HomeMy WebLinkAbout20154123.tiff LE0194
This is not a traditional lease issued by Weld County . It was brought about by a
request from Extraction Oil and Gas , Inc . , for a Division Order dated 10/ 1 /2020 with the
property name WS Magnolia 03 -03 -05 .
Upon review , the original lease was dated 7/7/2010 , between the Greeley Board of
Realtors , Inc . , a Colorado Non - Profit Corporation , and Land Energy , Inc . , for . 20 acres ,
for a five year term , at Reception No . 3728384
12/28/2010 the lease was assigned from Land Energy , Inc . to HRM Resources , LLC ,
at Reception No . 3742516
6/ 1 /2011 the lease was assigned from HRM Resources , LLC to DJ Basin Partners ,
LLC at Reception No . 3798309
4/ 1 /2013 the lease was assigned from DJ Basin Partners , LLC to Niobrara
Development Partners , LLC at Reception No . 3927390
9/4/2013 at 7 : 00 a . m . the lease was assigned from Niobrara Development Partners ,
LLC to ActOil Colorado , LLC at Reception No . 3961055
9/4/2013 at 7 : 00 a . m . the lease was assigned from ActOil Colorado , LLC to Grizzly
Petroleum Company , LLC at Reception No . 3961199
1 / 15/2014 the lease was assigned from Grizzly Petroleum Company , LLC to Extraction
Oil & Gas , LLC at Reception No . 4124574
1 /4/2015 the lease was Deeded to Weld County from the Greeley Board of Realtors ,
Inc . , a Colorado Non - Profit Corporation at Reception No . 4130826
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Total Pages: 1 Rec Fee : $ 11 . 00 Doc Fee : $25 . 00
Carly Koppes - Clerk and Recorder , Weld County , CO
SPECIAL WARRANTY DEED
DOC FEE: $25.00
THIS DEED, made this 4th day of August, 2015
between Greeley Board of Realtors, Inc., a Colorado non-profit corporation, of the County of Weld and State of
Colorado, grantor(s), and Board of County Commissioners Weld County, Colorado whose legal address is 1150
O Street, Greeley CO 8063i of the County of Weld and State of Colorado, grantee(s):
WITNESS, that the grantor(s), for and in consideration of the sum of TWO HUNDRED FIFTY THOUSAND
AND 00/100 DOLLARS (5250,000.00), the receipt and sufficiency of which is hereby acknowledged, has granted,
bargained, sold and conveyed, and by these presents does grant, bargain, sell, convey and confirm, unto the
grantee(s), his/her heirs, and assigns forever, Tenant in Severalty, all the real property, together with improvements,
if any, situate, lying and being in the County ofWeld and State of Colorado, described as follows:
The East Thirty feet (E30') of Lot Eleven (11 ), and the West Fifteen feet (W15') of Lot Twelve ( 12), in Block
Seventy-seven (77), in the City of Greeley, County of Weld, State of Colorado.
also known by street and number as: 819 11th Street, Greeley, CO 80631
TOGETHER with all and singular the hereditaments and appurtenances thereunto belonging, or in anywise
appertaining, and the reversion and reversions, remainder and remainders, rents, issues and profits thereof, and all the
estate, right, title, interest, claim and demand whatsoever of the grantor(s), either in law or equity, of in and to the
above bargained premises, with the hereditaments and appurtenances.
TO HAVE AND TO HOLD the said premises above bargained and described, with the appurtenances, unto the
grantee(s), his/her heirs, and assigns forever. The grantor(s), for himself/herself, his/her heirs, and personal
representatives or successors, does covenant and agree that THEY shall and will WARRANT AND FOREVER
DEFEND the above-bargained premises in the quiet and peaceable possession of the grantee(s), his/her heirs, and
assigns, against all and every person or persons claiming the whole or any part thereof, by, through or under the
grantor(s).
IN WITNESS WHEREOF, the grantor(s) has executed this deed on the date set forth above.
Greeley Boar of R . Itors, Inc., a Colo . : . on-profit corporation
By: A
Neal Jandre u, air
STATE OF COLORADO ,
) ss.
COUNTY OF Weld }
The foregoing instrument was acknowledged before me this August 4, 2015 , byNeal Jandreau as Chair for
Greeley Board of Reaitotf a Colorado non-profit corporation.
70
My Commission , 'xpire ( • •13 '} Wim s y hand and official seal.
t . PuBUCioace
cif;,'
off: coo-, = Notary Public
M ,mint Qion Expaes
SPECIAL WARRANTY DEED File 8737U7C
4124574 07/ 14/2015 04 : 14 PM
Total Pages : 21 Rec Fee : $ 111 . 00
Carly Koppes - Clerk and Recorder , Weld County , CO
ASSIGNMENT OF OIL AND GAS LEASES
THIS ASSIGNMENT OF OIL AND GAS LEASES (this "Assignment") , is made and delivered on this
29th day of June , 2015 and for all intents and purposes is made effective as of January 15 , 2014 (the
"Effective Date") , by and from Grizzly Petroleum Company , LLC , a Colorado limited liability company
("Assignor") , whose address is 1801 Broadway, Suite 500 , Denver , Colorado 80202 , and Extraction
Oil & Gas , LLC ("Assignee") , whose address is 1888 Sherman Street, Suite 200 , Denver, Colorado
80203 .
For the consideration provided in that certain Agreement between Assignor and Assignee ,
dated June 29 , 2015 (the "Agreement) , including , without limitation , the allocations , assumptions ,
undertakings , indemnities , and obligations made therein , and other good and valuable consideration ,
the receipt and sufficiency of which is hereby acknowledged , Assignor hereby SELLS , CONVEYS ,
ASSIGNS , TRANSFERS , AND DELIVERS unto Assignee all of Assignor' s right, title , and interest in
and to the following properties (collectively, such interests in items (a ) though (j ), hereinafter referred
to as the "Properties") :
(a ) Leases . The oil , gas and mineral leases , as described in Exhibit A attached hereto
and made a part hereof, including Assignor's operating rights , working interests , and net revenue
interests in said leases, whether producing or non-producing (the "Leases") ;
(b ) Pooling and Unitization Agreements . All presently existing unitization , pooling and/or
communitization agreements, declarations or designations and statutorily, judicially or administratively
created drilling , spacing and/or production units , whether recorded or unrecorded , insofar as the same
are attributable or allocated to the Leases, and all of the Properties covered or units created thereby
insofar as the Leases are committed thereto and/or governed thereby;
(c) Contracts . All presently existing and valid Material Contracts and any other contracts ,
agreements , and instruments insofar as the agreements mentioned in this item (c) cover or are
attributable to or relate to the Leases, or any interests pooled or unitized therewith . " Material
Contracts" mean those contracts which have a material economic impact on the ownership or
operation of the Properties;
(d ) Permits. All environmental and other governmental (whether federal , state , tribal or
local ) permits , licenses , orders , or authorizations , franchises and related instruments or rights relating
to the ownership , operation or use of the interests, wells , equipment, Hydrocarbons , and Easements
(collectively, the Permits") ;
(e ) Hydrocarbons . The oil , gas, and other hydrocarbons (including natural gas,
casinghead gas, drip gasoline , natural gasoline , natural gas liquids, condensate , crude oil , and other
hydrocarbons , whether gaseous or liquid) produced or severed on or after the Effective Date from , and
which are attributable to , the Leases (the " Hydrocarbons") ;
(f) Easements . All easements , permits, licenses , servitudes, rights of way, surface use
agreements , and all other rights and appurtenances situated on or used in connection with the Leases
("Easements") ; and
(g ) Records. Originals of all lease records , well records , and division order records ; well
files , title records (including abstracts of title , title opinions and memoranda , and title curative
documents related to the Leases) to the extent any of same are in the possession of Assignor,
1
,•DE - O4I : InOO(Xi7? - S92 l9vE
EXHIBIT "A"
Attached to and made a part of that Assignment dated Jane 29, 2015 from Gtr+ Petroleum Company, LLC to Extraction Oil Gass, Ilk
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SHARP ENERGY TOWNSHIP S NORTH, RANGE 65 WEST, 613.1 P.M. SEC. S: OR 235 E4OFT S2 LOT 4 E40FT LOTS
RESOURCES LLC 'GRIZZLY PETROLEUM COMPANY LLC 0849/13 . 8/29/2016 Weld 11/�0S/13 1 3975772 '5-6 AND W25FT LOT 7 AND W25FT S9OFT LOT 8 SIX 128
SHARP ENERGY '
:S RESOURCES LLC _ GR ZZLY PETROLEUM COMPANY 1.1.C_ 08/29/13 8/29/2016 Weld 11/20/'13 1 3979125 TOWNSHIP 5 NORTH, RANGE 65 WEST, 6TH P.M. SEC. 5: OR 293 LW SWr4 BLK 131
SHARP ENERGY I TOWNSHIP 5 NORTH, RANGE 65 WEST, 6TH P.M. SEC. 5: OR 267 83.33' OF W100' NW4
RESOURCES LLC IURIZZLY PETRQLL'UM COMPANY LLC ' 08/'29/13 8/29/2016 Wad 2'12113 3983761 BLK 132
SHARP ENERGY •
RESOURCES, LLC `GRIZZLY PETROLEUM COMPANY LLC ? 424129113 8/29/2016 Weld 01/07/14 3988545 `TOWNSHIP 5 NORTH, RANGE 65 WEST, 6TH P.M. SEC 5: OR 242 N904 E1(0' 19 BIKINI
TOWNSHIP S NORTH, RANGE 65 WEST, 6TH P.M. SEC. 3 & 8: ALL THAT PART OF LOTS 9, 10,
IAND 11 , BLOCK 79, IN THE CITY OF GREELEY, LYING WEST AND SOUTH OF THE RIGHT OF
! WAY OF THE COLORADO AND SOUTHERN RAILWAY COMPANY, COUNTY OF WELD,
' STATE OF COLORADO THAT PART OF LOT 8, BLOCK 79, LN THE CITY OF GREELEY,
; BEGINNING AT A POINT 127. 56 FEET SOUTH OF THE NW CORNER THEREOF. FROM SAID
I I POINT, THENCE SOUTH 63.46 FEET TO THE SW CORNER OF SAID LOT 8; THENCE EAST AT
RIGHT ANGLES WITH THE O► LINE OF SAID LOT 8, 26.2 FEET TO A POINT, THENCE IN A
LAND ENERGY. INC. !GRIZZLY PETROLEUM COMPANY LLC _ 08/25/10 8/25/2015 Weld 09/15110 . 3718796_NORTHWESTERLY DIRECTION TO POB
TOWNSHIP 5 NORTH. RANGE 65 WEST, 6TH P M. SEC. 5 & 8: LOT 9, 10, II , 12 AND 13. BLACK
. LAND ENERGY. INC. GRI7.71 Y PETROLEUM COMPANY LLC 08/27/ 10 89_27/201S 1 Weld 1 09/15/10 3718800 80. CITY OF GREELEY
4 -I
TOWNSHIP $ NORTH, RANGE 65 WEST, 6TH P.M. SEC. 5. THE EAST 40 FEET OF THE SOUTH
I I 112 OF LOT a; THE FAST 40 FEET OF LOTS 5 AND 6- THE WEST 25 FEET OF LOT 7. ANT) THE
. WEST 25 FEET OF THE SOUTH 90 FP OF LOT 8, BLOCK 128, THE CITY OF GREELEY, SEC. 5
,LAND ENERGY, INC (ORIZ?.LY PETROLEUM COMPANY LW • 0813Q'' 10 * 8/3012015 09;15/ 10 3718797 :AND 8: PARCEL NO.2: LOT 14, BLOCK *kart_ OF GREY . - 0)
(CI r\-)
' ! {TOWNSHIP 5 NORTH. RANGE 65 WEST, 6TH P.M. SEC. 5: THEN 70 FT OF THEW SO ET OF
THE SW OF BLK 131, IN THE CITY OF GREELEY, ACCORDING TO THE RECORDED MAP OR .a y
PLAT THEREOF, COUNTY OF WELD, STATE OF COLORADO. SEC. 5 AND 8: THE W 50 FT OF . O a
D I THE .SW OF BLK 131 , EXCEPT THEN 70 Fs T THEREOF, IN THE CCTV OF GRE11 EY, --4,LAND ENERGY, INC. GRIZZLY PETR,OI.EUM COMPANY LLC 48/27110 I 8/27/20IS Weld ! 02/01/13 i 372S954 ACCORDING TO THE RECORDED MAP OR PLAT THEREOF _ " 0
TOWNSHIP 5 NORTH, RANGE 6S WEST, 6TH P M SEC 8. LOT 14. PEEPS SUBDIVISION OF a
LAND ENERGY, INC. GRIZZLY PETROLEUM COMPANY LLC 08/23110 S/2312015 Weld ' 10/21/10 3725900 BLK 135, IN THE CITY OF ORE:ELEY SEC. 5. LOTS 6 AND 7 BLK 60, CITY OF GREELEY
TOWNSHIPS NORTH, RANGE 65 WEST. 6TH P M SEC. S AND 8: THE E 30 FT OF LOT 11, AND f 0
LAND ENERGY, INC. R[7-1Y PETROLEUM COMPANY LLC 09/07/10 917'2015 I Weld ICV28/IO 3728384 THE W 15 FT OF LOT 12, 04 BLK 77, IN THE CITY OF GREELEY
C1
TOWNSHIP S NORTH, RANGE 65 WEST. 6TH P M SRC. 5: PARCEL I : ALL OF LOTS 7 AND 8 0
AND DIE W 10 FT OF LOT 11 AND ALL OF LOTS I2 AND 13, BLK 66. CITY OF GREELEY.
_LAND ENERGY. INC. s. GRIZZLY PETROLEUM COMPANY LLC 10/21 /10 10/21 /2015 : Weld 110/28/10 3728383 *PARCEL 2: LOTS 9 AND 10 AND E 15 FT OF LOT 1 BLK 66, CITY OF (IREELEY 1
TOWNSHIP 5 NORTH, RANGE 65 WEST, 6TH P.M. SE.C-'. $ AND S: LOTS 22 THROUGH 32, A T.
LAND ENE tGY, INC. GRIZZLY PETROLEUM COMPANY LLC 10/08/10 10/8/2015 I Weld . 11/08/10 3730808 BACONS SUBDMSION OF BLOCK 130 CITY OF GREELEY
TOWNSHIPS NORTH, RANGE 65 WEST, 6TH P.M. SEC 5 & 8• S2 OF BLOCK 133, CITY OF
GREELEY, TOGETHER WITH VACATED N2 OF 11Th STREET, LYING FAST OF 2ND AVENUE
: 7,
AND WES F OF HWY 85 BY-PASS, LESS AND EXCEPT A PARCEL OF LAND CONVEYED TO
THE DEPT OF HWY, MORE PARTICULARLY D I . CRIBS) IN WARRANTY DEt~D RECORDED
LAN ENERGY, INC. _ j9RIZZLYPETRoWJMOMPANYLLC 11/01/10 11 / 1!2015 Weld 12/06/I0 3736899 IN I3K 1580, PG 356
TOWNSHIP 5 NORTH, RANGE 6S WEST, 6Th P M. SEC S: LOTS i3 AND 14 QN A.T. BACON'S
_LAND 0 r • GY, INC. GRV71.Y PETROLEUM COMPANY LLC I 11/01/10 11 , 1/2015 Weld i 12/27/10 3741112 _SUBDIVISION OF BLOCK 130, cm( OF GRE LEY
Par 1of16
3961199 09/05/2013 10 : 56 AM
Total Pages : 140 Rec Fee : $706 . 00
Steve Moreno - Clerk and Recorder , Weld County , CC
Weld County, Colorado
ASSIGNMENT AND BILL OF SALE
THIS ASSIGNMENT ANT) BILL OF SALE (this "Assignment") , made and delivered on this 4th
day of September, 2013 (the "Closing Date") , but effective for all purposes as of 7 : 01 a.m. Rocky
Mountain Daylight Saving Time on September 4, 2013 (the "Effective Time"), by and from
ActOil Colorado, LLC , a Delaware limited liability company ("Assignor"), whose address is 730
Third Avenue, 4th Floor, New York, New York 10017 to and in favor of Canarnex, LLC , Sharp
Energy Resources, LLC , Grizzly Petroleum Company, LLC, DJ Basin Partners, LLC, and
Niobrara Development Partners, LLC, each of which are Colorado limited liability companies,
each with an address of 252 Clayton Street, 4th Floor, Denver, CO 80206 (collectively,
"Assignees") .
For good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged,
Assignor hereby SELLS, CONVEYS, ASSIGNS, TRANSFERS, AND DELIVERS unto each
of Assignees all of Assignor' s right, title, and interest in and to the following properties
(collectively, such interests in items (a) though (j ) , hereinafter referred to as the "Properties") :
(a) the oil, gas and mineral leases to each Assignee as specifically designated and
described in Exhibit A attached hereto and made a part hereof, including Assignor' s operating
rights, working interests, and net revenue interests in said leases, whether producing or
non-producing, including any ratifications, extensions, renewals or amendments of same, and
notwithstanding whether Assignor' s interest in said leases may be incorrectly described in, or
omitted from, Exhibit A (the "Leases"); and
(b) any producing, non-producing and shut-in oil and gas wells , including the working
interests and net revenue interests in said wells, salt water disposal wells, and injection wells,
located on the Leases or lands pooled and/or unitized therewith (the "Wells") ; and
(c) all tangible personal property, equipment, fixtures, facilities, and improvements
located on the lands covered by the Leases or on lands pooled and/or unitized therewith and owned
for the production, treating, storing, transportation, or marketing of oil, gas, and other
Hydrocarbons from the Leases, including, without limitation, well heads , casing, tubing, tanks,
pumps, compressors, boilers, separators, and other appurtenances ("Equipment") ; and
(d) all presently existing unitization, pooling and/or coinmunitization agreements,
declarations or designations and statutorily, judicially or administratively created drilling, spacing
and/or production units, whether recorded or unrecorded, insofar as the same are attributable or
allocated to the Leases, and all of the properties covered or units created thereby insofar as the
Leases are committed thereto and/or governed thereby; and
(e) all presently existing and valid Contracts and any other contracts, agreements, and
instruments insofar as the agreements mentioned in this subparagraph (e) cover or are attributable
to or relate to the Leases, or any interests pooled or unitized therewith; and
\\DE - 041216M0001 216'000001 - 659560 v2
weld County — ActOil Assignor 1
Original Lessee Current Lessee of Record Lease Date Legal Description Recording Reference Coun
SECTION 8: LOTS 31 AND 32, BLOCK 9, ARLINGTON HEIGHTS, CITY OF GREELEY,
COUNTY OF WELD, STATE OF COLORADO
RS, INC., A COLORADO NON- DJ BASIN PARTNERS, LLC & NIOBRARA
LAND ENERGY, INC. DEVELOPMENT PARTNERS, LLC 9/7/2010 TOWNSHIP S NORTH, RANGE 65 WEST, 6TH P.M. 3728384 Weld
SECTIONS 5 AND 8: THE EAST 30 FEET (E30') OF LOT ELEVEN (11), AND THE WEST
FIFTEEN FEET (W15') OF LOT TWELVE ( 12), IN BLOCK SEVENTY-SEVEN (77), IN THE
CITY OF GREELEY, COUNTY OF WELD, STATE Of COLORADO
DJ BASIN PARTNERS, LLC & NIOBRARA
LAND ENERGY, INC. DEVELOPMENT PARTNERS, LLC 10/21/2010 TOWNSHIP 5 NORTH, RANGE 65 WEST, 6TH P.M. 3728383 Weld
SECTION 5:
PARCEL L• ALL OF LOTS 7 AND 8 AND THE WEST 10 FEET OF LOT 11 AND AU. OF LOTS
12 AND 13, BLOCK 66, CITY OF GREELEY, COUNTY OF WELD, STATE OF COLORADO
PARCEL 2: LOTS 9 AND 10 AND EAST 15 FEET OF LOT 11, BLOCK 66, CITY OF GREELEY,
COUNTY OF WELD, STATE OF COLORADO
O1 BASIN PARTNERS, LLC & NIOBRARA
S, LLC LAND ENERGY, INC. DEVELOPMENT PARTNERS, LLC 9/21/2010 TOWNSHIP 5 NORTH, RANGE 65 WEST, 6TH P.M. 3728388 Weld
SECTION 8: LOT 21 AND THE NORTH 12 FEET OF LOT 22, CRANFORD'S SUBDIVISION
OF BLOCK 162, IN THE CITY OF GREELEY, COUNTY OF WELD, STATE OF CALIFORNIA
Di BASIN PARTNERS, LLC & NIOBRARA
LYN P. DIRKS LAND ENERGY, INC. DEVELOPMENT PARTNERS, LLC 10/11/2010 TOWNSHIP 5 NORTH, RANGE 6S WEST, 6TH P.M. 3728385 Weld
SECTION 17: LOTS 11 AND 12, BLOCK 4, ALTA VISTA ADDITION TO THE CITY OF
GREELEY
ROLYN S. MARVIN A/K/A
A CAROLYN S. RESENOFF DJ BASIN PARTNERS, LLC & NIOBRARA
OFF LAND ENERGY, INC. DEVELOPMENT PARTNERS, LLC 9/17/2010 TOWNSHIP S NORTH, RANGE 65 WEST, 6TH P.M. 3728386 Weld
SECTION 8: THE EAST 60 FEET OF LOTS 1 AND 2, BLOCK 154, COLLEGE PLACE
SUBDIVISION, CITY OF GREELEY
L CENTER, INC., A DJ BASIN PARTNERS, LLC & NIOBRARA
T CORPORATION LAND ENERGY, INC. DEVELOPMENT PARTNERS, LLC 9/29/2010 TOWNSHIP 5 NORTH, RANGE 65 WEST, 6TH P.M. 3728387 Weld
SECTION 8: THAT PART OF 1 AND 2, BLOCK 96, CITY OF GREELEY, DESCRIBED AS
FOLLOWS:
BEGINNING AT THE NORTHWEST CORNER OF SAID LOT 2, WHICH SAID NORTHWEST
CORNER IS MONUMENTED BY A NUMBER 4 REBAR, 18" IN LENGTH WITH YELLOW
PLASTIC CAPPED STAMPED #22098, AND ASSUMING THE NORTH LINE OF SAID LOTS
1 AND 2 AS BEARING SOUTH 90'00'00" EAST, WITH ALL OTHER BEARINGS
CONTAINED HEREIN RELATIVE THERETO (THE NORTHEAST CORNER OF SAID LOT 1 IS
MONUMENTED BY A CHISELED "X" MARK IN CONCRETE):
THENCE SOUTH 90'00'00" EAST ALONG THE NORTH LINE OF SAID LOTS 1 AND 2, A
DISTANCE Of 277.20 FEET TO A POINT MONUMENTED BY A J&M PEN AND CAP
STAMPED #12855;
THENCE SOUTH 00'02'27" WEST 191.22 FEET TO A POINT ON THE SOUTH LINE OF
SAID LOT 1, SAID POINT MONUMENTED BY A J&M PIN AND CAP STAMPED #12855,
AND SAID LINE ALSO BEING THE NORTH LINE OF AN ALLEY 20 FEET IN WIDTH;
THENCE NORTH 89'47'26" WEST ALONG THE SOUTH LINE OF LOTS 1 AND 2, SAID
LINE ALSO BEING THE NORTH LINE OF SAID ALLEY, 187.13 FEET TO A POINT
MONUMENTED BY A #4 REBAR;
THENCE NORTH 00'00'24' WEST 40.18 FEET TO A POINT MONUMENTED BY A #4
REBAR;
THENCE SOUTH 89'34'03" WEST 89.92 FEET TO A POINT ON THE WEST. LINE OF SAID
LOT 2, SAID POINT MONUMENTED BY A #4 REBAR;
Page 104 of 12S
3961055 09/04/2013 02 : 25 PM
Total Pages : 140 Rec Fee : $706 . 00
Steve Moreno - Clerk and Recorder , Weld County , CO
Weld County, Colorado
ASSIGNMENT AND BILL OF SALE
THIS ASSIGNMENT AND BILL OF SALE (this "Assignment"), made and delivered on this 4th
day of September, 2013 (the "Closing Date"), but effective for all purposes as of 7 : 00 a.m. Rocky
Mountain Daylight Saving Time on September 4, 2013 (the " Effective Time"), by and from
Canamex, LLC , Sharp Energy Resources, LLC , Grizzly Petroleum Company, LLC, DJ Basin
Partners, LLC , and Niobrara Development Partners, LLC , each of which are Colorado limited
liability companies, each with an address of 252 Clayton Street, 4th Floor, Denver, CO 80206
(collectively, "Assignors") to and in favor of ActOil Colorado , LLC, a Delaware limited liability
company ("Assignee") , whose address is 730 Third Avenue, 4th Floor, New York, New
York 10017 .
For the consideration provided in that certain Purchase and Sale Agreement between Assignors
and Assignee, dated and effective September 4 , 2013 (the "PSA") , including, without limitation,
the allocations, assumptions, undertakings, indemnities, and obligations made therein, and other
good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged,
each of the Assignors hereby SELLS, CONVEYS, ASSIGNS, TRANSFERS, AND
DELIVERS unto Assignee an undivided 49 . 9% of each Assignor ' s right, title, and interest in and
to the following properties (collectively, such interests in items (a) though (3 ), hereinafter referred
to as the "Properties") :
(a) the oil, gas and mineral leases owned by each Assignor, as described in Exhibit A
attached hereto and made a part hereof, including each such Assignor' s operating rights, working
interests, and net revenue interests in said leases, whether producing or non-producing, including
any ratifications, extensions , renewals or amendments of same, and notwithstanding whether
Assignor' s interest in said leases may be incorrectly described in, or omitted from, Exhibit A (the
"Leases"); and
(b) any producing, non-producing and shut-in oil and gas wells, including the working
interests and net revenue interests in said wells, salt water disposal wells, and injection wells,
located on the Leases or lands pooled and/or unitized therewith (the "Wells") ; and
(c) all tangible personal property, equipment, fixtures, facilities, and improvements
located on the lands covered by the Leases or on lands pooled andlor unitized therewith and owned
for the production, treating, storing, transportation, or marketing of oil, gas, and other
Hydrocarbons from the Leases, including, without limitation, well heads, casing, tubing, tanks,
pumps, compressors , boilers, separators, and other appurtenances ("Equipment") ; and
(d) all presently existing unitization, pooling and/or communitization agreements,
declarations or designations and statutorily, judicially or administratively created drilling, spacing
and/or production units , whether recorded or unrecorded, insofar as the same are attributable or
allocated to the Leases, and all of the properties covered or units created thereby insofar as the
Leases are committed thereto andlor governed thereby; and
\\DE - 041216/000001 - 659622 v l
VW'eld County — ActOil Assignee 1
)r Original Lessee Current Lessee of Record Lease Date Legal Description Recording Reference County
SECTION 8: LOTS 31 AND 32, BLOCK 9, ARLINGTON HEIGHTS, CITY OF GREELEY,
COUNTY OF WELD, STATE OF COLORADO
;, INC., A COLORADO NON- DJ BASIN PARTNERS, LLC & NIOBRARA
LAND ENERGY, INC. DEVELOPMENT PARTNERS, LLC 9/7/2010 TOWNSHIP 5 NORTH, RANGE 65 WEST, 6TH P.M. 3728384 Weld
SECTIONS 5 AND 8: THE EAST 30 FEET (E30') OF LOT ELEVEN (11), AND THE WEST
FIFTEEN FEET (W15') OF LOT TWELVE (12), IN BLOCK SEVENTY-SEVEN (77), IN THE
CITY OF GREELEY, COUNTY OF WELD, STATE OF COLORADO
DJ BASIN PARTNERS, LLC & NIOBRARA
LAND ENERGY, INC. DEVELOPMENT PARTNERS, LLC 10/21/2010 TOWNSHIP 5 NORTH, RANGE 65 WEST, 6TH P.M. 3728383 Weld
SECTION 5:
PARCEL 1: ALL OF LOTS 7 AND 8 AND THE WEST 10 FEET OF LOT 11 AND AU_ OF LOTS
12 AND 13, BLOCK 66, CITY OF GREELEY, COUNTY OF WELD, STATE OF COLORADO
PARCEL 2: LOTS 9 AND 10 AND EAST 15 FEET OF LOT 11, BLOCK 66, CITY OF GREELEY,
COUNTY OF WELD, STATE OF COLORADO
DJ BASIN PARTNERS, LLC & NIOBRARA
LLC LAND ENERGY, INC. DEVELOPMENT PARTNERS, LLC 9/21/2010 TOWNSHIP 5 NORTH, RANGE 65 WEST, 6TH P.M. 3728388 Weld
SECTION 8: LOT 21 AND THE NORTH 12 FEET OF LOT 22, CRANFORD'S SUBDIVISION
OF BLOCK 162, IN THE CITY OF GREELEY, COUNTY OF WELD, STATE OF CALIFORNIA
Di BASIN PARTNERS, LLC & NIOBRARA
N P. DIRKS LAND ENERGY, INC. DEVELOPMENT PARTNERS, LLC 10/11/2010 TOWNSHIP 5 NORTH, RANGE 65 WEST, 6TH P.M. 3728385 Weld
SECTION 17: LOTS 11 AND 12, BLOCK 4, ALTA VISTA ADDITION TO THE CITY OF
GREELEY
)LYN S. MARVIN A/K/A
CAROLYN S. RESENOFF DJ BASIN PARTNERS, LLC & NIOBRARA
'F LAND ENERGY, INC. DEVELOPMENT PARTNERS, tit 9/17/2010 TOWNSHIP 5 NORTH, RANGE 65 WEST, 6TH P.M. 3728386 Weld
SECTION 8: THE EAST 60 FEET OF LOTS 1 AND 2, BLOCK 154, COLLEGE PLACE
SUBDIVISION, CITY OF GREELEY
:ENTER, INC., A DJ BASIN PARTNERS, LLC & NIOBRARA
CORPORATION LAND ENERGY, INC. DEVELOPMENT PARTNERS, LLC 9/29/2010 TOWNSHIP S NORTH, RANGE 65 WEST, 6TH P.M. 3728387 Weld
SECTION 8: THAT PART OF 1 AND 2, BLOCK 96, CITY OF GREELEY, DESCRIBED AS
FOLLOWS:
BEGINNING AT THE NORTHWEST CORNER OF SAID LOT 2, WHICH SAID NORTHWEST
CORNER IS MONUMENTED BY A NUMBER 4 REBAR, 18" IN LENGTH WITH YELLOW
PLASTIC CAPPED STAMPED #22098, AND ASSUMING THE NORTH UNE OF SAID LOTS
1 AND 2 AS BEARING SOUTH 90'00'00" EAST, WITH ALL OTHER BEARINGS
CONTAINED HEREIN RELATIVE THERETO (THE NORTHEAST CORNER OF SAID LOT 1 IS
MONUMENTED BY A CHISELED "X" MARK IN CONCRETE):
THENCE SOUTH 90'00'00" EAST ALONG THE NORTH LINE OF SAID LOTS 1 AND 2, A
DISTANCE OF 277.20 FEET TO A POINT MONUMENTED BY A J&M PIN AND CAP
STAMPED #12855;
THENCE sou-rft 00'02'27" WEST 191.22 FEET TO A POINT ON THE SOUTH LINE OF
SAID LOT 1, SAID POINT MONUMENTED BY A J&M PIN AND CAP STAMPED #12855,
AND SAID LINE ALSO BEING THE NORTH LINE OF AN ALLEY 20 FEET IN WIDTH;
THENCE NORTH 89'47'26" WEST ALONG THE SOUTH LINE OF LOTS 1 AND 2, SAID
LINE ALSO BEING THE NORTH LINE OF SAID ALLEY, 187.13 FEET TO A POINT
MONUMENTED BY A #4 REBAR;
THENCE NORTH 00'00'24" WEST 40.18 FEET TO A POINT MONUMENTED BY A #4
RE BAR;
THENCE SOUTH 89'34'03" WEST 89.92 FEET TO A POINT ON THE WEST LINE OF SAID
LOT 2, SAID POINT MONUMENTED BY A N4 REBAR;
Page 104 of 125
3927390 04/25/2013 02 : 31 PM
Total Pages : 59 Rec Fee : $301 . 00
Steve Moreno - Clerk and Recorder , Weld County , CC
ASSIGNMENT
This Assignment, dated effective as of April 1 , 2013 (the "Effective Date") , is from DJ
Basin Partners, LLC, a Colorado limited liability company, with an address of 1700 Broadway,
Suite 650, Denver, Colorado 80202 , hereinafter referred to as "Assignor" , to Niobrara
Development Partners , LLC , a Colorado limited liability company, with the same address,
hereinafter referred to as "Assignee" .
WITNESSETH
WHEREAS , Assignor has agreed to convey all of its right, title and interest in and to the
oil and gas leases described on Exhibit "A" or any segregations, extensions or renewals thereof
(the "Leases") INSOFAR ONLY AS the Leases cover the following depth intervals (the
"Assigned Intervals") in and under the lands described on said exhibit (the "Lands") , which
exhibit is attached hereto and incorporated herein :
(a) All depths from the surface of the Earth to the top of the "D -Sand"
Formation ; and
(b) All depths below the base of the Morrison Formation,
said Intervals being more particularly described on Exhibit "A" , which is hereby incorporated
herein ; and
WHEREAS , Assignor has also agreed to convey to Assignee all of its right, title and
interest in and to the Assigned Intervals as encountered in those wells (the "Wells") located on
the Lands (or on other land pooled or unitized with the Lands) , it being understood that some of
the Assigned Intervals may be behind pipe but are not producing in any of the Wells and that this
Assignment is not intended to convey any rights in the Wells themselves or in any materials or
equipment located therein or used in connection therewith nor is it intended to convey any right
to use the Wells for any purpose whatsoever; and
r
/-1.—_Imo. •. ..
. .�.. _ - .- . _ _ Oil and Gas Lease Schedule - Weld Co., Co.
- .--.. ._ . . . _ — 4 as a 1 saaa
Y -e_ - - - - - ._--- - 1 -- -
t11 M LESSEE
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1
LESS[�A
__ . _ -• . ._ LEASE DA7' tic TE _ _ TRA X10 afWtd N DESt�RIPT- _ - - Tines. *
II Q..._. _S _ _ . �. _ ..._ . l PAGE i REF-PS NC-E icauz -
. ._.. ... . . - - - -_L - - I
I Section 8: Lots 37 a n d 38,
Block 170, Sanborn's
Subdivision, City of Greeley, ; .
`Pedro Detacrut and Frances Weld County, Colorado I
,
CO012-40184 DeSacruz, ;Land Energy, Inc. 8/30/2010 8/30/2015 j 5N 65W 8 1 i 3727973 Weld
Towns S North, Range i — ' , --- -
'
65 West, 6th P.M.
Section 8: Lots 31 and 32, i
' , Block 9, Arlington Heights, •
0O012-402$5 Ands C. Vagher Land Energy,I _ Inc. 9/29/2010 9_/29/2015 SN 65W 8 ply of Greeley, County of 3728389 Weld
.
i re—
65 West, 6th P.M.
Sections 5 and 8: The East
i Thirty feet (E3fl') of Lot , ID W
eleven (1.1), and the West I w CO
Fifteen feet (W1.5'} of Lot , (Q N)
Greeley Board of 4ieettors, ; Twelve (12), in Block CD 'J
Inc., a Colorado Non•Protirt C�J
Seventy-seven (77), i n the� � CO
CO012-44186 .-_ _ Corporation - _ Land Energy, Inc. c 9/7,/2010 9 7 201S
• • - , 1 SN 65W . Sand 8 City of Greeter, County of 3726384 Weld O
65 West, 6th P.M. o
Section S; C71 r
------
Parcel 1 ' Alf of Lots 7 and 8 i
ti
cri
and the West 10 feet of lot ,
11 and all of Lots 12 and 13, ' i j fU
Block 66, City of Greeley,
•
County of Weld, Stateof (�,)
00012-40187 _Farmers Bank Land Energy, Inc, _ 10/21/2010 10/21/2015 SN 65W j 5 Colorado '
3728383 Weld O
N
W
E -'
Exhibit A - Page42 of 53 Weld County
r
i
,
3798309 10/12/2011 12 :27P Weld County, CO
1 of 35 R 181 . 00 D 0 .00 Steve Moreno Clerk & Recorder
CONVEYANCE , ASSIGNMENT AND BILL OF SALE
This Conveyance, Assignment and Bill of Sale (this "Assignment") , dated
effective as of June 1 , 2011 (the "Effective Date"), is from FIRM Resources , LLC , a
Delaware limited liability company ("Assignor), whose address is 555 17th Street, Suite
950, Denver, Colorado 80202 , to DJ Basin Partners, LLC, a Colorado limited liability
company ("Assignee "). whose address is 1700 Broadway, Suite 650 , Denver, Colorado
K02O9 .
For $ 10 . 00 and other good and valuable consideration, the receipt and sufficiency
of which are hereby acknowledged, Assignor does hereby sell , assign. transfer, grant and
convey unto Assignee, effective as of the Effective Date, the following described assets
and interests ( collectively the "Assets") :
(a) All right, title and interest of Assignor in and to the fee mineral
interests, leasehold interests, royalty and overriding royalty interests described on Exhibit
"A " attached hereto and made a part hereof ( collectively , the "Leases ") and all
amendments , ratifications , extensions, segregations or renewals thereof.
(h) All right, title and interest of Assignor in and to ( I ) the lands covered
by or subject to the Leases, and (ii) the lands pooled or unitized with the Leases
( collectively , the "Lands") .
Cc) All right, title and interest of Assignor in and to each well (whether
producing, plugged and abandoned, shut-in, injection or water supply ), well completion ,
completion ,multiple well unit or other subdivision of property described in Exhibit "B"
p
attached hereto and made a part hereof or owned in connection with the Leases or the
Lands (collectively , the " Wells") .
(d) All severed crude oil , natural gas , casinghead gas , drip gasoline,
natural gasoline, petroleum , natural gas liquids , condensate, products, liquids and other
hydrocarbons and other minerals or materials of every kind and description produced
from the Leases or the Lands and either ( a) in storage tanks on the Effective Date or (b)
sold on or after the Effective Date (collectively , the " Substances") .
(e) All right, title and interest of Assignor in and to or derived from the
following :
( I) all rights with respect to the use and occupancy of the surface
of and the subsurface depths under the Lands ;
(ii) all rights with respect to any pooled, communitized or
unitized acreage by virtue of any of the Assets being a part thereof;
NJ
N
N
E XN1BIT 'A" - — o
N
i made a part of that certain Conveyance, Assignment and Bill of sale dated effective June 1 , 2011 by and between
11KM KiE.SOURCES, LLC as Assignor and DJ BASIN PARTNERS, LLC, as Assignee
.
TRACT NO 11NN RN SEC DESCRIPTION DOQK na my Pep Seve noes
_ P RECORDING REfEREN� GOY � �
— -- - i . 1
Township 5 North, Range 6S West, 6th P M.
: Sectipn 8: The South 47 112 feet of the North 95 feet of Lot) 9, 10 and 11, l.,ttell's Subdivision, Block
11
44, in the City of Greeley, County of Weld, State of c1okxade
5N 65W 8
l I 3727972 Weld
.I
Township 5 North, Range 65 West, 6th P.M.
iSett,cn R: That portion of lots 14, 15. and 16, sr Oliver a.oward's S.,5divrinn of Ptock 13P_ , it the City &
Greeley, Weld County,
r 1 Colorado: more particularly described as follows, to-wit:
l Commencing at a point 47 1/2 feet North yif ±f►e Southeast corner of said Lot 16, thence running West
across tots 16. 15
and 14, a distance of 140 feet. thence North 63 1/2 feet. thence Fast 140 feet to the Last line of Lot it,
thence South
along the last line of 'Said i nt 16, 43 1 /2 feet to the place of beginning, in Weld County, Colorado
SN 65W 8
y ...„.....„.. 3727974 Weld
c� a
i aft g
I to a,
a,
Township S North, Range 65 West, 6th P.M. I a
Section 8: Lots 37 and 38, Block 170, Sanborn's Subdivision, City of Greeley, Weld County, Colorado s —'
5N 65W 8 O 3727973 Weld �
CO
N sollIMINe
<
,Township 5 North, Range 1,5
West, 6th P. M . '40104 (0 -
!Section 8 : Lots 31 and 32, Block 9, Arlington Nets, City of Greeley. County of Weld, State of Colorado O —r cD
5N 65W 8 - Q 3728389 TWeld
ON _
r I dy ~
Township S North, Range 65 West, 6th P.M. -'V ........
Sections 5 and R: The East Thirty feet (E30') of Lot Eleven (11), and the West Fifteen feet (W1S') of Lot CO '
( Twelve ( 12 ), in Block Seventy-seven (77), in the City of Greeley, County of Weld, State of Colorado, O * _�
according to the recorded nap or plat thereof � Co
SN 65W Sand $ 3728384 , Weld
C3
Township 5 North, Range LS West, 6th P.M. CD
Section 5: O ,� IlMlaill
_
aarcel 1 . All of Lots 7 and 8 and the West 10 feet of Lot 11 and all of Lots 12 and 13, Block 66, City of n n
Greeley, County of Weld, State of Colorado
C4Oi
Parcel 2: Lots 9 and 10 and last 15 feet of Lot 11, Block 66, City of Greeley, County of Weld, State of
Colorado Qs
SN 65W 5 DC, SIIIIIMINSWINNIII 3728383 (Weld
CD
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awe
Exhibit A tape 21 of 27 `Jveld County
516 1 MID 11111 111111 I NEB 111 11III 111111111
3742516 01/03/2011 04 :31P Weld County, CO
1 of 18 R 96 .00 D 0 .00 Steve Moreno Clerk & Recorder
ASSIGNMENT OF OIL AND GAS LEASES
E NOW ALL MEN BY THESE PRESENTS :
That the undersigned : Land Energy,_ Inc.
1615 California, Suite 702
Denver, CO 80202
(hereinafter called Assignor, whether one or more), for and in consideration of One Dollar ($ 1 .00), the
receipt and sufficiency whereof is hereby acknowledged, does hereby sell, assign, transfer and set over
ut .to :
FIRM Resources. LLC, a Deleware limited liability company _
555 17 ' street #950
Denver CO 80202
(hereinafter called Assignee) all of Assignor' s right, title and interest in and to the Oil and Gas Leases more
specifically described on EXHIBI I " A'* attached hereto and made a part hereof, insofar as said leases cover
th ! lands described on said EXHIBI *1 ' "A" in Weld . County, State of _ _ Colorado , more or
le ;s together with the rights incident to and the personal property thereon, appurtenant thereto, or used or
of tained in connection therewith .
EXECUTED. this 28th day of December , 2010.
LAND ENERGY, INC .
By : A.
M
Lane M . Junger - resident
Tt is Assignment is effective as of the 2K" day of December, 2010.
ACKNOWLEDGEMENT (for use by corporation)
St. tte of: _ _ _Colorado
•
ss
O aunty of Denver }
On this 28t day of December , 2010, before me personally appeared Lane M .
Ju lgers, who, being by me duly sworn, did say that he is the President of Land Energy, Inc., and that the
seal affixed is the corporate seal of said corporation and that said instrument was signed and sealed on
beialf of said corporation by authority of its Board of Directors, and said Lane M . Jungers acknowledged
sa ; d instrument to be the free act and deed of said corporation.
Witness my hand and seal the 2e day of December , 2010 . E1. L l•
tC1..•;(107144fat,
.My Commission Ex ices : •
'1 C4T. �ss�On Expires 491 "CrA ;
P 1615 Cattxurd, te>
T�
Denver. Colorado 81D202 otary Public #4 •
•
1a •. S 1 % G .•; p
:SSEE LEASE DATE RECEPTION NO. C' #tUS5 -
ACRES LEGAL DESCR1P 1 ION COUNTY SZ ATE
c gr. Inc 10/13/2010 3727579 O 37 1 ownsnip.5 _North. Range 65 West. 6th P.M Weld CO
S":-t ,nr R 1 M c Rind(' 1 ertnterri, City of fl!rr!,n• r t!!f!!t . of C , - ! . .,fc.:!.„• ,.v
The West 50 feet of the East 100 feet of Lots 11 and 12, Block 2, First Addition to Cranford, City of Greeley,
County of Weld. State of Colorado
The East 50 feet of Lots 11 and 12, Block 2, First Addition to Cranford, City of Greeley, County of Weld,
State of Colorado
The West 50 feet of Lots 9 and 10, Block 2, First Addition to Cranford, City of Greeley. County of Weld,
State of Colorado
ergy. Inc. 9/29!2010 3728389 0 22 Township 5 _North. Range 65 West, 6th P M. Weld CO
Section 8- Lots 31 and 32, Block 9, Arlington Sleights, City of Greeley . County of Weld, State of Colorado
ergy . Inc 9. 7/21110 3728 384 (1 20 Township 5 ti(wth- Range 65 West, 6th P . M
V. Diu ` % I
Sections 5 and 8 The East Fhirty feet (E30' ) of Lot Eleven ( 11 ), and the West Fifteen feet (W15 ') of Lot es co
p in Twelve ( 12), in Block Se' enty -seven (77), in the City of Greeley, County of Weld. State of Colorado, A a
o r%) lam
according to the recorded map or plait thereofams al
�.
o
ergy . Inc 10/21 /2010 3728383 0 29 T own shi . N h,R.ange 65 West. 6th P.M. Weld CO °D maill
Section 5 0a
Parcel 1 All of Lots 7 and 8 and the West 10 feet of Lot 11 and all of Lots 12 and 13, Block 66, City of ca a --
Greeley, County of Weld, State of Colorado
Parcel 2 Lots 9 and 10 and East 15 feet of Lot 11 , Block 66, City of Greeley, County of Weld, State of
a la
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oo ��
ergy, inc. 9/21 /2010 3728388 _ 0.28 IQyi ship 5 North, Range 65 West. 6th P M Weld C0) c w
Section 8 Lot 21 and the North 12 feet of Lot 22, Cranford's Subdisision of Block 162, m the City of
"CI IS
Greeley-, County of Weld, State of Colorado to ._..._
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Inc . 10/11/2010 3728385 0 35 Township 5 North, Rai e 65 West. 6th e� e� __..
�' ;;- �� Weld CO a— OMB
Section 17: Lots 11 and 12. Block 4, Ma Vista Addition to the City of Greeles, . County of Weld, State of o cy
Colorado a _del _..._
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ergy, Inc. 9/ 17/2010 3728386 0 .07 Township 5 North, Range 65 WestL bth P M . Weld CO c"lazy
Section 8- The East 60 feet of Lots 1 and 2, Block 154, College Place Suhdit ision, City of Greeley, County of . n _
Weld, State of Colorado go
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Page 14 of 1 /
384
PRODUCERS 83-PAID UP 3728384 10/28/2010 11 : 41A Weld County , CO
Rev. 5-60 No. 2 1 of 2 R 16 . 00 0 0 . 00 Steve Moreno Clerk & Recorder
NE 94 O6
LEI-2000-3 OIL AND GAS LEASE
AGREEMENT'. Made and entered into the 7th day of September, 2010 by and between Greeley Boarjleef Realtors, Inc., a Colorado Non-Profit Corporationewhcrse post
office address is 819 11th St.. Greeley. CO 80631 hereinafter called Lessor ( whether one or more) and Land b nergy, Inc. whose post office address is 1615
California Stn:ct. Suite 702 Denver, CO $0202, hereinafter called I essee,
WITNESSETN, That the Lessor, for and in consideration of [en and More ($10.00) DOLLARS cash in hand paid, the receipt of which is hereby acknowledged, and the
covenants and agreements hereinafter contained, has granted. demised. leased and let, and by these presents done grant, demise, lease and let exclusively unto the said Lessee, the
land hereinafter described. %% ith the exclusive right fo- the purpose of dnlling, mining, exploring by geophysical and other methods, and operating for and producing therefrom oil
and all gas, to include coalheJ nethare gas, of whatsoever nature or kind. and the exclusive right to inject air, gas, water. brine and other fluids from any source into the subsurface
strata, and any and a.l other tights and privileges necessary, incident to, or convenient for the economical operation of said land, a.one or conjointly with neighboring land. for the
production, saving and taking care of oil and gas (including dewatering of coalbee gas wells), and the injection of air, gas water. brine, and other fluids into the subsurface strata,
said lands being situned in the County
of Weld , State of Colorado , descnhed ac follows, to-wit:
Township 5 North. Range 65 West, 6th P.M.
•
•
Sections 5 and 8: The East Thirty feet (F30') of I .ot Pleven ( i I ), and the West fifteen feet ( Vs 1 of l.c't T:velve ( 12). in Block !eventp eve n (77),,iin ifie
City of Greeley' County of' Weld, State of Colorado, according to the recorded map 'r rlat tho•rcctf .
• r
Notwithstanding anything'herein contained, this Lease is a "No Surface Occupancy" Oil and Gas Lease. It is agreed and understood that Lessee, its
successors or assigns shall not conduct any operations or locate any fkeilities on the surface of the leased lands. It is understood that the Lessee. its
• t successors or assigns shall not he allowed 'any access to the surface of the leased lands without the prior written consent of Lessor. Lessee is granted
it the right to drill tried Operate directional or horizontal wells through, across and under said lands, irrespective of the bottom hole location of said wells.
To this end. Lessor herein grants to Lessee a subsurface easement for all purposes associated with such horizontal or directionaE wcll'or ' weAc . •
_ rcgarOilc• s,of whrtbcr,or not Lessor benefits directly or indirectly from said well ,qr,wells. In consideration of the foregoing Lessor further grants a
• •
Waiver to any setbacks and by this lease shows hereby waive any setback i that miy be required by the Colorado Oil and Gas Conservation
Commission andttgr any municipality having or purporting to have jurisdiction user the right to propose such setbacks. •
in addition to the taildf describeta above, Lessor hereby grants, lases and lets exclusively unto Lessee, to the same extent as if specifically described, lands which are owned or
claimed by lessor Fy one of the following, unisons ( I ) all lands and rights acquired or retained by avulsion, accretion, retiction or otherwise as the result of a change in the
boundaries or centerline of any over or stream traversing or adjoining the lands described above; (2) all riparian lands and rights which are or may be incident, appurtenant. related or
attributed to Lessor is any lake, stream or river traversing or adjoining the lands described above by virtue of Lessor's ownership of the lands descnhed above. (3) 31! lands included
in any road, easeme it or right-of-way traversing or adjoining the lands described above which are or may he Incident, appurtenant, related or attributed to Lessor by virtue of
Lessor's ownership cf the lands described above, and (4) all strips or tracts of land adjacent or contiguous to the lards described above fluted or acquires by Lessor through adverse
possession or other similar statutes aerie state in which the lands arc located
For purposes o payment of rentals and royalties, Lessor and Lessee agree that the lease stuf.1 he treated as covering 0e2Q_ acres, whatet er more or less
1 . It is agreed that this !ease shall remain in force for a term of five i5 ► bean from this date and as long thereafter as oil or gas of whatsoever nature or kind is produced from
said leased premises or on acreage pooled therewith, operations are being conducted by Lessee upon the leased premises or dulling operations are continued as hereinafter pros ided.
If, at the expiration of the primary tarn of this lease. oil or gas es not being produced on the leased premises or or. acreage pooled therewith hut lessee is then engaged in drilling, re-
working or dewaterir g operations thereon, then this lease shall continue in force so long as operatiors are being continuously prosecuted or, the leased premises or or. acreage pooled
therewith; and operations shall be considered to be continuously prosecuted it not more than one hundred eighty ( 1801 days shall elapse between the completion or abandonment of
one well and the beginning of operations for the drilling of a subsequent well If atter discovery of oil or gas on said land or on acreage pooled therewith, the production thereof
should cease from any cause after the primary term, this lease shall rot terminate if Lessee commences additional dolling or re-working operations within one hundred twenty t t 201
days from date of cessation of production or from date of completion of dry hole If oil or gas shall be Jiscoveral and produced as a result of such operations at or after the
expiration of the primary term of this List, this lease shall continue in three so long as oil or gas is produced from the leased premises or on acreage pooled therewith Whenet cr
used in this lease the term "operations" shall include but not be limited toi any of the following activities: preparing the location for drilling. drilling, testing, stimulating, completing.
venting, reworking, recompletirg, deepening. dewateting. plugging back or repairing of a well in starch for or in an endeasor to obtain production of oil and gas, whether or rot in
paying quantities
Additiomwlly, Lessor hereby agrees and conveys to Lessee an exclusive option to renew and extend the primary tern: of this lease for an additional five (5) years from the
orginal expiration date Sho'ald Lessee elect to renew andor extend this lease or any part thereof. Lessee shall pay a bonus consideration equal to the net minerril acre bonus paid
herein The notice to extend this lease and payment shall he postmarked 1w midnight the day prior to the expiration of the original primary tarn of this lease
2 This is a PAID-UP LEASE In consideration of the down each payment, Lessor agrees that Lessee shall not he obligated, except as otherwise provided herein. to commence
or continue any operations during the pnmary term. Lessee may at any rime or times dunng or after the primary term surrender this lease as to all or any portion of said land and as
to any strata or stratum by delivering to Lessor by filing for record a release or releases, and he relieved ofall obligation thereafter accruing as to the acreage sumtncered.
3 in consideration of the premises the said Lessee covenants and agrees
1' To deliver to the credit of Lessor, free of cost, from and after the load line of the oil production storage tank, into the pipeline or transport vehicle to which I.essee may
connect wells o i said land, the equal one-eighth ( 1 /8th) part of all oil produced and saved from the leased premises
2I'd The Lessee shall lxuy Lessor, as royalty, or gas. including casinghead gas or other gaseous substances, produced from the leased premises and sold or used off the premises
or used in the manufacture of gasoline or other products, from and after the "Point of Sale", the market value a: the well of one-eighth ( l lath) of the gas sold or used, pros ided
that on gas sole the royalty shall he one-eighth ( i 48th ) of the amount realieed from such sale The amount realized front the sale of gas shall he the price established by the gas
salts contract entered into in good tiuth by lesser and a gas purchaser for such term and under such conditions as are customary in the industry at the location whe•e the well is
located. "Price" shall main the net amount received by Lessee after giving effect to applicable regulatory orders and after application of any applicable pna adjustments
specified in such contract or regulatory orders. The Point of Sale shall be understood to mean that point where the Gas Casinghead Gas or other gaseous substances passes
through the firs! sale meter after leaving the mouth of the well Lessor and Lessee agree that costs that are customary in the area which are incurred by Lessee in gathering•
compressing, dehydrating, transporting or otherw se placing the gas in a marketable condir:o n may ` e deducted from the royalty paid to Lessor but only All ER said gas has
passed through he Pout of Sale.
3't 1'o pay Lessor for gas produced from any oil well and used oirthe premises or in the manufacture of gasoline or any other twoduct a royalty of one-eighth ( ! 18th) of the
proceeds, in the same manner as described in paragraph 2 abase
4. If, a: the expiration of the primary term or ii any time or times thereafter there is any well on the leased premises either capable of producing oil or gas or subtent to
dewatenng operation' , then this lease shall not terminate so long as such well is shut in or such d&watering operations continue. For each such well, Lessee null pay or tender to
Lessor or Lessor's successor or assigns Oct 1)vller per year per net mineral acre retained hereunder. such payment or tender to be made on or before the anniversary date of this 'case
next ensuing after the expiration of tn days tmm the date such well is shut in or dewatering commences and thereafter on or before the anniversary date of this lease during the
period such well is shut in or is in a dewatering phase Lessee's failure to pay or tender, or properly pay or tender, any such sum shall render Lessee liable for the amount due hut tt
shall not operate to terminate the lease. in the event Lessor should own less than one full net mineral acre. Lessee shall pay the sum alone dollar (51 .00) to the credit of Lessee
5. If said Lessor owns a lesser interest in the above described land than the entire and undivided tee simple estate therein, then the royalties (including any amount due: as
descnbed in paragrapti a 4 above. except as specifically described above to the contrary) herein provided for shall be paid the Lessor only in the proportion which Lessor's interest
bears to the whole and undivided fee.
b Lessee 'hall have the sight to use. free of cost, gas, nil and water produced on said land for Lessee's operation thereon, except ,eater from the wells of Lessor
7 Lessee shall have the right at any time to remose all machinery and fixtures placed on said premises, including the right to draw and remove casing.
8. The rights of the Lessor and Lessee hereunder may be assigned in whole or in part No change of ownership of Lessor's interest t by assignment or otherwise) she!' he
binding on Lessee until Lessee has been furnished with notice, consisting of certified copies of all recorded instruments or documents and other information necessary to establish a
complete chain of retard title from Lessor, and then only with respect to payments thereafter made. No other kind of notice, whether actual or constructive, shall he binding on
Lessee. No present or future division of Lessor's ownership as to different portions or parcels of said land shall operate to enlarge the obligations or diminish ..he rights of Lessee.
and all Lessee's opermtions may be conducted without regard io any such division. If all or an> part of this lease is assigned, no leasehold owner shall be liege t'or any act or
otn ssioc of any other leasehold owner.
I 0 Lessee, at its option. is hereby given the right and power at an time and from ttmc to time as a recurring right, either before or after production, as to all or an> part of the
land described herein and as to any one or more of the formations hereunder, to pool or unitize the leasehold estate and the mtneral estate covered by this lease with other land, lease
or leases in the nnmechate vicinity for the production ot'oft sad gas. or separately for the production of either. when in 1 cssee's judgment it is necessary or advisable to do so, and
irrespective of whether authority similar to this exists with respect to such other land, lease or leases The term "immediate vicinity" shall not he deemed to operate .1s a )rmitatior on
the sled of the unit that may he formed or area that may be pooled under this provision Likewise, units previously formed to include formations not producing oil or gas, mas be
reformed to exclude such non-producing formations. Also, in the event Lessee discovers any lease or interest previously committed to a pooled unit incurs a title failure or another
lease is purchased to cover such failed interest. Lessee shall have the right to reform any pooled unit to include such lease or leases The fanning or reforming of any unit shall be
accomplished by Lessee executing and fihr.g of record a declaration of such pooling, unitization or reformation, which declaration shall describe the unit Any unit may include land
upon which a well has theretofore been completed or :iron which operations for drilling have the'etofare been commenced. Production, drilling or reworking operations or a well
shut in for want of a market anywhere on a unit which includes all or a part of this lease shall he treated as if it were production. dr:lhng or reworking operations or a well shut in for
want of a market under this lease In lieu of the royalties elsewhere herein specified. including shut-in royalties, Lessor shall receive on production from the unit so pooled royalties
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