL Information CALC_BBLS_OIL CALC_GOR CALC_MCF_GAS CASING_PRESS GRAVITY_OIL MCF_GAS TUBING_PRESS Perforation Data: Interval Bottom: # of Holes: 15877 2256 193 554 107 1040 38 107 682 Interval Top: Hole Size: 6297 0.42 https://cogcc.state.co.us/data.html#/cogis 2/2 1/27/2020 COGIS E L Information COGCC Data Scout Card !Gint, Related Insp. fait, MIT O GIS a Doc Surface Location Data for API # 05-123-47616 Well Name/No: Operator: Status Date: FacilitylD: County: Field: Planned Location 1575 FNL 320 FWL Chemical Disclosure Registry COA Wellbore Orders Status: PR 11/1/2019 Anschutz Coffelt #5-61-34-2532BN (click well name for production) HIGHPOINT OPERATING CORPORATION - 10071 11/1/2019 456780 WELD #123 WATTENBERG - #90750 Job Date: 7/22/2019 Job End Date: 9/3/2019 Wellbore Data for Sidetrack #00 Spud Date: Wellbore Permit Permit #: Prop Depth/Form: Mineral Owner: Unit: Formation and Spacing: Casing: Cement: Casing: Cement: Casing: Cement: Wellbore Completed Completion Date: N/A Measured TD: True Vertical TO: Top PZ Location: Sec: 34 Twp: 5N 61W Bottom Hole Location: Sec: 33 Twp: 5N 61W Formation Federal or State Lease #: LocationlD: Location: Elevation: Lat/Long: 40.360403/-104.184358 456779 SWNW 35 5N61 W 6 PM 4,492 ft. Lat/Long Source: Field Measured Reported: 10/28/2019 Days to report: 55 Status: PR 1/13/2019 Spud Date is: HORIZONTAL 11/1/2019 NOTICE Expiration Date: 8/23/2020 8:22:54 AM 15986 Surface Mineral Owner Same: FEE Surface Owner: FEE Unit Number: Code: NBRR , Formation: NIOBRARA , Order: 407-2050 , Unit Acreage: 1280, Drill Unit: All Sec. 33 & 34 String Type: SURF , Hole Size: 13.5, Size: 9.625, Top: 0, Depth: 960, Weight: 36 Sacks: 476, Top: 0, Bottom: 960, Method Grade: String Type: 1ST , Hole Size: 8.75, Size: 7, Top: 0, Depth: 6267, Weight: 26 Sacks: 630, Top: 600, Bottom: 6267, Method Grade: String Type: 1ST LINER , Hole Size: 6.125, Size: 4.5, Top: 5400, Depth: 15986, Weight: 11.6 Sacks: 705, Top: 5400, Bottom: 15986, Method Grade: Log Top Measured PB depth: True Vertical PB depth: Footage: 2127 N 460E Depth Footages: 2123 FNL 400 FWL Depth Log Bottom Completed information for formation NBRR Status: PR 1st Production Date: Status Date: Commingled: Formation Name: Formation Treatment Treatment Date: 9/21/2019 11/1/2019 N NIOBRARA Choke Size: Open Hole Completion: Production Method: Status: Treatment Type: 7/22/2019 Treatment End Date: Cored 11/1/2019 N PR FRACTURE STIMULATION 9/3/2019 Treatment summary: 95 Stage PermStim frac with 8,263,682 lb 30/50 white sand, 982,775 lbs 100 mesh white sand. 1994 bbls of acid (15% HCL & SpearPoint), 33,955 bbls of recycled water, and 275,312 bbls of freshwater used in treatment process. Total fluid used in treatment (bbls): 311261 Total gas used in treatment (mcf): 0 Type of gas: Total acid used in treatment (bbls): 1994 Recycled water used in treatment (bbls): 33955 Produced water used in treatment (bbls): 275312 Total proppant used (Ibs): 9246457 Reason green techniques not utilized: Tubing Size: Tubing Packer Depth: Open Hole Top: Initial Test Data: Test Date: Hours Tested: Gas Disposal: Test Type BBLS_H2O BBLS_OIL BTU_GAS Max pressure during treatment (psi) 9584 Fluid density (Ibs/gal): 8.33 Number of staged intervals: 95 Min frac gradient (psi/ft): 0.9 Total flowback volume recovered (bbls): 4925 Disposition method for flowback: DISPOSAL Green completions techniques utilized: True 2.75 Tubing Setting Depth: Tubing Multiple Packer: Open Hole Bottom: 11/1/2019 24 SOLD Measure 289 254 1487 Test Method: Gas Type: 5917 FLOWING WET DSTs https://cogcc.state.co.us/data.html#/cogis 1/2 1/27/2020 COGCC Data CALC_BBLS_H2O CALC_BBLS_OIL CALC_GOR CALC_MCF_GAS CASING_PRESS GRAVITY_OIL MCF_GAS F_GAS TUBING_PRESS Perforation Data: Interval Bottom: # of Holes: 15883 2280 289 254 579 147 1019 38 147 604 Interval Top: Hole Size: 6311 0.42 https://cogcc.state.co.us/data.html#/cogis 2/2 1/27/2020 C:. GI e SELL Information COGCC Data Total proppant used (Ibs): Reason green techniques not utilized: Tubing Size: Tubing Packer Depth: Open Hole Top: Initial Test Data: Test Date: Hours Tested: Gas Disposal: Test Type BBLS_H2O BBLS_OIL Scout Card DzK:,Related R. Insp. R MIT 0 CIS Surface Location Data for API # 05-123-47617 Well Name/No: Operator: Status Date: FacilitylD: County: Field: Planned Location 1560 FNL Frac OCUS Chemical Disclosure Registry Doc COA Wellbore Orders Status: PR 11/1/2019 Anschutz Coffelt #5-61-34-2417B (click well name for production) HIGHPOINT OPERATING CORPORATION - 10071 11/1/2019 Federal or State Lease #: 456781 Location) D: WELD #123 Location: WATTENBERG - #90750 Elevation: 320 FWL Lat/Long: 40.360444/-104.184358 Job Date: 8/2/2019 Job End Date: 9/3/2019 Wellbore Data for Sidetrack #00 Spud Date: Wellbore Permit Permit #: Prop Depth/Form: Mineral Owner: Unit: Formation and Spacing: Casing: Cement: Casing: Cement: Casing: Cement: Wellbore Completed Completion Date: Measured TD: True Vertical TD: Top PZ Location: Sec: 34 Twp: 5N 61W Bottom Hole Location: Sec: 33 Twp: 5N 61W Formation 456779 SWNW 35 5N61 W 6 PM 4,492 ft. Lat/Long Source: Field Measured Reported: 10/28/2019 Days to report: 55 Status: PR 1/12/2019 Spud Date is: HORIZONTAL 11/1/2019 NOTICE Expiration Date: 8/23/2020 8:22:54 AM 15939 Surface Mineral Owner Same: FEE Surface Owner: FEE Unit Number: Code: NBRR , Formation: NIOBRARA , Order: 407-2050 , Unit Acreage: 1280, Drill Unit: All Sec. 33 & 34 String Type: SURF , Hole Size: 13.5, Size: 9.625, Top: 0, Depth: 960, Weight: 36 Sacks: 479, Top: 0, Bottom: 960, Method Grade: String Type: 1ST , Hole Size: 8.75, Size: 7, Top: 0, Depth: 6211, Weight: 26 Sacks: 624, Top: 600, Bottom: 6211, Method Grade: String Type: 1ST LINER , Hole Size: 6.125, Size: 4.5, Top: 5400, Depth: 15939, Weight: 11.6 Sacks: 701, Top: 5400, Bottom: 15939, Method Grade: N/A Log Top Completed information for formation NBRR 1st Production Date: 9/16/2019 Status Date: 11/1/2019 Commingled: N Formation Name: NIOBRARA Formation Treatment Treatment Date: 8/2/2019 Measured PB depth: True Vertical PB depth: Footage: 1595 N 460 E Footages: 1592 FNL 400 FWL Log Bottom Status: PR Choke Size: Open Hole Completion: Production Method: Status: Treatment Type: Treatment End Date: Depth Depth Cored 11/1/2019 N PR FRACTURE STIMULATION 9/3/2019 Treatment summary: 84 Stage PermStim frac with 8,763,849 lb 30/50 white sand, 494,922 lbs 100 mesh white sand. 1964 bbls of acid (15% HCL & SpearPoint), 28,894 bbls of recycled water, and 271,891 bbls of freshwater used in treatment process. Total fluid used in treatment (bbls): 302749 Total gas used in treatment (mcf): 0 Type of gas: Total acid used in treatment (bbls): 1964 Recycled water used in treatment (bbls): 28894 Produced water used in treatment (bbls): 271891 9258771 Max pressure during treatment (psi): 8977 Fluid density (lbs/gal): 8.33 Number of staged intervals: 84 Min frac gradient (psi/ft): 0.89 Total flowback volume recovered (bbls): 8207 Disposition method for flowback: DISPOSAL Green completions techniques utilized: True 2.75 Tubing Setting Depth: Tubing Multiple Packer: Open Hole Bottom: 11/1/2019 24 SOLD Measure 294 278 Test Method: Gas Type: 5912 Flowing WET DSTs https://cogcc.state.co.us/data.html#/cogis 1/2 1/27/2020 COGCC Data BTU_GAS CALC_BBLS_H2O CALC_BBLS_OIL CALC_GOR CALC_MCF_GAS CASING_PRESS GRAVITY_OIL MCF_GAS TUBING_PRESS Perforation Data: Interval Bottom: # of Holes: 15829 2016 1371 294 278 460 128 1015 38 128 661 Interval Top: Hole Size: 6258 0.42 https://cogcc.state.co.us/data.html#/cogis 2/2 1/27/2020 OGIS ELL !nformati4in COGCC Data Scout Card Related Insp. MIT Surface Location Data for API ## 05-123-47618 Well Name/No: Operator: Status Date: FacilitylD: County: Field: Planned Location 1530 FNL 320 FWL Chemical Disclosure Registry GIS Doc a COA rWellbore Orders Status: PR 11/1/2019 Anschutz Coffelt #5-61-34-08018 (click well name for production) HIGHPOINT OPERATING CORPORATION - 10071 11/1/2019 456782 WELD #123 WATTENBERG - #90750 Job Date: 7/22/2019 Job End Date: 8/27/2019 Job Date: 8/2/2019 Job End Date: 8/27/2019 Wellborc Data for Sidetrack #00 Spud Date: Wefllbore Permit Permit #: Prop Depth/Form: Mineral Owner: Unit: Formation and Spacing: Casing: Cement: Casing: Cement: Casing: Cement: Wellbore Completed Completion Date: N/A Measured TD: True Vertical TD: Top PZ Location: Sec: 34 Twp: 5N 61W Bottom Hole Location: Sec: 33 Twp: 5N 61W Formation Federal or State Lease #: LocationID: Location: Elevation: Lat/Long: 40.360528/-104.184358 Reported: 10/28/2019 Originally Reported: 10/25/2019 Reported: 10/28/2019 Status: PR 1/12/2019 Spud Date is: HORIZONTAL 456779 SWNW 35 5N61W 6 PM 4,493 ft. Lat/Long Source: Field Measured Days to report: 62 Days to report: 59 Days to report: 62 11/1/2019 NOTICE Expiration Date: 8/23/2020 8:22:54 AM 16124 Surface Mineral Owner Same: FEE Surface Owner: FEE Unit Number: Code: NBRR , Formation: NIOBRARA , Order: 407-2050 , Unit Acreage: 1260, Drill Unit: All Sec. 33 & 34 String Type: SURF , Hole Size: 13.5, Size: 9.625, Top: 0, Depth: 960, Weight: 36 Sacks: 476, Top: 0, Bottom: 960, Method Grade: String Type: 1ST , Hole Size: 8.75, Size: 7, Top: 0, Depth: 6378, Weight: 26 Sacks: 642, Top: 600, Bottom: 6378, Method Grade: String Type: 1ST LINER , Hole Size: 6.125, Size: 4.5, Top: 5500, Depth: 16124, Weight: 11.6 Sacks: 707, Top: 5500, Bottom: 16124, Method Grade: Log Top Completed information for formation NBRR 1st Production Date: Status Date: Commingled: Formation Name: Formation Treatment Treatment Date: 9/21/2019 11/1/2019 N NIOBRARA 8/2/2019 Measured PB depth: True Vertical PB depth: Footage: 532 N 460 E Depth Footages: 531 FNL 400 FWL Depth Log Bottom Status: PR Choke Size: Open Hole Completion: Production Method: Status: Treatment Type: Treatment End Date: Cored 11/1/2019 N PR FRACTURE STIMULATION 8/27/2019 Treatment summary: 95 Stage PermStim frac with 7,547,909 lb 30/50 white sand, 952,518 lbs 100 mesh white sand. 1833 bbis of acid (15% HCL & SpearPoint), 57,955 bbls of recycled water, and 243,050 bbls of freshwater used in treatment process. Total fluid used in treatment (bbls): Total gas used in treatment (mcf): Type of gas: Total acid used in treatment (bbls): 302838 0 1833 Recycled water used in treatment (bbls): 57955 Produced water used in treatment (bbls): 243050 Total proppant used (Ibs): Reason green techniques not utilized: Tubing Size: Tubing Packer Depth: Open Hole Top: Initial Test Data: Test Date: Hours Tested: Gas Disposal: Test Type BBLS_H2O BBLS_OIL 8500427 Max pressure during treatment (psi): 9891 Fluid density (lbs/gal): 8.33 Number of staged intervals: 95 Min frac gradient (psi/ft): 0.89 Total flowback volume recovered (bbls): 10763 Disposition method for flowback: DISPOSAL Green completions techniques utilized: True 2.75 Tubing Setting Depth: Tubing Multiple Packer: Open Hole Bottom: 11/1/2019 24 SOLD Measure 213 272 Test Method: Gas Type: 6057 FLOWING WET DSTs https://cogcc.state.co.us/data.html#/cogis 1/2 1/27/2020 COGCC Data BTU_GAS CALC_BBLS_H2O CALC_BBLS_OIL CALC_GOR CALC_M C F_GAS CASING_PRESS GRAVITY OIL MCF_GAS F_G AS TUBING_PRESS Perforation Data: Interval Bottom: # of Holes: 15938 1880 1477 213 272 463 126 1003 38 126 527 Interval Top: Hole Size: 6376 0.42 https://cogcc.state.co.us/data.html#/cogis 2/2 HighPoint RESOURCES December 17, 2019 Weld County Board of Commissioner Attention: Jess Reid Deputy Clerk to the Board Weld County 1150 O Street Weld, CO 80631 ECFJVE ULL F WELD COUNTY' COMMISSIONERS LaoV3 RE: More information for Division Order OWNER # 23849 Wells: Anschutz Coffelt 5-61-34-0801 B, 0916B, 2417B, and 2532BN Township 5 North Range 61 West Sections 33: ALL and 34: ALL 1280.00 Acres more or less, Located in Weld County, Colorado. Dear Jess Reid, P ursuant to your letter dated November 22, 2019 received by Highpoint Resources December 02, 2019 regarding the request of more information needed to determine your interest. I have enclosed the requests as follows: Copies of your Division orders Copy of your Oil and Gas lease located @ reception number 4299053 Calculations of your interest Copies of the title opinion pages with your interest highlighted Copy of the Federal Communitization agreement for these wells which also outlines your interest on page 14 of 15. Copy of the plat of the communized area. P lease let me know if you should need any further information regarding the verification of your mineral interest. Please feel free to contact me if you have any further questions. S incerely, (ere )l =��o�lnet Evelyn Kastner Sr. Division Order Analyst 555 17th Street, Suite 3700 Denver, CO 80202 ekastner@hpres.com 555 17th Street, Suite 3700. Denver, CO 80202 1 T: 303.293.9100 I F: 303.291.0420 I HPRES.COM CA LETON GOTLIN LAW Pc December 28, 2018 Mr. Gabe Findlay HighPoint Operating Corporation 1099 18th Street, Suite 2300 Denver, Colorado 80202 Re: Anschutz Equus Farms Fed #5-61-34-2532BS Well Anschutz Equus Farms Fed #5-61-34-4033B Well Anschutz Equus Farms Fed #5-61-34-4148B Well Anschutz Equus Farms Fed #5-61-34-5649B Well Anschutz Equus Farms Fed #5-61-34-5764B Well Anschutz Coffelt #5-61-34-2532BN Well'tog t 3 Anschutz Coffelt #;5-61-34-2417B Well 2 : 1 ,x . Anschutz Coffelt #5-61-34-09,16B Welly p -Leo 13 Anschutz Coffelt #5-61-34-0801B Well . ,: (Collectively the "Subject Wells") Rai C AND DI ISION ORDER TITLE OPINION Covering aRan a 61 est6t" Palo :-sec On° 3: F, Section n ; JJ Ve1:dk: •� Gi radio Containing' 280;004eicI Referred to herein as the "captioned land" Dear Mr. Findlay: JOSEPH J. ABELL jabell@carletongatlinlaw.com .W a t• tat 6 �hSR7c¢arrt^y' ...J. Pursuant to a request from HighPoint Operating Corporation, I examined the materials listed below for the purpose of rendering a Drilling and Division Order Title Opinion covering the captioned lands. As a result of my examination, I determined that the ownership of minerals, oil and gas leasehold, oil and gas production, and proceeds from the sale of oil and gas production, as of 7:00 a.m. on August 30, 2018 for the captioned lands (the "Certification Date") is as specified hereafter, subject to the Exceptions, Comments and Requirements that follow. 1580 Lincoln St. Suite 1200, Denver, CO 80203 1 T: 303.825.1125 F: 303.302.3088 I www.carletongottinlaw.com LNEPGI .ING LAW Tract 7 (The 3/2 of Section 34, T5N, R61 W, 6th P.M.) Name Weld County: OIL .5 Interest Lease 100.000000% 100.000000% N5% GAS LEASEHOLD WNERHI Township 5 N rth, '?ange 61 West, 6th P. Section 33: E/2 N E/t.:.. Containing 80.00 acres, ± II Depths and Frm Lions See Exhibit 4-3(a) Name 2oHighPoint Operating Corporation 21Anschutz Exploration Corporation 22Harold Lipke, Jr. 'James Lipke 'Barbara Silvius HighPoint Operating Corporation 25Anschutz Exploration Corporation on Behalf of Ansbro Petroleum Company LLC Royalty Pool "Grey Bull Royalty Company LLC 27James P. Oursland and Susan P. Oursland, as Joint Tenants 28Daniel W. Bean & Company 29Anschutz Resources Corporation 20 See Comment/Requirement I. and No. 13. 21 See Comment/Requirement I. and No. 13. 22 See Comment/Requirement I. and No. 16. 23 See Comment/Requirement I. and No. 16. 24 See Comment/Requirement I. and No. 16. 25 See Comment/Requirement No. 13. 26 See Comment/Requirement No. 13. 27 See Comment/Requirement No. 13. 28 See Comment/Requirement No. 13. 29 See Comment/Requirement No. 13. S WI 80.000000% 20.000000% ORIGINAL D L i Y 1 RI 66.400000% 15.400000% 5.000000% (LOR) 5000000% (LOR) 5.000000% (LOR) 2.000000% (ORI) 0.400000% (ORl) R Lease Tract A 1 A 1 A 1 A 1 A 1 A 1 A 1 0.133333% (ORI) A 0A20000% (ORI) A 0.120000% (ORI) A 0.100000% (ORI) A CARl..k = TN GQ TL/N I A W PC Page 11 of 75 1 1 1 1 Name 102Pamela S. Kalstrom and Todd R. Kalstrom, as Co -Trustees of the Pamela S. Kalstrom Trust 1°3Pamela S. Kalstrom and Todd R. Kalstrom, as Co -Trustees of the Todd R. Kalstrom Trust 'Marguerite K. Timbel 1°5Ned. R. Timbel 'Scott J. Hajicek and Marilyn S. Hajicek, as Joint Tenants Name WI NRI Lease Tract 0.036112% (ORI) G —Q 6 0.036111% (ORI) G - Q 6 0.036111% (ORI) G - Q 6 0.036111% (ORI) G - Q 6 0.032500% (ORI) G - Q 6 100.000000% 100.000000% Township 5 North, Range 61 West, 6th P.M. Section 34: S/2 Containing 320.40 acres, Al! Depths and.foFinations See Exhibit A -3(h) Bonanza Creek Energy Operating Company LLC Weld County WI 100.00000V/0 -- - -m--- N RI 7T500000% Leas R 7 22.500000% (LO R) R 7 11000 0000 0% 100.000000% 102 See Comment/Requirement Nos. 13 and 14. 103 See Comment/Requirement Nos. 13 and 14. 104 See Comment/Requirement Nos. 13 and 14. 105 See Comment/Requirement Nos. 13 and 14. 106 See Comment/Requirement Nos. 13 and 14. ORIGINAL DOCUMENT OF L,A LLTON GOTLIN LAW PC Page 19 of 75 Tract - J CONSOLID TED OIL AND GAS LEASEHOLD OWNER HIP Township 5 North, Range 61 West 6th P.M. Section 33: All Section 34: All Containig 1280000 acres, Limited to the Niobrara Forrmatin Further Limited to Pr:..suction from th .ry: ellbores of the Anschutz Equus Farms Fed 5- 61 ®34-2532B q Anschutz Equus Farms Fed #5-61-34-4033B; Anschutz Equus Farms Fed 5®61-34-4148,E ; Anschutz Equus Farms Fed #5-61-34-5649B; and Anschutz Equus Farms Fed 5-61®34.5764B ,.q=`ells See Exhibit A-4 Name 107HighPoint Operating Corporation 108Anschutz Exploration Corporation Bonanza Creek Energy Operating Company LLC Weld County Anschutz Family Investment Company, LLC U nited States of America 109Bank of America, NA, Trustee of the Charles S. Jones Irrevocable Memorial Trust N eoga Resources, LLC Emporia Community Foundation, a KS not for profit corporation Mary H. Nachazel, and her successors in trust, as Trustee of the Mary H. Nachazel Trust, dated July 15, 2011, as amended Terrance Monahan Thomas S. Nachazel N ancy E. Warner Christy K. Brant WI 64.583333% 10.416667% 25.000000% i Om O OM I- 107 See Comment/Requirement I., A and Nos. 1, 12, 13 and 14. 108 See Comment/Requirement I., A and Nos. 12 and 13. 109 See Comment/Requirement A. NRI Lease Tract 5Z625000% A — Q 1 — 6 8.038542% A — F, M 1 — 6 19.375000% R 5.625000% (LOR) R 2.500000% (LOR) C 1.562500% (LOR) D 1.388889% (LOR) E 1.171875% (LOR) B 0.625000% (LOR) F 0.585938% (LOR) G 0.585938% (LOR) H 0.585937% (LOR) I 0.585937% (LOR) J 0.390625% (LOR) K ORI /NAL DOCUMcN T OF CAR'.ETON GOTLIN Page 20 of 75 W PC 7 3 4 5 2 5 6 6 6 6 6 (3) all lands included in any road, easement or right -of way ...; and (4) all strips or tracts of lands adjacent or contiguous to the lands described... acquired through adverse possession or other similar sta₹utes.. . Primary Term: Rentals: Royalty: Shut -In Royalty: Entireties Clause: Lesser Interest Clause: Pugh Clause: Pooling Clause: Special Provisions: Three (3) years from August 18, 2016, with two (2) year extension option. None, this is a paid -up lease. 18.75% for oil and gas. $1.00 per year per net mineral acre. None. Yes. None. Yes. Multiple, including but not limited to: 14. Right of first refusal clause. Amendments/Ratifications: None. Releases: Interest Covered: Date: Recorded: Lessor: Lessee: Lands Covered: None. 6.25% MI in Tract 6. May 1,2017 Reception No. 4299053 on May 3, 20-17 Weld County, a political subdivision of7the State of Colorado, acting by and through the Board of County Commissioners of the County of Weld Bonanza Creek Energy Operating Co. LC T5N, R61 W, 6th P.M. Section 34: 3/2 Weld County, Colorado Containing 320.00 acres, more or less. ,, AL DOCUMENT OF CARLETON ETVN GOP /PI LAW PC Page 45 of 75 Rentals: Royalty: Shut -In Royalty: Entireties Clause: Lesser Interest Clause: Pugh Clause: Pooling Clause: Special Provisions: Primary Term: Three (3) years; with option to extend for an additional six (6) months upon Lessor approval. $2.50 per mineral acre or fraction thereof per year. 22.5% for oil and gas. $2.50 per acre per year in addition to the annual rental, with a minimum payment of $240.00, lease extension limited to five years beyond any extended primary term. None. Yes. None. Yes. Multiple, including but not limited to: 2. Royalty Provisions: (D). Lessor reserves right to take royalty oil in kind. (G). Lessor's payments under "Take -or -Pay" gas purchase contracts. (K). Limitation of Sale of Oil and Gas to Subsidiaries and/or Affiliates. 3. Lessor's Access to Leased Property and Records 9. Assignments: Written consent of Lessor required for full assignments of leasehold interest and notice to Lessor required for assignments of partial leasehold interests. All instruments affecting the Lease shall be filed with the Lessor. 10. Overriding Royalty: Any and all reservations or assignments or overriding royalties shall be subject to approval by Lessor. Total overriding royalties shall not exceed 5%. 11. Offset Wells 24. Extension: Lessee may apply for six (6) month extension of primary term, the granting of which shall be at the sole option of Lessor. Requires a payment of one-third the original bonus and $250.00 per acre leased as delayed rental during the term of the extension. Amendments/Ratifications: None. //1 �(I F 1 �T J CARLETON !-y{J'1js � 7 1 '"Y" JAI a I LAW /"�. ORIGINAL D L.. 'S✓ DOCUMENT i Tt t +.' �� A R L� .1 `�J 3� j ,. �.J Z 9d�..., I L A �.Ij ` PC Page 46 of 75rr Releases: None. Interest Covered: 100.0% MI in Tract 7. EXCEPTIONS ND QU.ALIFICATI= NS Data Examined: This Opinion is subject to, and conditioned upon, the accuracy and completeness of the title data examined referenced in the Materials Examined section above. This office did not perform an independent review of the Weld County records or the Heritage Title Company Ledgers, upon which any Title Abstracts and this Opinion are based, other than as detailed herein. Accordingly, this Opinion is qualified and subject to any errors therein or omissions therefrom. Opinion: Carleton Gotlin Law PC expresses no opinion as to the following: railroad and/or other rights -of -way or claims not reflected in the data examined, the existence of which may be determined by physical inspection of the captioned lands; possessory rights and discrepancies of survey or location that may be reflected by physical examination of the captioned lands; zoning or other land use controls; pending litigation not reflected by a recorded notice of lis pendens; matters not disclosed in the tract or grantor/grantee index maintained by the County Clerk and Recorder or Register of Deeds; matters not disclosed in the tract index of a certified abstract company upon which the examiner has been authorized to rely for purposes of this Opinion; matters not disclosed in an abstract prepared by a third party upon which the examiner has been instructed and/or authorized to rely for purposes of this Opinion; matters not disclosed in a prior title opinion prepared by a third party attorney upon which the examiner has been instructed and/or authorized to rely for purposes of this Opinion; matters that vary from presumptions of facts or prima facie evidence of facts established by statute; matters within the scope of exceptions to abstract coverage; proceedings which by statute are privileged and not open to public inspection; taxes on oil, gas and other leasehold estates listed separately from the taxes on the surface or mineral rights, including taxes assessed by special districts; taxes on personal property; adverse rights or defects unknown to me but of which you have actual knowledge of or which the law may presume you have knowledge; matters concerning whether there is a right of access to the captioned lands from a public road; all financing statements and other documents reflecting security interest in crops or fixtures; and mechanics liens, judgment liens, or other statutory liens not reflected by the records examined. Exclusion: For purposes of this Opinion, any mortgages and deeds of trust executed by a surface owner (no mineral ownership) are not included herein. Additionally, all documents related to private water rights, unless specifically noted, are excluded from this Opinion. Attorney Client Privilege: This Opinion and its contents are prepared exclusively for HighPoint Operating Corporation by Carleton Gotlin Law PC. An attorney -client privilege exists between Carleton Gotlin Law PC and HighPoint Operating Corporation regarding this Opinion. In the event that HighPoint Operating Corporation discloses any information contained within this Opinion to a third party, it may operate as a waiver of the attorney -client privilege regarding the entire Opinion and its contents. Sanctioned Opinion: Because this Opinion is rendered solely for the use of HighPoint Operating Corporation, Carleton Gotlin Law PC is not liable for any third party reliance on the information contained in this Opinion. Furthermore, at the request of HighPoint Operating Corporation, Carleton Gotlin Law PC will provide an electronic version of this Opinion; however, the original signed Opinion �t �x OR1 GINA . DOCUMENT OF CARLETON GO 1..M�_ E AW Page 47 of 75 rT. 12/28/2018 TRACT 5 The SE/4 of Section 33, T5N, R61W, 6th P.M. Bank of America, NA, Trustee of the Charles S. Jones Irrevocable Memorial Trust Emporia Community Foundation, a KS not for profit corporation Total 66.666667% 100.000000% Lease E TRACT .6 The N/2 of Section 34, T5N, R61W, 6th P.M. Lease b ��-1 ett"I,., Mary Mary H. H. Nachazel, Nachazel Trust, and her dated successors July 15, in trust, 2011, as Trustee as amended of the 12.500000% G Terrance Monahan 12.500000% J H Thomas S. Nachazel 12.500000% I Nancy E. Warner 12.500000% J Christy K. Brant 8.333334% K Susan A. Fenton 8.333333% L Vincent J. Vranesic 8.333333% M Stephen P. Ogrodowski 6.250000% N Frances L. Partsch 6.250000% O Victoria K. Hett 6.250000% 4 P Patricia L. Poole 6.250000% Q Total 100.000000% The S/2 of Section 34, T5N, R61W, 6th P.M. Ex. A-2 Mineral Ownership: Page 5 of 38 12/28/2018 i _ EXHIBIT A-3(h)e OIL AND GAS LEASEHOLD OWNERSHIP FOR THE S/2 OF SECTION 34, T5N, R61W, 6TH P.M. DDOTO. dated December 28, 2018, covering T5N, R61W, 6th P.M., Section 33: All, Section 34: All All Depths and Formations TRACTS Certification Date ' Tract 08/30/2018 7 The S/2 of Section 34, T5N, R61W, 6th P.M. !Tract Description To aItTr ct Tract Acres Acres tact Acres = TactE ge Allocation _ 320.00 320.00 Tract Acreage. Allocation 100.000000% 100.000000% Opinion Burden ID LANDOWNER ROYALTY ("LOR") Mineral Interest x Lease Royalty x (Tract Acres / Unit Acres:' Weld County Total Landowner Royalty Interests Lease MI Lease Royalty Non -Rounded Tract Acreage Non -Rounded NRI Allocation Tract NRI for Owner 22.50000000% 22.500000% 22.500000% LOR OVERRIDING ROYALTY INTERESTS ("ORI' Burdened x (Tract Acres / Unit Acres) 11 C?RI x Lease MI x WI ,- ,...___- Non -Rounded ROUNDED Prop. Reduced Tract Acreag' Non -Rounded j' NRI NRI Type. of in Leas b Lease MI WI Burdened : Allocation Tract NRI for Owner FOR OWNER Interest e, Tract: Lease WI '• in L a e. e ii._ Lase NRI s _ ,; • ,� •,Y� I N Tra Tract NRI c N 11 ,.;��. Non -Rounded for Owner ,e � liill air •• S. __ ., Lease MI ROUNDED FOR OWNER I Interest WORKING REST S act ,T Allocation9 .: NET REVENUE IN INTERESTS T("WI") ("NRI") N I 41) WI x MI x NRI [100% - Burdens] x (Tract Acres / Unit Acres) ansisi L fi Bonanza Creek Energ Operatin• Compan LLC R 77.50000000% 7 100.000000% 100.000000% 77.500000% 100.000000% 77.50000000% 77.500000% WI/NRI Total Work/n;• Interests/Net Revenue Interests 77.500000% WI/NRI Total All Interests 100.000000% Ex. A -3(h) Sec. 34 S2: Page 25 of 38 viNs 12/28/2018 EXHIBIT A -4(a): CONSOLIDATED OWNERSHIP FOR THE SUBJECT WELLS DOOTO dated December 28, 2018, covering T5N, R61W, 6th P.M., Section 33: All, Section 34: All Spacing Unit: T5N, R61 W, Section 33: All, Section 34: All Spacing Unit Acres: 1280.00 + _imited to the Niobrara Formation =urther Limited to Production From the Wellbores of the Anschutz Equus Farms Fed #5-61-34-2532BS; Anschutz Equus Farms Fed #5-61-34- t033B; Anschutz Equus Farms Fed #5-61-34-41488; Anschutz Equus Farms Fed #5-61-34-5649B; and Anschutz Equus Farms Fed #5-61-34- 5764B Wells Certification � , _,,..Date_ � ' Tr,�ct Description Tract Desc Tract Acres Uni - - t Acres Tract e -Allocation ; ( (Tract Acres /;Unit Acres) Acreage Allocation,' = Tract 08/30/2018 1 The E/2NE/4 of Section 33, T5N, R61W, 6th P.M. 80.00 1280.00 6.250000% 08/30/2018 2 The W/2NE/4 of Section 33, T5N, R61W, 6th P.M. 80.00 1280.00 6.250000% 08/30/2018 3 The NW/4 of Section 33, T5N, R61W, 6th P.M. 160.00 1280.00 12.500000% 08/30/2018 4 The SW/4 of Section 33, T5N, R61W, 6th P.M. 160.00 1280.00 12.500000% 08/30/2018 5 The SE/4 of Section 33, T5N, R61W, 6th P.M. 160.00 1280.00 12.500000% 08/30/2018 6 The N/2 of Section 34, T5N, R61W, 6th P.M. 320.00 1280.00 25.000000% 08/30/2018 7 320.00 1280.00 25.000000% The S/2 of Section 34, T5N, R61W, 6th P.M. 100.000000% `fie � :�� ,, �r�� �� r� Lease MI ii Lease Royalty r. I Tract Acreage Non -Rounded Tract NRI. Non -Rounded, Unit NRI, for Owner ... - ROUNDED I Type of Interest UNIT NRI FOR OWNER Allocation Aloc _.. ; LANDOWNER ROYALTY LOR (- ) ,__ - , Mineral Interest ("MI') x -Lease. Royalty x Tract Acreage Allocation R 100.000000% 221500000% 5.62500000% 5.62500000% 5.625000% LOR 7 Weld County 25.000000%. Anschutz Family Investment Company, LLC 3 C 100.000000% 20.000000% I 12.500000% 2.50000000% 2.50000000% ! 2.500000% LOR United States of America 4 D 100.000000% 12.500000% 12_.500000% 1.56250000% 1.56250000% s 1.562500% LOR A Bank of America, NA, Trustee of the Charles S. Jones Irrevocable Memorial Trust 5 E 66.666667% 16.666667% 12.500000% 1.38888892% 1.38888892% 1.388889% LOR Neoga Resources, LLC 2 B 100.000000% 18.750000% 6.250000% 1.17187500% 1.17187500% 1.171875% LOR Emporia Community Foundation, a KS not for profit corporation 5 F 33.333333% 15.000000% 12.500000% 0.62499999% 0.62499999% 0.625000% LOR Mary H. Nachazel, and her successors in trust, as Trustee of the Mary H. Nachazel Trust, dated July 15, 2011, as amended 6 G 12.500000% 18.750000% 25.000000% 0.58593750% 0.58593750% 0.585938% LOR Terrance Monahan 6 H 12.500000% 18.750000%, 25.000000% 0.58593750% 0.58593750% 0.585938% LOR Thomas S. Nachazel 6 I 12.500000% 18.750000% 25.000000% 0.58593750% 0.58593750% 0.585937% LOR Nancy E. Warner 6 J 12.500000% 18.750000% 25.000000% 0.58593750% 0.58593750% 0.585937% LOR Christy K. Brant 6 K 8.333334% 18.750000% 25.000000% 0.39062503% 0.39062503% 0.390625% LOR Susan A. Fenton 6 L 8.333333% 18.750000% 25.000000% 0.39062498% 0.39062498% 0.390625% LOR Ex. A-4 Consolidated : Page 27 of 38 USPS Tracking # 9590 9402 3531 7275 2439 83 United States Department of the Interior BUREAU OF LAND MANAGEMENT Royal Gorge Field Office 3028 East Main Street Canon City, Colorado 81212 719-269-8500 In Reply Refer To: COC79587 3162 (COF020) JL April 25, 2019 Certified Mail No. — Return Receipt Requested 7017 2680 0000 6469 2459 RECEIVED HighPoint Operating Corporation Attn: Bryce Doty, Landman APR 29 2019 555 17th Street, Suite 3700 Denver, CO 80202 HPO n RE: Sixth Principal Meridian, Weld County, Colorado HPO LAND T. 5 N., R. 61 W., sec. 33; sec. 34. The communitized area described, includes portions of Federal oil and gas lease COC74188 and non -Federal lands, aggregate 1280.00 acres. Operator: HighPoint Operating Corporation Wells Committed to CA: API #: Spud Date: Anschutz Coffelt 5-61-34-0801B (fee well) 05-123-47618 1/12/2019 Anschutz Coffelt 5-61-34-0916B (fee well) 05-123-47615 1/12/2019 Anschutz Coffelt 5-61-34-2417B (fee well) 05-123-47617 1/12/2019 Anschutz Coffelt 5-61-34-2532BN (fee well) 05-123-47616 1/13/2019 Anschutz Equus Farms Fed 5-61-34-2532BS (federal well) 05-123-48185 1/16/2019 Anschutz Equus Farms Fed 5-61-34-4033B (federal well) 05-123-48184 1/15/2019 Anschutz Equus Farms Fed 5-61-34-4148B (federal well) 05-123-48187 1/15/2019 Anschutz Equus Farms Fed 5-61-34-5649B (federal well) 05-123-48183 1/14/2019 Anschutz Equus Farms Fed 5-61-34-5764B (federal well) 05-123-48186 1/12/2019 If 'fee" well, the well record will not be entered into the AFMSS database until operator supplies the Colorado Oil & Gas Conservation Commission Form 5 (Drilling Completion Report) to BLM. Upon completion of the fee well, please submit COGCC Form 5A (Completed Interval Report) to BLM to activate the record and allow for production reporting to ONRR. Operator will nob, BLM of any additional wells to be included in this CA. Federal wells require an approved Application for Permit to Drill (APD) and submission of BLM Form 3160-4, Well Completion or Recompletion Report and Log. Lease COC74188 will receive allocated/actual production from CA COC79587 as of the agreement effective date shown below. Dear Mr. Doty: Enclosed is one approved copy of Communitization Agreement (CA) No. COC79587 involving 160.00 acres of land in Federal Lease COC74188 and 1120.00 acres of patented land, comprising a 1280.00 acre spacing unit. This agreement communitizes all rights as to crude oil and associated natural gas producible from the Niobrara Formation, underlying the CA legal description identified above. This agreement is effective November 12, 2018 (CA date). The agreement conforms with the spacing set forth in Order No. 407-2050 which was issued by the State of Colorado Oil & Gas Commission on June 12, 2017. Received with the application was a document certifying the requisite consents of the appropriate interest owners have been obtained. Approval of this agreement does not warrant or certify that the operator thereof and other holders of operating rights hold legal or equitable title to those rights in the subject leases which are committed hereto. Office of Natural Resources Revenue Form MMS-4054, "Oil & Gas Operations Report", must be submitted for this agreement beginning with the month in which drilling operations commence for the well identified above, and any additional wells located in the spacing unit identified above. Form MMS-4054 is to be mailed to the Office of Natural Resources Revenue, Minerals Revenue Management Reporting Services, P.O. Box 25627, Denver, Colorado 80225-0627. ONRR's website: http://www.onrr.gov/FM/default.htm. Please furnish all interested principals with necessary evidence of this approval. If you have any questions, please contact Joan Larson, Land Law Examiner, at jlarson@blm.gov or (719) 269-8540. Sincerely, Keith E. Berger Field Manager Royal Gorge Field Office Enclosure: Communitization Agreement COC79587 cc: ONRR-Lease & Tina Turja-ONRR lannegyl APPROVAL CERTIFICATION - DETERMINATION Pursuant to the authority vested in the Secretary of the Interior under Section 17(j) of the Mineral Leasing Act of 1920, as amended [74 Stat. 784; 30 U.S.C. 226 (j)], and delegated to the Field Manager, Royal Gorge Field Office, Bureau of Land Management, 3028 East Main, Canon City, Colorado 81212, I do hereby: A. Approve the attached communitization agreement covering: Sixth Principal Meridian, Weld County, Colorado T. 5 N., R. 61 W., sec. 33; sec. 34. The communitized area described, includes portions of Federal oil and gas lease COC74188 and non -Federal lands, aggregate 1280.00 acres. as to natural gas and associated liquid hydrocarbons producible from the Niobrara formation. This approval will become invalid should the public interest requirements under section 3105.2-3(c) not be met. B. Determine that the Federal lease or leases as to the lands committed to the attached agreement cannot be independently developed and operated in conformity with the well -spacing program established for the field or area in which said lands are located, and that consummation and approval of the agreement will be in the public interest under section 3105.2-3(c). C. Certify and determine that the drilling, producing, rental, minimum royalty and royalty requirements of the Federal lease or leases committed to said agreement are hereby established, altered, changed, or revoked to conform with the terms and conditions of the agreement. D. "Approval of this agreement does not warrant or certify that the operator thereof and other holders of operating rights hold legal or equitable title to those rights in the subject lease which are committed hereto". Reviewed: William Maxim Tambekou, etroleum Engineer Approved: April 25, 2019 Effective: November 12, 2018 Comm. Agrmt: COC79587 Keith E. Berger Field Manager Royal Gorge Field Office Bureau of Land Management Date: V.2 5/2olq COMMUNITIZATION AGREEMENT CONTRACT NO. C 0 C 7 9 5 8 7 THIS AGREEMENT, entered into as of the date shown in Section 10 hereof by and between the parties subscribing, ratifying, or consenting hereto, such parties being hereinafter referred to as "parties hereto." WITNESSETH: WHEREAS, the Act of February 25, 1920 (41 Stat. 437), as amended and supplemented, authorizes communitization of drilling agreements communitizing or pooling a Federal oil and gas lease, or any portion thereof, with other lands, whether or not owned by the United States, when separate tracts under such Federal lease cannot be independently developed and operated in conformity with an established well -spacing program for the field or area and such communitization or pooling is determined to be in the public interest; and WHEREAS, the parties hereto own working, royalty, patented or fee or leasehold interests, or operating rights under oil and gas leases and lands subject to this agreement which cannot be independently developed and operated in conformity with the well -spacing program established for the field or area in which said lands are located; and WHEREAS, the parties hereto desire to communitize and pool their respective mineral interest in lands subject to this agreement for the purpose of developing and producing communitized substances in accordance with the terms and conditions of this agreement: NOW, THEREFORE, in consideration of the premises and the mutual advantages to the parties hereto, it is mutually covenanted and agreed by and between the parties hereto as follows: 1. The lands covered by this agreement (hereinafter referred to as "communitized area") are described as follows: Township 5 North, Range 61 West, 6th P.M. Section 33: ALL Section 34: ALL Containing 1280.00 acres, and this agreement shall include only the Niobrara formation underlying said lands and the crude oil and associated natural gas, hereinafter referred to as "communitized substances," producible from such formations. Page 1of15 RECEIVED APR 15 2019 Royal Gorge Field Office CDC 7958:7 2. Attached hereto is a plat designated as Exhibit "A" showing the communitized area. Also attached hereto is Exhibit "B," identifying the acreage, percentage and ownership of oil and gas interests in all lands within the communitized area, and the authorization, if any, for communitizing or pooling any patented or fee lands within the communitized area. 3. All matters of operation shall be governed by the operator under and pursuant to the terms and provisions of this agreement. A successor operator may be designated by the owners of the working interest in the communitized area, and four executed copies of a designation of successor operator shall be filed with the Authorized Officer. 4. Operator shall furnish the Secretary of the Interior, or their authorized representative, with a log and history of any well drilled on the communitized area, monthly reports of operations, statements of oil and gas sales and royalties and such other reports as are deemed necessary to compute monthly the royalty due the United States, as specified in the applicable oil and gas regulations. 5. The communitized area shall be developed and operated as an entirety, with the understanding and agreement between the parties hereto that all communitized substances produced therefrom shall be allocated among the leaseholds comprising said area in the proportion that the acreage interest of each leasehold bears to the entire acreage interest committed to this agreement. All proceeds, 8/8ths, attributed to unleased Federal, State or fee land included within the CA area are to be placed in an interest earning escrow or trust account by the designated operator until the land is leased or ownership is established. 6. The royalties payable on communitized substances allocated to the individual leases comprising the communitized area and the rentals provided for in said leases shall be determined and paid on the basis prescribed in each of the individual leases. Payments of rentals under the terms of leases subject to this agreement shall not be affected by this agreement except as provided for under the terms and provisions of said leases or as may herein be otherwise provided. Except as herein modified and changed, the oil and gas leases subject to this agreement shall remain in full force and effect as originally made and issued. It is agreed that for any federal lease bearing a sliding- or step -scale rate of royalty, such rate shall be determined separately as to production from each communitization agreement to which such lease may be committed, and separately as to production from each communitization agreement to which such lease may be committed, and separately as to any noncommunitized lease production, provided, however, as to leases where the rate of royalty for gas is based on total lease production per day, such rate shall be determined by the sum of all communitized production allocated to such a lease plus any noncommunitized lease production. Page 2 of 15 RECEIVED APR 1 5 2019 Royal Gorge Field Office C 0 C 79 587 7. There shall be no obligation on the lessees to offset any well or well completed in the same formation as covered by this agreement on separate component tracts into which the communitized area is now or may hereafter be divided, nor shall any lessee be required to measure separately communitized substances by reason of the diverse ownership thereof, but the lessees hereto shall not be released from their obligation to protect said communitized area from drainage of communitized substances by a well or wells which may be drilled offsetting said area. 8. The commencement, completion, continued operation, or production of a well or wells for communitized substances on the communitized area shall be construed and considered as the commencement, completion, continued operation, or production on each and all of the lands within and comprising said communitized area, and operations or production pursuant to this agreement shall be deemed to be operations or production as to each lease committed hereto. 9. Production of communitized substances and disposal thereof shall be in conformity with allocation, allotments, and quotas made or fixed by any duly authorized person or regulatory body under applicable Federal or State statutes. This agreement shall be subject to all applicable Federal and State laws or executive orders, rules and regulations, and no party hereto shall suffer a forfeiture or be liable in damages for failure to comply with any of the provisions of this agreement if such compliance is prevented by, or if such failure results from, compliance with any such laws, orders, rules or regulations. 10. The date of this agreement is November 12, 2018, and it shall become effective as of the date or from the onset of production of communitized substances, whichever is earlier upon execution by the necessary parties, notwithstanding the date of execution, and upon approval by the Secretary of the Interior or by his duly authorized representative, and shall remain in force and effect for a period of 2 years and for as long as communitized substances are, or can be, produced from the communitized area in paying quantities: Provided, that prior to production in paying quantities from the communitized area and upon fulfillment of all requirements of the Secretary of the Interior, or his duly authorized representative, with respect to any dry hole or abandoned well, this agreement may be terminated at any time by mutual agreement of the patties hereto. This agreement shall not terminate upon cessation of production if, within 60 days thereafter, reworking or drilling operations on the communitized area are commenced and are thereafter conducted with reasonable diligence during the period of nonproduction. The 2 -year term of this agreement will not in itself serve to extend the term of any Federal lease which would otherwise expire during said period. 11. The covenants herein shall be construed to be covenants running with the land with respect to the communitized interests of the parties hereto and their successors in interests until this agreement terminates and any grant, transfer, or conveyance of any such land or interest subject hereto, whether voluntary or not, shall be and hereby is conditioned upon the assumption of all obligations hereunder by the grantee, Page 3 of 15 RECEIVED APR 1 5 2019 Royal Gorge Field Office COC .79587 transferee, or other successor in interest, and as to Federal land shall be subject to approval by the Secretary of the Interior, or his duly authorized representative. 12. It is agreed between the parties hereto that the Secretary of the Interior, or his duly authorized representative, shall have the right of supervision over all fee and State mineral operations within the communitized area to the extent necessary to monitor production and measurement, and assure that no avoidable loss of hydrocarbons occurs in which the United States has an interest pursuant to applicable oil and gas regulations of the Department of the Interior relating to such production and measurement. 13. This agreement shall be binding upon the parties hereto and shall extend to and be binding upon their respective heirs, executors, administrators, successors, and assigns. 14. This agreement may be executed in any number of counterparts, no one of which needs to be executed by all parties, or may be ratified or consent to by separate instrument, in writing, specifically referring hereto, and shall be binding upon all parties who have executed such a counterpart, ratification or consent hereto with the same force and effect as if all parties had signed the same document. 15. Nondiscrimination: In connection with the performance of work under this agreement, the operator agrees to comply with all of the provisions of Section 202(1) to (7) inclusive, of Executive Order 11246 (30 F.R. 12319), as amended, which are hereby incorporated by reference in this agreement. IN WITNESS WHEREOF, the parties hereto have executed this agreement as of the day and year first above written and have set opposite their respective names the date of execution. Page 4of15 RECEIVED APR 152019 Royal Gorge Field Office C 0 C 79587 SIGNATURE PAGE Attached to Communitization Agreement dated November 12, 2018, covering T5N, R61W, Sec. 33: ALL, Sec. 34: ALL, containing 1280.00 Acres More or Less in Weld County, Colorado, as to the top of the Niobrara to the base of the Niobrara IN WITNESS WHEREOF, the parties hereto have executed this agreement as of the day and year first above written and have set opposite their respective names the date of execution. Operator and Working Interest Owner HighPoint Operating Corporation By: Gabnel Fin Land Manager --Opera STATE OF COLORADO ) CITY AND ) § COUNTY OF DENVER ) Date: II-fto-2o/1B On the I day of N NerY1t XY , 2018, before me, a Notary Public in and for said State and County, personally appeared Gabriel Findlay, known to me to be the Land Manager --Operations of HighPoint Operating Corporation, a Delaware Corporation, the corporation that executed the above instrument or the person who executed the instrument on behalf of said corporation and acknowledged to me that such corporation executed the same. 8ranne Ashley McAndrew NOTARY PUBLIC STATE OF COLORADO NOTARY ID 20164043610 MY COMMISSION EXPIRES NO dE ER 8, 2022 Page 5of15 Notary Public RECEIVED APR 152019 Royal Gorge Field Office C0C 79587 SIGNATURE PAGE Attached to Communitization Agreement dated November 12, 2018, covering T5N, R61W, Sec. 33: ALL, Sec. 34: ALL, containing 1280.00 Acres More or Less in Weld County, Colorado, as to the top of the Niobrara to the base of the Niobrara. IN WITNESS WHEREOF, the parties hereto have executed this agreement as of the day and year first above written and have set opposite their respective names the date of execution. Working Interest Owner Anschutz Exploration Corporation By: Title: LAvprelq,,i STATE OF COLORADO ) CITY AND ) § COUNTY OF DENVER ) Date: 7/11 On this IAA day of 94.1111V , 201q , before me, a Notary Public in and for said State and County, personally appeared 'r (Lc . JLILukj>A , known to me to be the 1A) 1J1LU/1 of Anschutz Exploration Corporation, the company that executed the above instrument or the person who executed the instrument on behalf of said company and acknowledged to me that such company executed the same. ALEXANDRA KAY IVES Notary Public State of Colorado Notary ID N 20144023239 My Commission Ex • ires 06.29-2022 Page 6 of 15 Notary Public RECEIVED APR 152019 Royal Gorge Field Office COC 79.587 EXHIBIT "A" Nat of Communitized Area Covering; Township 5 North, Range 61 West, 6th P.M. Section 33: ALL Section 34: ALL 1280.00 Acres more or less Weld County, CO 28 5N/61 W Z Tract 3 Tract 2 Tract 1 Tract 6 34 Tract 4 -33 Tract 5 Tract 7 3.55 L4 43.48 I L3 43.18 I L2 I L1 I 42.9 I 42.6 L4 I 42.19 I 13 42.26 ( 1.2 I 42.32 l I Li 42.4 C4 L3 4 42.81 Page 7 of 15 RECEIVED APR 152019 Royal Gorge Field Office COG 79587 EXHIBIT "B" Township 5 North, Range 61 West, 6"' P.M. Section 33: ALL Section 34: ALL 1280.00 Acres more or less Operator of Communitized Area: HighPoint Operating Corporation DESCRIPTION OF LEASES COMMITTED LEASE 1: Tract No. Description of Land Committed: Lessor: Lessee: Lease Date: Recorded: Name and Percent WI Owners: LEASE 2: Tract No. Description of Land Committed: Lessor: Lessee: Lease Date: Recorded: Name and Percent WI Owners: 1 Insofar and only insofar as lease covers: Township 5 North, Range 61 West, 6th P.M. Section 33: E/2NE/4 Harold R. Lipke, Jr., as Successor Trustee of the 2004 Harold R. Lipke, Sr. Revocable Trust LoneTree Energy & Associates, LLC February 25, 2010 Reception No. 4299053 HighPoint Operating Corporation. — 80.00% Anschutz Exploration Corporation — 20.00% 2 Insofar and only insofar as lease covers: Township 5 North, Range 61 West, 6th P.M. Section 33: W/2NE/4 Duncan M. O'Brien, a single man LoneTree Energy & Associates, LLC October 27, 2009 Reception No. 3659448 HighPoint Operating Corporation. — 80.00% Anschutz Exploration Corporation — 20.00% Page 8 of 15 RECEIVED APR 1 5 2019 Royal Gorge Field Office C 0 C 79 587 LEASE 3: Tract No. Description of Land Committed: Lessor: Lessee: Lease Date: Recorded: Name and Percent WI Owners: LEASE 4: Tract No. Lease Serial No.: Description of Land Committed: Number of Acres: Lessor: Lessee of Record: Lease Date: Recorded: Name and Percent WI Owners: LEASE 5: Tract No. Description of Land Committed: Lessor: Lessee: Lease Date: Recorded: Name and Percent WI Owners: 3 Insofar and only insofar as lease covers: Township 5 North, Range 61 West, 6th P.M. Section 33: NW/4 Equus Farms, Inc. Anschutz Exploration Corporation March 28, 2011 Reception No. 3763209 HighPoint Operating Corporation. — 80.00% Anschutz Exploration Corporation — 20.00% 4 COC-074188 Insofar and only insofar as lease covers: Township 5 North, Range 61 West, 6th P.M. Section 33: SW/4 160.00 United States Department of the Interior, Bureau of Land Management HighPoint Operating Corporation Effective April 1, 2010 Reception No. 3771116 HighPoint Operating Corporation. — 80.00% Anschutz Exploration Corporation — 20.00% 5 Insofar and only insofar as lease covers: Township 5 North, Range 61 West, 6th P.M. Section 33: SE/4 Bank of America, N.A., Trustee of the Charles S. Jones Irrevocable Memorial Trust LoneTree Energy & Associates, LLC November 17, 2009 Reception No. 3662718 HighPoint Operating Corporation. — 80.00% Anschutz Exploration Corporation — 20.00% Page 9 of 15 RECEIVED APR 1 5 2019 Royal Gorge Field Office c 79 5.87 LEASE 6: Tract No. Description of Land Committed: Lessor: Lessee: Lease Date: Recorded: Name and Percent WI Owners: LEASE 7: Tract No. Description of Land Committed: Lessor: Lessee: Lease Date: Recorded: Name and Percent WI Owners: LEASE 8: Tract No. Description of Land Committed: Lessor: Lessee: Lease Date: Recorded: Name and Percent WI Owners: 5 Insofar and only insofar as lease covers: Township 5 North, Range 61 West, 6th P.M. Section 33: SE/4 Emporia Community Foundation, by Ken Calhoun, Secretary LoneTree Energy & Associates, LLC September 16, 2009 Reception No. 3653191 HighPoint Operating Corporation. — 80.00% Anschutz Exploration Corporation — 20.00% 6 Insofar and only insofar as lease covers: Township 5 North, Range 61 West, 6th P.M. Section 34: N/2 James Michael Nachazel, a married man dealing in his sole and separate property Bill Barrett Corporation June 7, 2016 Reception No. 4231032 HighPoint Operating Corporation. —100.00% 6 Insofar and only insofar as lease covers: Township 5 North, Range 61 West, 6th P.M. Section 34: N/2 Terrance Monahan, also known as Terrance D. Monahan Bill Barrett Corporation June 7, 2016, effective as of August 18, 2016 Reception No. 4232382 HighPoint Operating Corporation. —100.00% Page 10 of 15 RECEIVED APR 152019 Royal Gorge Field Office .CDC 79 5.8.7 LEASE 9: Tract No. Description of Land Committed: Lessor: Lessee: Lease Date: Recorded: Name and Percent WI Owners: LEASE 10: Tract No. Description of Land Committed: Lessor: Lessee: Lease Date: Recorded: Name and Percent WI Owners: LEASE 11: Tract No. Description of Land Committed: Lessor: Lessee: Lease Date: Recorded: Name and Percent WI Owners: 6 Insofar and only insofar as lease covers: Township 5 North, Range 61 West, 6th P.M. Section 34: N/2 Tom Nachazel, a married man dealing in his sole and separate property Bill Barrett Corporation June 7, 2016, effective as of August 18, 2016 Reception No. 4231033 HighPoint Operating Corporation. —100.00% 6 Insofar and only insofar as lease covers: Township 5 North, Range 61 West, 6th P.M. Section 34: N/2 Nancy Warner, a married woman dealing in her sole and separate property Bill Barrett Corporation June 7, 2016, effective as of August 18, 2016 Reception No. 4241389 HighPoint Operating Corporation. —100.00% 6 Insofar and only insofar as lease covers: Township 5 North, Range 61 West, 6th P.M. Section 34: N/2 Christy K. Brant, a married woman dealing in her sole and separate property Bill Barrett Corporation June 7, 2016, effective as of August 18, 2016 Reception No. 4234816 HighPoint Operating Corporation. —100.00% RECEIVED APR 152019 Page 11 of 15 Royal Gorge Field Office CDC 79587 LEASE 12: Tract No. Description of Land Committed: Lessor: Lessee: Lease Date: Recorded: Name and Percent WI Owners: LEASE 13: Tract No. Description of Land Committed: Lessor: Lessee: Lease Date: Recorded: Name and Percent WI Owners: LEASE 12: Tract No. Description of Land Committed: Lessor: Lessee: Lease Date: Recorded: Name and Percent WI Owners: 6 Insofar and only insofar as lease covers: Township 5 North, Range 61 West, 6th P.M. Section 34: N/2 Susan A. Fenton, a married woman dealing in her sole and separate property Bill Barrett Corporation June 7, 2016 Reception No. 4242805 HighPoint Operating Corporation. —100.00% 6 Insofar and only insofar as lease covers: Township 5 North, Range 61 West, 6th P.M. Section 34: N/2 Vincent J. Vranesic, a married man dealing in his sole and separate property Bill Barrett Corporation June 7, 2016, effective as of August 18, 2016 Reception No. 4246670 HighPoint Operating Corporation. — 80.00% Anschutz Exploration Corporation — 20.00% 6 Insofar and only insofar as lease covers: Township 5 North, Range 61 West, 6th P.M. Section 34: N/2 Stephen P. Ogrodowski, a married man dealing in his sole and separate property Bill Barrett Corporation June 7, 2016, effective as of August 18, 2016 Reception No. 4231034 HighPoint Operating Corporation. —100.00% Page 12 of 15 RECEIVED APR 152019 Royal Gorge Field Office C0C 79 587 LEASE 13: Tract No. Description of Land Committed: Lessor: Lessee: Lease Date: Recorded: Name and Percent WI Owners: LEASE 14: Tract No. Description of Land Committed: Lessor: Lessee: Lease Date: Recorded: Name and Percent WI Owners: LEASE 15: Tract No. Description of Land Committed: Lessor: Lessee: Lease Date: Recorded: Name and Percent WI Owners: 6 Insofar and only insofar as lease covers: Township 5 North, Range 61 West, 6th P.M. Section 34: N/2 Frances L. Partsch, a married woman dealing in her sole and separate property Bill Barrett Corporation June 7, 2016, effective as of August 18, 2016 Reception No. 4231035 HighPoint Operating Corporation. —100.00% 6 Insofar and only insofar as lease covers: Township 5 North, Range 61 West, 6th P.M. Section 34: N/2 Victoria K. Hett, a married woman dealing in her sole and separate property Bill Barrett Corporation June 7, 2016, effective as of August 18, 2016 Reception No. 4233103 HighPoint Operating Corporation. —100.00% 6 Insofar and only insofar as lease covers: Township 5 North, Range 61 West, 6th P.M. Section 34: N/2 Patricia L. Poole, a married woman dealing in her sole and separate property Bill Barrett Corporation June 7, 2016, effective as of August 18, 2016 Reception No. 4234817 HighPoint Operating Corporation. —100.00% Page 13 of 15 RECEIVED APR 1 5 2019 Royal Gorge Field Office coc 7 9 5 6 7 • Tract No. Description of Land Committed: Lessor: Lessee: Lease Date: Recorded: Name and Percent WI Owners: 7 Insofar and only insofar as lease covers: Township 5 North, Range 61 West, 6th P.M. Section 34: S/2 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 Bonanza Creek Energy Operating Co. LLC May 1, 2017 Reception No. 4299053 HighPoint Operating Corporation. — 100.00% Page 14 of 15 RECEIVED APB 1 5 2019 Royal Gorge Field Office C0C 79 587 RECAPITULATION Tract No. No. of Acres Committed Percentage of Interest in Communitized Area Tract 1 HighPoint Operating Corporation 80.00 6.25% Anschutz Exploration Corporation Tract 2 HighPoint Operating Corporation 80.00 6.25% Anschutz Exploration Corporation Tract 3 HighPoint Operating Corporation 160.00 12.50% Anschutz Exploration Corporation Tract 4 HighPoint Operating Corporation 160.00 12.50% Anschutz Exploration Corporation Tract 5 HighPoint Operating Corporation Anschutz Exploration Corporation Tract 6 HighPoint Operating Corporation Anschutz Exploration Corporation Tract 7 HighPoint Operating Corporation 160.00 12.50% 320.00 320.00 25.00% 25.00% 1,280.00 100.00% Page 15 of 15 RECEIVED APR 1 5 2019 Royal Gorge Field Office Tract 3 Tract 4 Tract 2 L4 I L3 I L2 I Li 43.48 I 43.18 j 42.9 I 42.6 4N161W Plat of Communitized Area 11/12/2018 DJB_PSU_Spacing_CO6_5N61W33_34_20170518.mxd - By: SBP Tract 1 Tract 6 L4 I L3 I L2 42.19 I 42.26 I 42.32 L4 42.81 Spacing Unit Area: 1,280 Acres more or less T5N-R61W, Section 33: ALL �'Li Drilling & Spacing Unit T5N-R61W, Section 34: ALL COUNTY ATTORNEY STAFF APPROVAL This is to affirm the attached Division Order and authorization to receive payment for an oil and gas well has been reviewed by the County Attorney's staff as to form and legal description. Well Name(s): AZ Coffelt 5-61-34-0801B AZ Coffelt 5-61-34-0916B AZ Coffelt 5-61-34-2417B AZ Coffelt 5-61-34-2532BN File Location(s): LE0218 BY: Bruce Barker - County Attorney DATE: / /2:— 7(Z Cam' NOTES: 320 mineral acres/ 1280 acres spacing unit * 22.5% = 0.05625000 MATCH Hello