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HomeMy WebLinkAbout20163938.tiff4214743 06/28/2016 08:09 AM Total Pages: 118 Rec Fee: $596.00 Carly Koppes - Clerk and Recorder, Weld County, CO ASSIGNMENT, BILL OF SALE AND CONVEYANCE Weld County, Colorado KNOW ALL MEN BY THESE PRESENTS: NOBLE ENERGY, INC., a Delaware corporation, NBL ENERGY ROYALTIES, INC., a Delaware corporation, and NOBLE ENERGY WYCO, LLC, a Delaware limited liability company, each of such entity's address being 1001 Noble Energy Way, Houston, Texas 77070 (collectively, "Assignor"), for and in consideration of the sum of Ten Dollars ($10.00) and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, do hereby GRANT, DEED, SELL, ASSIGN, TRANSFER, AND CONVEY, subject to the terms of the "Agreement", as defined below, and the exceptions and reservations and the terms and provisions herein contained, to SYNERGY RESOURCES CORPORATION, a Colorado corporation, whose address is 1625 Broadway, Suite 300, Denver, CO 80202 ("Assignee"), the entirety of Assignor's right, title and interest, including all rights, estates, powers and privileges appurtenant thereto in and to the following described assets and interests (collectively, the "First Closing Assets"): (a) all Hydrocarbon leases listed on Exhibit A-1 (the "Acquired Leases"); the lands covered by the Acquired Leases and all corresponding interest in all of the property and rights incident thereto (the "Leased Lands"); the overriding royalty interests relating to the First Closing Assets as described on Exhibit A-8 or derived under those certain Material First Closing Assets Contracts described on Exhibit A-9; and the production of Hydrocarbons in, on, or under the Leased Lands (collectively, the "Acquired Interests"); in each of the foregoing save and except the wellbores of the Second Closing Wells, any Hydrocarbons produced from the Lands through such wellbores, and any Royalties included in the Excluded Assets under Section (n) of the definition of "Excluded Assets" below; (b) all existing and effective unitization, pooling, and communitization agreements, declarations, and orders covering any of the Leased Lands (the Leased Lands, together with all other lands pooled or unitized under such agreements, declarations, and orders to the extent located within the Project Area, are referred to as the "Lands"); (c) the Hydrocarbon wells set forth on Exhibit A-2, and all water wells, disposal wells, injection wells, abandoned wells and any other wells located on the Lands, whether producing or non -producing, but save and except the wellbores of the Second Closing Wells, (the "First Closing Wells") and any associated lateral pipelines listed on Exhibit A-2 to the extent, and only to the extent, necessary to own, operate and produce Hydrocarbons from the First Closing Wells (together with the First Closing Wells, the "First Closing Properties"); (d) all Hydrocarbons (or the proceeds from the sale of Hydrocarbons for which no adjustment is made to the First Closing Base Purchase Price under Section 3.2 of the Agreement) in, on, or under, or that may be produced from the Lands through the wellbores of the First Closing Wells on or after the Effective Time, all Hydrocarbon aolka - 3c13S #5229798.3 L'E OO Hello