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Home My WebLink About20150889.tiff SITE SPECIFIC DEVELOPMENT PLAN AND USE BY SPECIAL REVIEW (USR) APPLICATION • FOR PLANNING DEPARTMENT USE `. DATE RECEIVED: 1 �� RECEIPT # /AMOUNT # I _ � CASE # ASSIGN D �� ,� _� � (} L_ APPLICATION RECEIVED BY _ PLANNER ASSIGNED 9 6 9 _ 0 7 . 1 . 0 0 . 0 0 3 Parcel Number 0 t 12 MO number - found on Tax ID. information, obtainable at the Weld County Assessor's Office. or www co.wold co.us) Legal Description SE 1/4 SW 1/4 , Section 7 . Township 5 North . Range 61 West Zone District: Agricultural , Total Acreage -_640 , Flood Plain: A zone Geological Hazard: none . Airport Overlay District nla FEE OWNER( S) OF THE PROPERTY : Name : L & S Capital LTD Work Phone # 303-748-7028 Home Phone # _ Email 7487028@gmait.com Address: 800 US Highway 36 Address: City/State/Zip Code Byers. CO 80103 APPLICANT : Bonanza Creek Energy Operating Company. LLC do Debbie Wald Work Phone # 720-225-6638 Home Phone # Email dwald@bonanzacrk.com Address: 410 17th Street. Suite 1400 _ Address: City/State/Zip Code Denver. CO 80202 Name: Work Phone # _ _ _ _ Home Phone # _ _ _ Email - Address. - - - - - - - Address: — City/State/Zip Code _ _ - _ AUTHORIZED AGENT (Soo Below Authonzabon must accompany apple lions shgncd by Authonzed Agont) Name : Christina A. White Work Phone # 503-819- 1222 Home Phone # Email casimaunc@gmail.com Address: 3620 W. 10th Street. Suite 410 Address: - _ City/State/Zip Code Greeley. CO 80634 - PROPOSED USE: A 400'x400' portion of the site will be developed as a normally unmanned natural gas compressor station Site will be fenced and graveled with gas pipelines entering and leaving the site. Equipment will include compressors with ancillary equipment. There will be no encbsed buildings. I (We) hereby depose and state under penalties of perjury that all statements. proposals, and/or plans submitted with or contained within the application are true and correct to the best of my (our)knowledge. Signatures of all fee owners of property must sign this application. If an Authorized Agent signs , a letter of authorization from all fee owners must be included with the application . If a corporation is the fee owner, notarized evidence must be included indicating that the signatory has to legal authority to sign for the corporation . c t- _ _- sk.cillt. Signatu . Owner or Authorized Agent Date Signature: Owner or Authorized Agent Date STATEMENT OF AUTHORITY 1 . This Statement of Authority relates to an entity known as Progressive Farms Management, Inc. and is executed on behalf of the entity pursuant to the provisions of Section 38-30- 172, C.R.S. 2. The type of entity is a corporation, formed under the laws of the State of Colorado, with a mailing address of 800 US Highway 36, Byers, Colorado 80103 . 3. The President of Progressive Farms Management, Inc. is Mark Linnebur, and the Vice- President of Progressive Farms Management, Inc. is Frank Linnebur. 4. Either Mark Linnebur, as President, or Frank Linnebur, as Vice-President, is empowered to execute any instruments necessary to acquire, convey, encumber. or otherwise act on behalf of the corporation insofar as the same effects title to any interest of the corporation in real property. 5. The authority of the President, Mark Linebur, and the Vice-President, Frank Linnebur, to bind the corporation is not limited. EXECUTED this May e, . 2014. PROGRESSIVE FARMS MANAGEMENT, INC. a Colorado lirnjtcd liability company BY: .y _fr) • t— c 'L- -Mark Linnebur, President Frank Linuehur, Vice-President STATE OF COLORADO ) ) ss. COUNTY OF 'lc N'.-W 1/7L ) The foregoing instrument was acknowledged before me this May G� . 2014, by Mark Linnebur, as President, and Frank Linnebur, as Vice-President of Progressive Farms Management, Inc., a Colorado corporation, on behalf of said corporation. Witness my hand and official seal. / (L Notary Public My commission expires: . 0-1 etn3 r Cot` It • , r STATEMENT OF AUTHORITY 1 . This Statement of Authority relates to an entity known as the L & S Capital, Ltd. 2. The type of entity is a limited partnership. 3. The entity is formed under the laws of the State of Colorado. 4. The mailing address for the entity is 800 US Highway 36, Byers, Colorado 80103. 5. The General Partner of L & S Capital, Ltd. is Progressive Farms Management, Inc. 6. The General Partner is empowered to execute any instruments necessary to acquire, convey, encumber, or otherwise act on behalf of the limited partnership insofar as the same effects title to any interest of the limited partnership in real property. 7. The authority of the General Partner to bind the limited partnership is not limited. EXECUTED this October fir, 2012. PROGRESSIVE FARMS MANAGEMENT, INC., a Colorado corptyr'ation -% /7/4/7 BY: Mark Linnebur, President STATE OF COLORADO ) ) ss. COUNTY OF44 1- -c:t_^ ) The foregoing instrument was acknowledged before me this October ''5 , 2012, by Mark Linnebur, as President of Progressive Farms Management, Inc., a Colorado corporation, on behalf of said corporation. Witness my hand and official seal. / .?6 Notary Public My commission expires: - ( -13 .�� , y .§ Q .SP\1/4,.. a ivy s?ATE 0 GO```B. STATEMENT OF AUTHORITY 1 . This Statement of Authority relates to an entity known as the L & S Capital, Ltd. 2. The type of entity is a limited partnership. 3. The entity is formed under the laws of the State of Colorado. 4. The mailing address for the entity is 800 US Highway 36, Byers, Colorado 80103. 5. The General Partner of L & S Capital, Ltd. is Progressive Farms Management, Inc. 6. The General Partner is empowered to execute any instruments necessary to acquire, convey, encumber, or otherwise act on behalf of the limited partnership insofar as the same effects title to any interest of the limited partnership in real property. 7. The authority of the General Partner to bind the limited partnership is not limited. 8. Mark A. Linnebur, as President, and Frank B. Linnebur, as Vice-President, arc authorized to execute any and all instruments on behalf of Progressive Farms Management, Inc., as the General Partner of L & S Capital, Ltd. EXECUTED this October / , 2012. PROGRESSIVE FARMS MANAGEMENT, INC., a Colorado corporation � � BY: -ii. / • i r,./��'t i z' � CL'r Frank B. Linnebur, Vice-President STATE OF COLORADO ) ) ss. COUNTY OF ,. . ) The foregoing instrument was acknowledged before me this October _ , 2012, by Frank B. Linnebur, as Vice-President of Progressive Farms Management, Inc., a Colorado corporation, on behalf of said corporation. Witness my hand and official seal. Notary Public o111utnla///,�� O9 LeEk�''i•, `` •.•••N•••••+. -1-4A '*. My commission expires: z cx • % Q ;• f1O TA g i tog:,o, t``` r Z BLIG41 ett: -57.). ..... ,.•• O I, CO LO A\�� /!111111111 DEPARTMENT OF PLANNING SERVICES 1555 N 17th AVE GREELEY, CO 80631 PHONE: (970) 353-6100, Ext. 3540 COLORADO FAX: (970) 304-6498 AUTHORIZATION FORM I p- s, rt to x/1'4 j- 71, represent Sac aa Crate-. _ for the property (Agent/Applicant) (Owner) located at 5 ar`o ---.> LEGAL DESCRIPTION: SEC '- TWN 5 RNG ' t \-/1/4( • spietvitioN NAME: b `1? 901 I Ooo 0 3 LOT BLK I can be contacted at the following phone #'s: Home Work •*5 c • 7S t `' •1 z- Z Z• Fax # The property owner can be contacted at the following phone #'s *rile f 20 - 4 2 & • 1 go 2 Work ` -Zc • 22S - LpCa3 � Fax # Correspondence mailed to (only one): Agent/Applicant ❑ Property Owner DATE q • I • <<'f. OWNER'S SIGNATURE ( ;I;" 01kr::l:;:≥\\ DEPARTMENT OF PLANNING SERVICES 11111D 1555 N 17th AVE GREELEY, CO 80631 0 PHONE: (970) 353-6100, Ext. 3540 • FAX: (970) 304-6498 COLORADO AUTHORIZATION FORM �,�o Pro5s inn5"..-4 • X.,c - represent � � S C4 as L-c for the property (Agent/Applicant) (Owner) located at 'Q¢e n 9 ff 9 o * 1 0 ° 003 • of 5E Ve+ LEGAL DESCRIPTION : SEC TWN RNG 6 I w SUBDIVISION NAME : N /i\ LOT ,- BLK I can be contacted at the following phone #'s: H9mg Work 5o3 . Xl '9 • 1 2- 2Z- Fax # The property owner can be contacted at the following phone #'s Home `/ X Work 72-J9 244 & 775— Fax # Correspondence mailed to (only one): Agent/Applicant IProperty Owner DATE 11/39,/ �/OWNER'S SIGNATURE �� Pee_r_cce- rte 6.7ti_c /tit- htc ce,a NA A l t, TA res. 5T1r-kv,. u/Hlt� � N4it4�r ►_,S . r. < � ,crr-dirk tc. - 4i0 3Go 2v . 2a.4-h . r goCc3 `I tM n'. L '. Cg51mo -n ; nL e 43arra•, 1 . "' .{, Exhibit A Use by Special Review Application The Pronghorn Compressor Station leased site encompasses 642.48 acres located in the SE 1 /4 of the SW 1 /4 of Section 7, Township 5 N, Range 61 W, of the 6th P.M. , Weld County, Colorado. The leased area will consist of approximately 3.67 acres. Bonanza Creek : Pronghorn Compressor Communication Tower USR15-0001 : The communication tower will be up to 100' tall ( may end up being shorter) but 100' is the maximum height needed . Technical need : The tower is needed for safety and security reasons associated with telemetry communications between the site and associated wellheads and for communications/data collection back to a central Bonanza Creek office. Type of construction : Guyed steel lattice tower Number of antennas : Probably two initially (one dish for communications back to a central office , and one Omni-directional `stick-type' for equipment within the site) . Eventually could have as many two small antennas for communications to associated wellhead equipment. Collocation : Because the tower is within the fenced process area , (unmanned facility) unescorted access to the tower by non-Bonanza Creek personnel would be prohibited for safety reasons . Collocation of antennas owned by other companies would not be feasible . Introduction Bonanza Creek Energy, Inc. , is in the process of further expanding operations in Weld County, Colorado. This expansion will include a new compressor station in the eastern portion of the County, designed to collect raw gas from surrounding gathering systems and compress the gas for delivery to a gas processing plant. This Use by Special Review (USR) permit application addresses this facility. to be known as the Pronghorn Compressor Station. The Pronghorn Compressor Station will be located within the SE 1 /4 of the SW 1 /4 of Section 7, Township 5 N, Range 61 W, of the 6th P. M. , Weld County, Colorado. The subject parcel (Parcel #096907100003) is currently owned by L & S Capital Ltd. Bonanza Creek has entered into a long-term lease arrangement for the property with the owner and intends to commence construction of the compressor station in January 2015 and complete construction in December 2015. The leased area of the site is 3.67 acres. After construction, the project site will be fully fenced and the area inside the fence will be graveled. Any disturbed areas outside the fence will be re-vegetated with native grasses. After construction, the site will be unmanned. Because the site will not be permanently occupied. sewage and drinking water will not be provided (although portable sewage units and bottled water will be provided on-site during construction and one portable sewage unit will remain on-site upon completion of construction). In the event of a fire, water or chemical retardants will be transported to the site by the Wiggins Rural Fire Protection District. Weld County code requires noise levels for industrial or construction sites to be below 50-55 dB(A) from 7:00 a. m. to 9:00 p. m. and below 50-55 dB(A) from 9:00 p. m. to 7: 00 a. m. Bonanza Creek does not foresee exceeding these limitations during the construction or operation of the Pronghorn Compressor Station. 3 Exhibit D • USR Questionnaire 1 . Explain, in detail, the proposed use of the property. Bonanza Creek Energy, Inc., is in the process of further expanding operations in Weld County, Colorado. This expansion will include a new compressor station in the eastern portion of the County, designed to collect raw gas from surrounding gathering systems and compress the gas for delivery to a gas processing plant. This Use by Special Review (USR) permit application addresses this facility. to be known as the Pronghorn Compressor Station. The Pronghorn Compressor Station will be located within the SE 1 /4 of the SW 1 /4 of Section 7, Township 5 N, Range 61 W. of the 6th P. M. , Weld County. Colorado. The subject parcel (Parcel #096907100003) is currently owned by L & S Capital Ltd. Bonanza Creek has entered into a long-term lease arrangement for the property with the owner and intends to commence construction of the compressor station in January 2015 and complete construction in December 2015. The leased area of the site is 3.67 acres. After construction. the project site will be fully fenced and the area inside the fence will be graveled. Any disturbed areas outside the fence will be re-vegetated with native grasses. After construction, the site will be unmanned. Because the site will not be permanently occupied, sewage and drinking water will not be provided (although portable sewage units and bottled water will be provided on-site during construction and one portable sewage unit will remain on-site upon completion of construction). In the event of a fire, water or chemical retardants will be transported to the site by the Wiggins Rural Fire Protection District. Weld County code requires noise levels for industrial or construction sites to be below 50- 55 dB(A) from 7:00 a.m. to 9:00 p.m. and below 50-55 dB(A) from 9:00 p.m. to 7:00 a m. Bonanza Creek does not foresee exceeding these limitations during the construction or operation of the Pronghorn Compressor Station Explain how this proposal is consistent with the intent of the Weld County Code, Chapter 22 of the comprehensive plan. The proposed use is consistent with the cornprehpnsive plan 's intent to foster development of the natural resources of Weld County. Given the limited size of the property (only a 400'x400' area of the 642. 48-acre parcel will be disturbed after construction is completed). the proposed use shout have minimal impact on the surrounding land, which is currently used for open range nd oil and gas facilities. 3. Explain how this proposal is consistent with the intent of the Weld County Code, Chapter 23 (zoning) and the zone district in which it is located. The proposed use is consistent with the intent of the agricultural zone district, as it will foster the development of oil and gas resources while minimizing the impact on agricultural uses. Pursuant to Section 23. 3 20 of the Weld County Code, oil and gas production facilities are a permitted use by right in this zone 4. What type of uses surround the site (explain how the proposed use is consistent and compatible with surrounding land uses). The site is located in an area of the County used primarily as pasture land and for various oil and gas operations and facilities. The site is surrourded by livestock grazing areas. Pursuant to Section 23 3. 20 of the Weld County Code, oil and gas production facilities are a permitted use by right. By keeping the compressor footprint small, it is intended that surrounding agricultural and grazing areas will not de affected by the compressor station's presence. 5 Describe, in detail, the following: a. Number of people who will use this site. The site will be normally unmanned, but will usual& be visited once a day by one technician for (typically) 60 to 90 minutes to check equipment meter readings and perform routine maintenance. b. Number of employees proposed to be employed at this site. The site will be unmanned. c. Hours of operation. 24 hours a day, seven days a week, 365 days a year: d. Type and number of structures to be erected (built) on this site. The following process equipment will be installed as part of the protect: (4) Natural gas compressors (2)Slug Catchers (1) Kick-out Drum (1) 3- Phase separator (2) Generators (1)Glycol Heater (3) Pig receivers (1) VRU Building - future (2) Vapor recovery units (1) Emergency flare (1) Vapor Recovery Tower (2) inlet scrubbers (4) Condensate storage tanks (2) Discharge scrubbers (2) Produced water storage tanks (1) Fuel gas scrubber skid (V Underground water vaults (1) Gas lift scrubber (4) Environmental Combustor Devices (1) Communications tower - future (1) MCC Building (1) Instrument Air Skid (1) Compressor Building - future (1) Instrument Air Building - future e. Type and number of animals, if any, to be on this site. Norm . f. Kind of vehicles (type, size, weight) that will access this site and how often. There will be one pickup truck on site for 60 to 90 mi utes per day. One tractor-trailer rig will access this site approximately every oth r day to haul condensate or produced water from the site using a proposed pe mitted access via the adjacent existing graveled road located within the future Coun y Right of Way g. Who will provide fire protection to the site? The Wiggins Rural Fire Protection District is the responding fire department for this proposed compressor station_ Water or fire retardants will be transported to the site in the event of a fire. h. Water source on the property. During construction, the contractor will supply potable water by Deep Rock Water Company. Water will not be provided on-site after construction. The site is unmanned and will not require water utilities after construction. i . Sewage disposal system on the property. During construction. the contractor will supply porta le sewage disposal units to he provided by Waste Management. The site is unman ed and will not require sewage disposal after construction. although a portable toile will be provided on-site for use by Bonanza Creek employees visiting the site. The toilet will be serviced by a waste removal company licensed by Weld County (S&B Ponta Bowl). j. If storage or warehousing is proposed. what type of items will be stored? Oil and gas waste/by-products will ue temporaii y stored on-site in the following containers: 500 bbls produced water tanks - 2 500 bbls used engine oil tanks — 4 Spent filters General refuse 6 yd. - 1 Chemicals to be stored. 500 bbls condensate tanks - 4 1000 gal methanol tank - 1 3780 gal lube oil tank - 4 3780 gal coolant tank - 4 150 bbls Tn-Ethylene Glycol (TEG) tank — 1 500 bbls produced water tanks - 2 1000 gal corrosion inhibitor - 1 1000 gal paraffin inhibitor - 1 6. Explain the proposed landscaping for the site. No landscaping is planned. 7. Explain any proposed reclamation procedures when termination of the USR activity occurs. At completion of construction, the disturbed area outsid of the fenced boundary will be re-vegetated with native grasses. The area inside the fen ed boundary will be graveled. If operations at the site were to cease, Bonanza Creek wid)uld follow regulations regarding site abandonment and reclamation as outlined by the COdGCC. 8. Explain how the storm water drainage will be handled on the site. The site will be graded such that storm water will flow Into an approved Water Quality Control Volume (WQCV). All starmwater runoff from he compressor station will be collected via ditches routed to the WQCV pond on the outheast end of the site. Runoff from a storm will be collected in the pond and detained (no longer than 24 to 72 hours) until a Bonanza Creek technician can observe the wetland verify there is no evidence of contamination. Best Management Practices for erosion control will be utilized at the site. 9. Explain how long it will take to construct this site and when construction and landscaping is scheduled to begin. Construction is expected to .ast one year from December{ 2014 through December 2015. 10 Explain where storage and/or stockpile of wastes will occur on this site. Wastes will not be stockpiled on-site. Any wastes produced will be containerized and removed from the site in a timely manner. Bonanza Creek contracts with Coastal Chemical Company LLC for any oil waste removal - Phone: 970-352-7664., address: 122 E. 4th St. , Road, Greeley, CO 80631 11 . Please list all proposed on-site and off-site improvements associated with the use (example: landscaping, fencing, drainage, turn lanes, etc.) and a timeline of when you will have each one of the improvements completed. Proposed on-site improvements associated with the Pronghorn Compressor Station: - Chain link fence surrounding the entire compressor station will be installed as shown on the drawing: Timeline: Permanent fence will be installed 8 months from construction start. - Silt fence will be installed (buried 6" deep) prior to any grading work being started. BMP's will be in place as well as the water quality control volume (WQCV) pond as outlined in our drainage and erosion control plans included. Timeline: Silt fence will be installed Immediately upon receipt of the grading permit and the WQCV pond will be installed within 6 weeks of the start of the grading work. No off-site improvements are associated with the Pronghorn Compressor Station. Waste handler and disposal facilities contracted by Bonanza Creek Enemy are: Used oil and spent filters: Coastal Chemical, 122 E. 4th St. , Road, Greeley, CO 80631 970-352-7664 Hauler: Produced water, Northern Plains Trucking, 1352 Factory Dr. , Ft. Lupton, CO 80621 970-351 -8870 Destination: Produced water, High Plains Disposal, 17754 WCR 32, Platteville, CO 80651 970-785-8189 General Refuse Hauler: Waste Management, 500 E. Vine Dr. , Ft. Collins, CO 80524 970-482-6319 General Refuse Destination: Waste Management, 40000 WCR 25, Ault, CO 80610 970-686-2800 Exhibit N Preliminary Traffic Statement For remote sites in agricultural rangeland areas, the Weld County Planning Department has typically not required a detailed Traffic Study for the limited traffic created at an unmanned site. Such a study for the Pronghorn Compressor Station site is not warranted due to the remote location of the site. However, a brief traffic impact summary follows: Traffic Impact Narrative Bonanza Creek Energy, Inc. , proposes to construct and operate a natural gas compressor station on undeveloped rangeland property about 15 miles east of Kersey, Colorado. The site is located about 1 mile west of Weld County Road 89. Access to the site will be via an existing gravel road on the south side of the property leading to an existing access point on WCR 89. Since traffic impact on the existing gravel road will be minimal, Bonanza Creek has no plans at present to modify the road or the access onto WCR 89. (See the Overall Vicinity Map that shows the existing road access, existing gravel road and the proposed access into the site. ) Traffic Impact During Construction Construction of the site will occur roughly between June 2014 and mid-2015. During construction, an average of 25 passenger cars and trucks will visit the site daily during the workweek, roughly coinciding with typical work hours of 6 a.m. to 6 p. m. The majority of the trips in and out of the site will occur at the start and end of typical work days. The daily traffic will come from the south (generally from Greeley and surrounding areas) traveling east on Highway 34; north on WCR 89, and then north on the existing gravel road to the site. Construction traffic will leave the same way at the end of the work day. Truck traffic generated during construction will consist primarily of delivery trucks for construction equipment and materials. We would anticipate an average of two trucks per day of various sizes. Occasionally, the trucks will include large semi-trailers with delivery of equipment vessels. Truck traffic will be required to follow the same route in and out as described above. To reduce dust from traffic during construction, Bonanza Creek typically requires the contractor to water the gravel road leading into the site as necessary. Traffic Impact After Construction as Continuing Operations Once the compressor station becomes operational, traffic will be minimal. Since the plant is normally unoccupied, the only passenger truck traffic will be visits from site technicians to monitor equipment, at a rate of approximately one passenger truck per day. Since Bonanza Creek has other facilities in the area, the daily traffic will likely include a mix of visits as described above and some traffic from CR 89 from the north. Most of the hydrocarbon product processed within the compressor station will be natural gas coming in and leaving via buried pipeline. However; the facility will remove a certain amount of water (called `produced water) and liquid hydrocarbon condensates from the natural gas stream. These materials will be trucked out of the facility approximately every other day using (typically) 5,500-gallon tanker trucks. The tanker trucks will enter and leave the facility via WCR 89 as described above. FOR COMMERCIAL SITES, PLEASE COMPLETE THE FOLLOWING INFORMATION BUSINESS EMERGENCY INFORMATION: Business Name: Bonanza Creek Energy Operating. LLC.. Pronghorn Comp. Station Phone: Address: V%CR 58 and WCR 87 (1.4 miles west of WCR 89) City, ST, Zip: east of Kersey, CO Business Owner: Bonanza Credo Energy. Inc. Phone: 720 44O 6100 Home Address: 410 17th Dtreet, Suite 1400. City, ST, Zip: Denver, CO 80202 List three persons in the order to be called in the event of an emergency: NAME TITLE ADDRESS PHONE Allen Jones Senior Mgr/Field Operations 410 17th St.. #1400. Denver, CO 80202 P: 720-225-6638 Paul Mansur Production Foreman 410 17th St., #1400, Denver, CO 80202 P: 720-225-6638 Jenar Jasso Corporate Safety Manager 410 17th St., #1400, Denver, CO 80202 P: 720-225-6638 Business Hours: site runs 24/7. but is normally unmanned Days: 7 days per week Type of Alarm: None Burglar Holdup Fire Silent Audible Name and address of Alarm Company: none. But site is remotely monitored by Bonanza's home office. Location of Safe: none ft/R lift Or**ttt****1MOr* **tt**** it*t►**-**tK* *-* ***t*it**t*Kf rtk tit PR****** It inttR**ft Rlt tit Mt*frit It*tint M1*R*sr*tnt**Int**it mta it*tor r* MISCELLANEOUS INFORMATION: Number of entry/exit doors in this building: no bldg Location(s): N/A Several egress man-gates are provided around site periphery. Is alcohol stored in building? NO Location(s): Are drugs stored in building? NO Location(s): Are weapons stored in building? NO Location(s): The following programs are offeretaila public service of the Weld Coun riff's Office. Please indicate the programs of interest Physical Security Check .of Prevention Presentation UTILITY SHUT OFF LOCATIONS: Main Electrical: __-_-- Gas Shut Off:___ Exterior Water Shutoff: piped water at site. Interior Water Shutoff: No piped water at site. <(>, CO--) 441/,` Weld County Public Works Dept. .s.* - -1- 1111 H Street �, P.O. box 758 ACCESS PERMIT \. - ' Greeley, CO 80632 APPLICATION FORM �- e 'N or} Phone: (970)304-6496 — - Fax: (970)304-6497 Applicant Property Owner (If different than Applicant) Name Christina White Name L & S Capital LTD Company White Engineering. Inc. Address 800 US Highway 36 Address 3620 W. 10th Street, Suite 410 City Byers State CO Zip $Q143 City Greeley State CO Zip 80634 _ Phone 303-748-7028 Business Phone 503-819-1222 Fax - Fax -- E-mail 7487028 o gmail.com _— E-mail casimoninc@gmail_com ♦ = Existing Access A= Proposed Access Parcel Location & Sketch , i The access is on WCR 58 I _ J - _ Nearest Intersection : WCR 58 & WCR B9 WCR /at Wc, - 14. r -- — _un®vlt.T Distance from Intersection 1 ,5 miles west Parcel Number _ 096907100003 l j r Section/Township/Range 7 / 5N / 61W t ce to Is there an existing access to the property? 6-DNO N ,5 I 3 I Number of Existing Accesses 1 5(1 i Road Surface Type & Construction Information -- - Asphalt Gravel X Treated Other WCR 58 (vnmA1YtrAi6bt ) Culvert Size & Type None I Materials used to construct Access Gravel Construction Start Date 12-1-14 Finish Date 1 -31 -15 Proposed Use o Temporary (Tracking Pad Required)/ $75 o Single Residential/$75 o Industrial/$1S0 )Q Small Commercial or Oil & Gas/$75 o Large Commercial/$150 o Subdivision/$ 150 C3 Field (Agriculture Only)/Exempt Is this access associated with a Planning Process? o No i?4 USR u RE ❑ PUD o Other Required Attached Documents - Traffic Control Plan -Certificate of Insurance - Access Pictures (From the Left, Right, & into the access) By accepting this permit, the undersigned Applicant, under penalty of perjury, verifies that they have received ail pages of the permit application; they have read and understand all of the permit requirements and provisions set forth on all pages; that they have the authority to sign for and bind the Applicant, if the Applicant is a corporation or other entity; and that by virtue of their signature the Applicant is bound by and agrees to comply with all said permit requirements and provisions, all Weld County ordinances, and state laws regarding facilities construction. Signature ----%%V; ,.. ` -&-,0. --..._. Printed Name. - e iMA *11 it _ Date i_o 2 ' ( i Approval or Denial will be issued in minimum of 5 days. Approved by _ Revised Date 6/29/10 Exhibit Weld County Road Access Information Bonanza Creek personnel will access the site from WCR 89 via an existing private access gravel road. Ail contractors and employees will follow safety recommendations made by the Weld County Public Works Department. Guidelines used by contractors for Bonanza Creek in the past to ensure the safety of other drivers using the roadway include: • Construction on the access road will only occur during the day. • Appropriate signage will be placed 500 feet from the construction site to warn drivers from both directions of upcoming construction. • As a general guideline, vehicles and equipment will not block county roads. If equipment is expected to temporarily obstruct traffic, cones will be used to direct traffic around the obstruction. If required, a Public Works permit will be obtained to comply with any traffic issues. ' i . -t. .� ►tea as. . .. .1 :I•: : ... of .4i,:-i•} • aft. . __' T� .� __ �, �• • v ) • A + I. J.. - / M - ►�i am' -• '„ • .y-n , 14 ' 1 l 148• " w • ti• • k T • a a ' I i.4 vi • it . 1. Intersection of CR 89 at CR 58 ( unmaintained) showing site distance to the north before entering intersection from the west r i:; tit ,t 4 D ,1 L. •Y 1 . •4 Nos •,_ • 1. I. ,k . •' r •\ `.• .• 2. Looking north from intersection along CR 89 a liarisinviessigrisetroposbn- ... _, . _ _ _ __. _ at . _ _ _ .. . . ______ _41 4;,.WI italit . * * - me+. .....!all.•-•-•Ili • ' - nro*.elor1"4"..C..........„.„...- te -sue / s. • • :1 �, • '•`I w — \•tea `y _ 1 .. K. j • • ..► • t • I' . • •. ,.4 ]f • '� •1:=yam +_.. .� ._ .' • `. `Y �• r. ... l \1 . . .� r��?••I •. •.-N• .. . ' • 3 . Looking south along CR 89 from intersection r ' II 08‘01. r< a .s. Ill 1ZtT '7 • :.. 1 ' ' •.1. fact l 1 . • • \ �� h . �, 4. Looking east along CR 58 1ti 7� •--! ... r."Gi . ..mss t . ' . I ellai, _ • •, • . , _ 3 i • : i ./ fiats : - W i * ; - I' `; `• .•1 f - ' , g j . r/ r gete . i -' \ 5. Looking west along CR 58 from intersection L ,e. . ----- _ ' - -- . _ "' . _ ;o , -b-• _ - ..._.. I . • ter- _ . ri.....a II •I - '• f• i - , . . • • t -1.. I bid .44 77 4'J • • t , 6. Site distance looking south from a point about 20 ft back from CR 89 Exhibit 0 Waste Handling Plan Liquids from oil & gas production and miscellaneous chemicals that will be used on-site include: • Condensate (in four 500 bbls tanks) • Methanol (in one 1000-gallon tank) • Lube oil (in four 3780-gallon tanks) • Coolant (in four 3780-gallon tanks) • Tri-ethylene glycol (TEG) (in one 150 bbls tank) • Chain oil (lubricant) • Diesel fuel • Gear oil (lubricant) • Grease (lubricant) • Hydraulic oil (lubricant) • Motor oil (lubricant) Oil & gas waste byproducts: • Produced water (in two 500 bbls tanks - every two weeks) • Corrosion inhibitor (in one 1000-gallon tank - every two weeks) • Paraffin inhibitor (in one 1000-gallon tank - every two weeks) • Used engine oil (3780 gallons every six months) • Spent filters (every six months) • General refuse (6 yards monthly) Waste generation at the Pronghorn Compressor Station will be negligible. Bonanza Creek containerizes all waste and contracts with Coastal Chemical (970-352-7664) for its disposal. A spill prevention, control, and countermeasures (SPCC) plan was developed to outline appropriate actions in the event of a spill. The plan was specifically developed for the Pronghorn Compressor Station prior to initiation of start-up activities. It covers secondary containment requirements, response actions, and waste disposal in the event of a spill or release. Bonanza Creek has detailed policies and procedures in place which are followed in the event of any spill or release. The SPCC plan is written in accordance with requirements set forth by the Environmental Protection Agency. Exhibit P Dust Abatement Plan During construction, water trucks will be used to maintain dust suppression at the Pronghorn Compressor Station. Also, a stormwater management plan will be followed to mitigate soil erosion and sediment transport during the construction phase. After construction is complete, the site will be stabilized using native vegetation outside of the fenced area. Areas within the fenced boundary will be graveled, as will the access drive. If necessary, a water truck will be used to control dust during and after construction. Exhibit Q Flood Hazards The Pronghorn Compressor Station site is located in Section 7 on the FEMA Flood Insurance Rate Map below. With the exception of a small portion of the southeast corner of the parcel, the entire project site is located in Zone C, above and outside of designated flood plain areas. 4->\. I ` y,) APPROXIMATE SCALE I( 2000 i N C 6 if 5 \T hTINAl UM INS■!�E P10cur ELLU1 1 I J 1 ‘ ' ' ie°.- \ FIRM I- l FLOOD INSURANCE RATE MAP I \ 1 � 1 I I COUNTY, II COLORADO I ZONE C 1 II UNINCORPORATED AREA I PANEL 700 OF 1075 1 ) ) . f II I11a Vwr r.la / r..n..••t.\rrir •nr , , , I II -JI , , ...4-SITE . _- _-", -- t--..===-_======:-. ._ I ' T ii PANEL NUMBER II COMMUMITY080266 07009 II MAP REVISED: I ite Il —3/4%.-----.... SEPTEMBER 28 1982 I I I 17 .._ 18 III i fides el a,nttpa rt rcy napinwl neRy� ZONE A I I� I I II ✓ "main awe up M•unto es lie Mar t.�Yttictq taw red. - I I liar• d-...a t.Oar d.a.dr•ttt Ott Le* Wn da s ea.nNat cnr.; .. I a r wta**Ana on" fin tern r.*t tienern is***Ora ea t•. 1st UKS •Ma'•eras'meat e' . rr senattren•isms,v✓s•.1 11 _P•gen•Saud r•.N a-n• tin? MA r'lul %It..:t•.•♦e1 ss.-. 4... ,• • Fe 4 k � , � U • t r I • 4••Fa I t) iv t� . k' • 1 `I 'S � . i $ • 1• I• y r i~� ► ,. 4• r t +rtr ' 4- t •, • ,, • r •lib ' ir , N1/4 ' itip, 4,404-A4 'Yoer r.,. `• r.. • '• . % ` I , • i '•.,� Jd , .. M_" + - - I:^t F , •y ' ,I .' tiiiiii •c` . ii L to it i i'15*-1 4 1 . t ;1!tr• I - � , C. sa le.' • ts,r /4;7. ♦ I lip t' ,�, • 4 �! • 1 as ` G, ilii . ,. . " r ' , I• ` I0eir • • y' !i_ - %' " AFMMt % r .tl I I • ..-.t - • . •• _ .r•2 • # , • a y , A . '" i Legend s _ Xj,. _ n I •-- • Approximate Stream Location 9 - I - + Approximate Section Line Location 0: _ 600 WA Approximate Floodplain Location , 1 in , LL) _ El Approximate Site Location iii co BONANZA CREEK ENERGY OPERATING, LLC Project No.. 133-92625.14006 (NI rn [alt I TETRA TECH PRONGHORN 24-7 BOOSTER STATION Dale: APR 25, 2014 -T WELD COUNTY, COLORADO Designed By. JJA o www.tetratech.com r Figure No. ui 1900 8. Sunset Street, Ste. 1-E APPROXIMATE FLOODPLAIN ro Longmont Colorado 80501 2 PHONE: (303) 772-5282 FAX: (303) 772-7039 AND SITE LOCATION Q Exhibit R • Geologic Hazards The Pronghorn Compressor Station site is not within a defined geologic hazard area. According to the Weld County Property Information Portal, the nearest geologic hazard area is near the city of Frederick and is approximately 39 miles from the proposed compressor site. .,Ir'n'r,10' Ceramt Acipt. f - 0oie!o, i 0 0 or ) I IMF Mrill• •r tut one r 4..• wN s ► CD) t In ,oil Colette L itlnrt/;� 4111 4,. IuulAl,poll -� pp I i I '�Ja' \ Glcoley%Veld,• .•I1 \ �R Y a- CoAlrpml ' SITE f Sall. ,� ' ! . .tr"s.-•� Wallow huttornntslew ' JtJvoisldr• tt��l. f 39.46 1 .t rr� . 2 15 • 111 .' , .r ,..r Y. IMO ft':I/ ( il fri .i' I 1 • r 61 dIr�11H . ./ i -.O% ..... .-- .41 + V,VIsct,�r,Y,tl�i ! '� _ 1 - Alrpoit I $ • 1i (Jlror ' ,ly eAkl' f 1' Vii iiir:- 4rlp , sz 1` .tb r'tutluptor , Oa,dlnu r tAt,/ 6 I• • n ////IhJ f I ' � J 1 f `1 1. I , 1 1}14.R/ I _ _zil .- - i ti rpM/ , / • • . f1ELO . ti CC I J0IkOe}- IO�711GLET12)J/s I; I Airport - ///�j! Ornvcr !nn e , ' J (0� t aT fr)7: ,t•0� Airport 5 I •, ' '� sr: .� ` Fr' / + 4 .E SOIh Av., a i 1. -- K�e,<At.I?lei'I ;,_ .•¼ /(1p4 ' i irons, Rd , ' Westrhinster� j �,� I • - Copyright 2011 Weld County Govemmenl AI rights reserved Sun May 18 2014 1 25422 Pty% Weld County Planning Dept. • \PM,/ 1555 N. 17�h Avenue 1 � - GRADING PERMIT h r, p Greeley, CO 80632 c u 1 Phone: (970)353-6100 APPLICATION FORM Fax: (970)304-6498 Applicant Property Owner (If different than Applicant) Name Hugh Barry Name Company Rose Rock Midstream Field Services Address Address 23751 CR 30 City State Zip city Hudson State CO Zip 80642 Phone Business Phone 405-945-6338 E-mail E-mail hbarry@SEMGROUPCORP .COM Signature Project Location Job Site Address 23751 CR 30, Hudson, CO, 80642 Parcel Number 1213-24-4-00-011 Section/Township/Range 24-3-65 Access Location: Site Accesses onto CR 30 (East, West, North, South) of CR 49 Project Information Is this a Use by Right or Planning and Zoning Case? it Use by Right EPlanning and Zoning Case Planning Land Use Case # (if applicable) MUSR14-0025 Is this in a Floodplain (verify with Planning Department)? (Yes-No) If yes enter your permit number (FHDP) # Description of Work Being Done Rose rock is constructing a new office facility onsite. The improvements include the construction of a parking area and detention pond . The office will house 15 employees . Construction Start Date March 2015 Finish Date December 2015 Acreage Disturbed by Project: +/- 8 Acres Required Submittal Documents Grading Permit Application Form Plans: include (1) 11"x17" set (wet ink stamped and signed by Colorado PE) & (1) Electronic Copy (PDF Format) • Grading Plan — contours labeled with elevations show any ponds or ditches • Erosion & Sediment Control Plan — showing placement of all BMP's to be installed • Typical BMP Installation Details & Notes — for all BMP's to be installed Construction Stormwater permit from Colorado Department of Public Health & Environment (CDPHE) ' Fee (To Weld County): 1-5 Acres/ $50 5-20 Acres/$100 20 Acres or Greater/$200 + $1 per acre over 20 Pursuant to Weld County Code Section 8-12-60, the Weld County Department of Planning reserves the right to deny issuance of a Grading Permit to Applicant if the Applicant has not received final approval of any required land use application and/or prior to the satisfaction by Applicant of the terms and conditions of any approved land use application. By submitting this Grading Permit application, the undersigned Applicant, under penalty of perjury, verifies that: (1) they have received all pages of the Grading Permit application; (2) they have read and understand all of the permit requirements and provisions; (3) they have the authority to sign for and bind the Applicant if the Applicant is a corporation or other entity; (4) by virtue of their signature, the Applicant is, upon issuance of a Grading Permit by Weld County, bound by and agrees to comply with all Grading Permit requirements and conditions and all applicable Federal, State, and Weld County statutes, /rules,aand regulations. 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Z • 1 l o. / ;.S � S: U b = s 0 to ,:•• : Z e Q :•.'•'•:.• Y i e `Z �•N�•N�• qV < h ~ NN••.. @ Z gY tLUIhL lit i = ..., J W 3 a . , vsC ER:.ea # JH Ii ' el ii ii J s P^ ��„ C • ;pit tAil O U `L r Ili " U ll r '3/ li' 0 lilt, 4 J ce 1 tn x u _: rxt W W : 3` — I�- .T.V v„� ti \ Y =H 4-:.:-.&..A., • p i� `--te e 8� l.'f�f Q� m -- g Q III .Y N § ~ h�/�% 'Si �# i li 1- O • 18 i • C D _: [ a , .� l S'> p > d Q � W 4 \\:\ de\.k‘t, Z C R,, 00 Z �i,by l�,\ t\ $ 171 o` it o 3 N J O ��°q F wht6 uP \ ad ` ll dCL h d`a Z O W ee $b =f,i �� w t l\ 'a 89e gv IiejtcJbJI:i 4 ar 1 a Oi_ I�VerCO g &1 \\\\ teel— a it w i vvv�`� lE WNI 104.1.Y IN MO 41.4.30 N01WJ1900439T113319'QYnP000,1t,I/ol-Ctitj 1K11 d' 1YliCZCM0r94R !Y COLORADO •: �,, ./ Department of Public ``+'??,,' Health Et Environment Dedicated to protecting and improving the health and environment of the people of Colorado Peter Schwiering, COO Rose Rock Midstream Crude LP 3030 NW Expressway Ste 1100 Oklahoma City, OK 73112 DATE: 1/21/2015 MEMO RE: Certification, Colorado Discharge Permit System Permit No., COR030000, Certification Number: COR03N278 DIVISION CONTACTS: Lillian Gonzalez, Environmental Protection Specialist, at 303-692-3655, or Karen Harford, Admin, at 303-691- 4019 ATTACHMENTS: Certification COR03N278, General Permit, Highlight Sheet, Inactivation form The Water Quality Control Division (the Division) has reviewed the application submitted for the Platteville Truck Unloading Facility facility and determined that it qualifies for coverage under the CDPS General Permit for Stormwater Discharges Associated with Construction Activities (the permit). Enclosed please find a copy of the permit certification, which was issued under the Colorado Water Quality Control Act. FEE INFORMATION: The Annual Fee for this certification is $245.00 [category 7, subcat 9 — Stormwater Construction per CRS 25-8 -502] is invoiced every July. Do Not Pay This Now. The initial prorated invoice will be sent to the legal contact shortly. CERTIFICATION RECORDS INFORMATION: The following information is what the Division records show for this certification. For any changes to Contacts — Legal, Facility, or Billing — a "Notice of Change of Contacts form" must be submitted to the Division. This form is also available on our web site and must be signed by the legal contact. Facility: Platteville Truck Unloading Facility WeldCounty Construction Activities Oil and gas production Legal Contact (receives all legal documentation pertaining to the permit certification): Peter Schwiering, COO Phone number: 405-945 -6350 Rose Rock Midstream Crude LP Email: pschwiering@semgroupcorp.com 3030 NW Expressway Ste 1100 Oklahoma City, OK 73112 Facility Contact (contacted for general inquiries regarding the facility): Benjamin Olszewski,Mgr Phone number: 405-945-6325 Rose Rock Midstream Crude LP Email: bolszewski@semgroupcorp.com 3030 NW Expressway Ste 1100 Oklahoma City, OK 73112 Billing Contact (receives the invoice pertaining to the permit certification): 1 Peter Schwiering, COO Phone number: 405-945-6350 Rose Rock Midstream Crude LP Email: pschwiering@semgroupcorp.com 3030 NW Expressway Ste 1100 Oklahoma City, OK 73112 € ADMINISTRATIVE CONTINUATION EXPLANATION: I The Division is currently developing a renewal permit and associated certification for the above permitted facility. The development and review procedures required by law have not yet been completed. The Construction Stormwater General Permit, which expired June 30, 2012, is administratively continued and will remain in effect under Section 104(7) of the Administrative Procedures Act, C.R.S. 1973, 24-4-101, et seq (1982 repl. vol. 10) until a renewal permit/certification is issued and effective. The renewal for this facility will be based on the application that I was received 1/20/2015 The expiration date identified on the enclosed certification (6/30/2012) is correct; all effluent limits, terms and 1 conditions of the administratively continued permit are in effect until the renewal is complete. 4300 Cherry Creek Drive S. , Denver, CO 80246- 1530 P 303-692-2000 www.colorado.govicdphe 4 COPPHHE f John W. Hickenlooper, Governor I Larry Wolk, MD, MSPH, Executive Director and Chief Medical Officer CO W a4; o. "•,, ,, CERTIFICATION TO DISCHARGE * X676 Colortdo De Went UNDER ofPublic eatt4► CDPS GENERAL PERMIT COR-0300000 uidEnv onment STORM WATER ASSOCIATED WITH CONSTRUCTION ACTIVITIES Certification Number: COR03N278 This Certification to Discharge specifically authorizes: Rose Rock Midstream Crude LP to discharge stormwater from the facility identified as Platteville Truck Unloading Facility To the waters of the State of Colorado, including, but not limited to: Box Elder Creek- South Platte River Facility Industrial Activity : Oil and gas production Facility Located at: 23751 CR 30 Hudson CO 80642 Weld County Latitude 40.205 Longitude -104.607778 Specific Information (if applicable): Certification is effective: 1/21/2015 Expiration Date: 6/30/2012 *ADMINISTRATIVELY CONTINUED This certification under the permit requires that specific actions be performed at designated times. The certification holder is legally obligated to comply with all terms and conditions of the permit. This certification was approved by: Lillian Gonzalez, Unit Manager Permits Section Water Quality Control Division *explanation of Adrnin Continued in cover letter Page 1 of 22 na am eta narla , - r 0 .. - o x - . - c s o . 0 a w . c < * 0 . . . a I . . . . . . . 1 . . . . . . . . . . . 1 . . . 1 . . . l I I II -- . so---0-Is--z • , . -. hi 4 I II = X f 7 z :. ., 5 $ 1 -- 1( I ! . • E.0.00•-0' . a- Se I I1 :. • g • I I I > -- VI ca X1 •••••• I , 0 � • • �I Y / ` . I • E-2�00•� 1" ij• 1 ! ier>....• / • ([ZZ i �— Pt ft _ a ,• %t, �` i = i T,i. c c '�c/c��(c ��E c c r-y ,,;,. E.3.ar�- w- � ' ' - r " ICI + � `mil / i i,,�� ,Ncam,rn -1613 :1 •• m I, , l• i 1 ' , a < < • E.4+001-0'ji- n . I . k._/' Q _ ; I 7.: , la wit \ `: ag '''' - DJ ricp . 4 , I . ii . • _ li • I' lel / 1 I \NN:‘v.,kcA I M • • •c I Y. . / . •i • • •,--z., fir•--� ' '. DJ coj • : - j *..a w.pplr >ro0�'SYt-(0D.Q0_,(S)- '-S�-�__-- i '.•D I • -x 0p 4i , . v8•: : :o � s•ar� • : . . . � `- ' . . ' . . . : : 2rn:Z : : : : : : : • . . : I. :• : ; ;• ;• 'D i D. D . • E.9.030'41* 2- 8 I I1 . : : : : : : : : : : : : • : • : : : : • : : -Y r - hill ! p I: : : : : : : : : : : : : : : : : • ••. : : : . ; . : - gill ' : I I . I I -� _ gill ! . I - I Iilii I i . .• i : 2 O ri 11 2 g III 111 '-t ) MM �9 e*gs3s� yTagasafv stns = 3- 6 / il I go PI sl iSliiiliiikigaiiiliiiiii I -3 • mei ! 41 I 1; xr..2 ,: , il 11 .c . pa . iii IIEVI ; 414 :c ` ` g . ii26a 2 isgi4 tiAti g I !! Ilill 2 n it 111 0 ilg 4 i i g E dEl i1 ! il ie i 4 5 4 il, g 3 A f l E • 4 x PI cc-0 n5 \ . ran SURFACE USE AGREEMENT AND GRANT OF EASEMENT u 5 `2 Pre . IL{ 0° 7" o THIS SURFACE USE AGREEMENT AND GRANT OF EASEMENT ("Agreement") is entered into this 15th day of August, 2014 (the "Effective Date") by and between L&S Capital, Ltd. ("Owner") whose address is 800 N. Hwy 36, Byers, Colorado 80103, and Bonanza Creek Energy Operating Company, C,LC, ("Company"), whose address is 410 17t Street, Suite 1400, Denver, Colorado 80202 (individually, a "Party;" and collectively, "the Parties"). WHEREAS, Owner owns an interest in part or all of the surface estate of the following described lands located in Weld County, Colorado (the "Property"): Township 5 North, Range 61 West Section 5: All Section 6: All Section 7: All Section 8: All Section 17: S/2, NW/4 Section 18: All WHEREAS, Company owns certain oil and gas leasehold interests in the Property; and, WHEREAS, by a Surface Use Agreement dated February 26, 2004 and recorded March 3, 2004 at Reception No. 3158468 in the real property records of Weld County, Colorado (the "2004 Surface Use Agreement'), Lloyd Linnebur and Shirley A. Linnebur granted CFG Energy, Inc. certain rights to access and use the Property in connection with CFG Energy, Inc.'s oil and gas operations; WuiEREAS, Company acquired and succeeded to the interest originally owned by CFG Energy, Inc., and Owner acquired and succeeded to the interest owned by Lloyd Linnebur and Shirley A. Linnebur; WHEREAS, by an unrecorded Surface Use Agreement dated December 10, 2010 between the Parties (the "2010 Surface Use Agreement"), Owner granted Company certain rights to access and use the Property in connection with Company's oil and gas operations; and WHEREAS, notwithstanding Company's rights to access and use the surface of the Property and in the spirit of joint cooperation, Company and Owner desire to supersede the 2004 Surface Use Agreement and 2010 Surface Use Agreement (collectively the "Prior SUA Agreements") by entering into this Agreement to reach an understanding and agreement. regarding Company's surface access, use, and disturbance to the Property. Now THEREFORE, in consideration of the mutual covenants contained herein, the compensation to be paid to Owner, as described herein, and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, Owner and Company agree as follows: 1. Amendment and Restatement. This Agreement supersedes the Prior SUA Agreements. To the extent that terms in this Agreement conflict with the terms set forth in the Prior SUA Agreements, this Agreement shall control. 2. Grant of Access. Company is hereby granted an easement, during the term of this Agreement, to drill any future wells on the Property, including horizontal and directional wells that produce from and drain all or portions of the Property, provided that such new surface locations must be located within the Operations Areas (as depicted on Exhibit A and described herein) and must be permitted locations under the then applicable well spacing regulations of the Colorado Oil and Gas Conservation Commission ("COGCC") or exceptions granted thereto by the Director of the COGCC or to the extent Owner waives such requirements pursuant to this Agreement or consents to modify Exhibit A. Owner further hereby grants and conveys to Company the right of ingress and egress on across and along the designated access roads or the right-of-way corridors depicted on Exhibit A (the "Access Corridors"), as well as rights-of-way for pipelines (that are used exclusively to facilitate the production of oil and gas from the Property or lands pooled therewith) in order to access the well Operations Areas, tank battery site 1 and/or production facility sites depicted on Exhibit A, together with the right to exclusive use by Company of the Operations Areas located on the surface of the Property, and to use, on a non- exclusive basis, the subsurface of the Property, all in the conduct of Company's Operations (as defined below). As depicted in Exhibit A, the Parties agree that the "Operations Areas" shall include the lands within: 600 feet to the south of the north section lines of Sections 5 and 6; the existing Pronghorn P-8 well pad located in the N/2NE/4 of Section 8; 600 feet to the north of the south section lines of Sections and 7 and 8; 600 feet to the south of the north section lines of Sections 17 and 18; and 600 feet to the north of the south section lines of Sections 17 and 18. The Access Corridors shall be no greater than 100 feet in width and may be located on either side (but not both sides) of the section lines of the Property within the buffer zones depicted on Exhibit A. While Company has the option to elect which side of a section line to ultimately locate an Access Corridor, such Access Corridor shall be located entirely on one side of the respective section lines. With the consent of Owner, the Operations Areas and Access Corridors may be expanded to include additional lands on the Property, which consent shall be at Owner's discretion. Company is also granted a permanent easement, during the term of this Agreement, to conduct Operations on all existing vertical, horizontal, and directional wells drilled prior to the execution of this Agreement, which includes the right of ingress and egress on, across and along the existing access roads or rights-of-way to such wells, as well as rights-of-way for existing pipelines. Except as provided in Section 4, use of the Access Corridors shall be limited to Operations related to minerals underlying the Property or lands pooled therewith. As used in this Agreement, "Operations" shall mean any oil and gas operations, including, but not limited to, permitting, obtaining consents and waivers, environmental impact assessments and evaluations, surveying, seismic activity, water recycling, exploration, drilling, stimulation, completion, re- stimulation, re-completion, deepening, reworking, equipping, production, maintenance, plugging and abandoning of wells, together with accessing, inspection, construction, erection, installation, operation, maintenance, repair, removal, replacement, expansion, testing, updating, upgrade, ownership, and use of related facilities including gathering, storage, transportation and processing facilities, as well as associated flowlines, access roads, and related buildings, fencing, and equipment, as all of the foregoing may be related to vertical, directional, horizontal or lateral wellbores. All oil and gas wells, tank batteries, water tanks, or other production facilities shall be located on the Operations Areas, all Access Roads and Lines (as defined below) shall be located in the Access Corridors and Operations Areas. Except as provided in Section 3 below, all of Company's Operations on the Property shall be confined to the Access Corridors and the Operations Areas and, without prior approval from owner, Company shall not use any other portions of the Property for any purpose. Company will maximize the number of wells drilled from each drill pad and shall minimize the distance between wellheads within the Operations Areas to the extent practicable. Treatment and storage facilities shall be clustered to the extent practicable in order to minimize the land occupied thereby. 3. Grant of Subsurface Easement. Company is hereby granted a subsurface easement, anywhere on the Property, during the term of this Agreement, for passage of any portion of any wellbore for any of Company's oil or gas wells, whether producing or nonproducing, including the right to occupy and use the subsurface pore space displaced by the well bore and all structures appurtenant thereto. This subsurface easement is limited to wells drilled to produce oil and gas from the Property or lands pooled therewith. 4. Rights-of-Way for Third-Party Operations: Simultaneous with the execution of this Agreement, the Parties shall enter into a separate right-of-way agreement, attached as Exhibit B, that sets forth the terms by which Company may install Lines (as defined below in Section 8) that facilitate Company's oil and gas operations on lands that do not include the Property or lands pooled therewith ("Third-Party Lines"). For a period of three years from the Effective Date, Company shall have the option to place within the Access Corridors or Operations Areas additional Third-Party Lines. Upon exercise of such option, the Parties shall enter into a separate right-of-way agreement using the form attached as Exhibit B (with modifications to the legal description and exhibits depicting the Right-of-Way Lands). Any such Third-Party Lines installed by Company must also be used to facilitate Company's Operations on the Property or lands pooled therewith. Any Third-Party Lines that do not facilitate Company's Operations on the Property or lands pooled therewith will be subject to the mutual agreement of the Owner and Company and subject to a separate right-of-way agreement with compensation and terms to be negotiated on a case-by-case basis. 5. Temporary Water Tanks. Owner hereby grants and conveys to Company the right to locate one or more modular large volutne temporary water tanks (a "Water Tank(s)") on the 2 Property within the Operations Areas together with the right of ingress, egress and access on and across the existing roads located on the Property to access the Water Tank(s). Owner also grants to Company the right to lay temporary above-ground water lines on the Property at locations convenient to transmit water from any the Water Tank(s) to the Access Corridors in connection with Company's oil and gas operations for the Wells. The Water Tanks and water lines referenced herein shall be used only for operations on the Property and lands pooled therewith. 6. Compensation. Company shall provide compensation as described in that certain letter agreement between Company and Owner dated as of August 15, 2014 ("Letter Agreement") entered into between Owner and Company, as full consideration for the rights of access and use of the Property as described herein and as full settlement and satisfaction of all damages growing out of, incident to, or in connection with usual and customary Operations located on the Property. 7. Access Roads. (a) Grant. To the extent reasonably practical, Company shall use existing roads located in the Access Corridors to access the Operations Areas. Owner grants to Company a non-exclusive easement on and across the Property along the Access Corridors to construct one or more roads (an "Access Road") for ingress and egress by Company, in the event reasonably necessary for Company to access the Operations Areas and to conduct its Operations. Company will locate the centerline of new access roads, and existing access roads that are unproved by forming ditches or applying road base on the governmental section line where owner owns both sides of the section and adjacent to the governmental section line where owner owns only one side of the section line. (b) Construction. Access Roads shall be up to sixty feet, being thirty feet on each side of the centerline. Culverts shall be installed at ditch and drainage crossings when requested by Owner, and shall be sized to prevent obstruction to the free flow of the volumes of water being carried, inclusive of flood stages. Company shall protect all water sources and conveyance structures, including but not limited to the natural flow of creeks, wells, and ditches, from all. Operations and shall immediately remedy any diversion, curtailment, or blockage of water flows or contamination of water sources. Upon. Owner's written request, the Company shall construct cattle guards at all places where Company requires access through Owner's fences. Permanent gates shall be installed at each point where an Access Road intersects perimeter or cross fences, If Owner or Company elects to lock any gate on the Access Road, keys shall be provided to the other Party. (c) Maintenance. The use and construction of any Access Roads shall not include a right of use by the general public, except where such access roads are within public rights-of-way. Company shall be responsible for maintaining all Access Roads and any existing roads utilized by Company, at Company's sole cost and expense, provided however, that Company may seek contribution for construction and maintenance costs from any third party, in the event Owner grants such third party an easement or right of way, or otherwise authorizes such third party to use any Access Road or existing road. Access Roads may be used free of cost by Owner or its authorized agents and contractors for Owner's agricultural operations. 8. Lines. (a) Grant. Owner grants to Company access on, over, across and through the Property to construct, maintain, inspect, and operate lines, including but not limited to oil and gas flow lines, pipelines, gathering lines, telecommunication lines, electric lines, and water lines (together the "Lines"). Such Lines shall be located within the Access Corridors or the Operations Areas and shall be used exclusively for Company's oil and gas operations on the Property or lands pooled therewith. Lines that facilitate Company's oil and gas operation on other lands shall be installed pursuant to Section 4. (b) Construction. All underground Lines shall be buried a minimum of forty- eight inches below the surface and Company shall, when reasonably practical, place all Lines in the same trench and along and adjacent to existing roads or Access Roads. Company may install as many Lines in a single trench as it desires. Company may also install temporary lines above ground, provided such temporary lines are removed within 180 days from the date of installation. 3 (c) Crossing Rights. Owner shall have the right to cross pipeline easements with roadways and other utilities provided that such crossing is made at an angle of not less than 60 degrees and not more than 90 degrees. Owner shall also have the right to install and maintain easements ("Owner's Easement(s)") that are both adjacent to, and/or within, the pipeline easements for utility lines, including those for water, gas, sewer, electric, telephone, cable, television, and fiber optic and other pipelines; provided, however: i) any new underground facilities that travel along a pipeline easement shall be located a distance horizontally of at least ten (10) feet from parallel existing pipelines; ii) any new underground facilities shall have at least twenty-four (24) inches of vertical clearance between such new facility and a pipeline; and iii) any overhead power lines shall be at least twenty (20) feet above the ground. Owner agrees that it will notify each utility company that, except in case of emergency, Company must be contacted at least ten (10) business days prior to commencement of any trenching or digging activities within ten (10) feet of their easement areas. Owner may place utilities in the Access Corridors so long as the locations thereof do not impair Company's access. if placement of the utilities in the Access Corridors impairs Company's access, Owner will adjust the affected Access Corridor to accommodate the Company's access. 9. General Operational Requirements. (a) Weed/Dust/Erosion Control. Company shall keep the Operations Areas and Access Corridors free of weeds and debris and shall take reasonable measures to control erosion. (b) Topsoil. In all Operations requiring the removal of soil, the topsoil will be separated from the subsurface soil and following the completion of Operations, Company will place the topsoil and subsurface soil back in proper order and restore the surface of the Property disturbed by such Operations to its original condition and contour as nearly as practicable. (c) Water Testing. As required by applicable law or regulation, Company shall test Owner's well water or other surface water located on the Property prior to commencement of Operations on the Property. (d) Damage to Property. If, by reasons directly resulting from the Operations of Company, or its contractor's there is damage to the Property, or real or personal property located on the Property, including, but not limited to, damage to livestock, structures, buildings, fences, culverts, cement ditches, irrigation systems, and natural water ways, the damage will be promptly repaired or such damaged property replaced by Company, or Company shall pay reasonable compensation to Owner for the damage or an amount equal to the reasonable costs to repair the damage. Any failure to reach mutual agreement with respect to such repair, replacement or compensation shall not, however, be deemed to constitute a breach or abrogation of this Agreement, nor to terminate or diminish the grants, conveyances, rights and obligations contained herein. (e) Reclamation. Company agrees to perform all reclamation in accordance with the rules and regulations of the Colorado Oil and Gas Conservation Commission ("COGCC"), unless a variance is granted by the COGCC upon the request of Owner. 10. Notice/Consultation. (a) Owner Consultation, Company will consult in good faith with Owner prior to commencing Operations on the Property with heavy equipment. Company will provide Owner with a copy of the COGCC Form 2A ("Oil and Gas Location Assessment") pertaining to the Property upon submission by the Company to the COGCC. Owner agrees not to object to the Form 2A, so long as it is consistent with this Agreement, and hereby waives any right granted by COGCC rule to comment on the Form 2A, to request an extension of the comment period, to request an onsite inspection pursuant to COGCC policy, or to appeal the approval and issuance of the Form 2A, and any related Form 2 ("Application for Permit to Drill") for the Well(s). Owner shall not oppose Company in any COGCC or other governmental proceedings related to Company's Operations, including but not limited to permitting, formation of drilling units, well spacing or pooling, provided that Company's position in such proceedings is consistent with this Agreement. Owner expressly acknowledges and agrees that this Agreement shall be deemed to be specifically applicable to, and to fully satisfy, the obligation of Company to reasonably accommodate Owner's use of the surface of the Property, existing or future, and waives any 4 statutory or common law claim to the contrary. Owner expressly acknowledges and agrees that this Agreement shall be deemed to be specifically applicable to, and to fully satisfy, the • obligation of Company to reasonably accommodate Owner's use of the surface of the Property, existing or future, and waives any statutory or common law claim to the contrary. Owner acknowledges receiving from Company a brochure prepared by the COGCC which describes the rights and responsibilities of Owner as a surface owner. (b) Surface Tenant Notice. Owner has requested that all consultation be conducted directly with Owner. Accordingly, Owner shall have the responsibility of notifying any affected surface tenant, surface lessee or other third party who may own or have an interest in any crops or surface improvements which could be affected by the Operations, and to allocate the payments made under this Agreement to the surface tenant, surface lessee or other third party as Owner and such parties shall mutually determine between themselves. Owner agrees that all damages claimed by a surface tenant, surface lessee or other such party resulting from the Operations shall be settled by Owner, and Owner hereby agrees to release, discharge, indemnify and hold Company harmless from and against any such claims. 11 . Consents and Waivers. (a) Throughout the term of this Agreement and for the consideration described herein, Company is hereby expressly &anted consent to locate any number of wells within the Operations Areas, and for each well Company proposes within the Operations Areas, Owner shall fully support Company's efforts to permit such wells including granting consent to locate any well greater than fifty (50) feet from an existing well pursuant to COGCC Rule 318A.(c) and granting consent to locate any well outside of the GWA windows as defined in COGCC Rule Si 8A.(a). (b) Owner will not locate any lot line, building, or structure within the Operations Areas, or within any setback area required under the COGCC rules and regulations that apply to the distance between a wellhead and public roads, production facilities, building units and surface property lines. Once wells are drilled, the setbacks therefrom shall be according to local regulations that establish setbacks of buildings from existing oil and gas facilities. In order to give full effect to the purposes of this Agreement, Owner hereby waives its right to object to the location of any of Company's facilities on the basis of setback requirements in the rules and regulations of the COGCC, as they may be amended from time to lime or as may be provided in the Colorado Constitution or other state or local law, provided that in no event shall such waiver be construed as permitting any operation or location of any structure, improvement or equipment by Company. Company or its successors and assigns may cite the waiver in this paragraph in order to obtain a location exception or variance under COGCC rules or from any other state or local governmental body. Owner agrees not to object to Company's use of the surface so long as such use is consistent with this Agreement. Owner will provide Company or its successors and assigns with whatever written support they may reasonably require to obtain permits from the COGCC or any state or local jurisdiction. 12. Nonexclusive Use. The rights of Company to use the Property are nonexclusive, and Owner reserves the right to use all Access Roads and all surface uses of the Property, and upon consent of Company, which shall not be unreasonably withheld, to grant successive easements on or across the Property on such terms and conditions as Owner deems necessary or advisable, provided they do not unreasonably interfere with the operations of Company. Notwithstanding the foregoing, neither Owner nor any third party shall have the right to access the Operations Areas being used by Company for its Operations without the consent of Company, which in the case of any third party, may be withheld by Company in its sole discretion. In the event Company consents, access to the Operations Areas shall be at the sole risk of Owner or such third party. Within existing county road rights-of-way, Owner shall have the right to construct fences and access roads without the consent of Company. 13. Gas Storage. There shall be no underground gas storage or sequestration of any substances under the Property. 14. Pits. There shall be no pits located on the Property. 5 15. Disposal. There shall be no disposal of oilfield waste on the Property and there shall be no wells drilled thereon for injection of produced water, flow back fluids, or other liquid waste. 16. Activities on the Property. None of Company's employees, agents, or contractors, or any other person under the direction or control of Company shall be permitted to carry firearms or any other weapon on the Property and such persons shall not hunt, fish, or engage in recreational activities on the Property. No dogs will be permitted on the Property at any time. Company will notify all of its contractors, agents, and employees that no dogs, firearms, weapons, hunting, fishing, or recreational activities will be allowed on the Property. None of Company's employees, agents, or contractors, or any other persons under the direction or control of Company, shall possess or be under the influence of alcohol, marijuana, or illegal drugs while on the Property. Further, Company and its employees, agents, or contractors, or any other person under the direction or control of Company shall not remove artifacts and other non oil and gas materials from the Property. 17. Use of Property. Company's use of the Property is limited to those uses and locations set forth in this Surface Use Agreement and the Right-of-Way Grant. 18. Default and Termination. In the event of the failure by Company to timely make any payment required under this Agreement or to otherwise comply with all terms of this Agreement, Owner shall notify Company in writing of the failure. Company shall then have thirty (30) days after receipt of the notice to cure the default. 19. Authority. Owner represents and warrants that Owner has the right, power, and authority to enter into this Agreement. Owner further represents that Owner is lawfully entitled to receive payments due under this Agreement and that there exist no liens, judgments or other encumbrances pursuant to which third parties claim, may claim, or are entitled to such payments and Owner agrees to release, defend, and hold Company harmless for any breach of these representations. 20. Term. Each of' the Parties covenants and agrees that it shall strictly observe the terms and conditions regarding surface occupancy set forth in this Agreement. This Agreement, and the rights and benefits granted and created herein shall be effective as of the Effective Date and shall continue in full force and effect until pennanent cessation of Operations being conducted on the Property, and in such event, Company has plugged and abandoned all wells owned or operated by Company and has complied with all requirements of all applicable oil and gas leases and applicable laws, rules and regulations pertaining to removal of equipment and reclamation. 21. .Liability/Indemnification. Company hereby agrees to release, discharge, indemnify and hold Owner harmless from and against any and all third party claims, losses, liability, damages, and causes of action for personal injury or property damage arising out of Company's Operations, unless, and to the extent that, the negligence or willful misconduct of Owner, or invitee or guest of Owner, causes or contributes to such third party claims. This indemnification extends to any action by a government agency with jurisdiction over the Operations under an environmental law or regulation. 22. Environmental Indemnity. (a) Company shall protect, indemnify, and hold harmless Owner, and any subsequent owner of the Property from any Environmental Claims relating to the Property or oil and gas leasehold thereunder that arise from Operations located on the Property; provided, however, Company will not protect, indemnify, and hold harmless Owner, and any subsequent owner of the Property from any Environmental Claim arising out of a pre-existing condition which existed on the Property at the time Company executed this Agreement. Owner shall fully protect, defend, indemnify and hold harmless Company, along with any of Company's successors or assigns, from any and all Environmental Claims relating to the Property that arise out of Owner's use of the Property. (b) "Environmental Claims" shall mean all Claims asserted by governmental bodies or other third parties for pollution or environmental damage of any kind, arising from Operations on or ownership of the Property or ownership of the oil and gas leasehold interest, whichever is 6 applicable, and all cleanup and remediation costs, fines and penalties associated therewith, including, but not limited to, any Claims arising from Environmental Laws. Environmental Claims shall not include the costs of any remediation undertaken voluntarily by any Party, unless such remediation is performed under the imminent threat of. a Claim by a governmental body or other third party. (c) "Claim" shall mean any and all losses, claims, damages, judgments, fines or liabilities, including reasonable legal fees or other expenses incurred in investigating or defending against such losses, claims, damages, judgments, fines or liabilities, and any amounts expended in settlement of any claims. (d) "Environmental Laws" shall mean any laws, regulations, rules, ordinances, or order (whether currently existing or hereafter adopted) of any federal, state or local governmental authority(ies), which relate to or otherwise impose liability, obligation, or standards with respect to pollution or the protection of the environment, including, but not limited to, the Comprehensive Environmental Response, Compensation and Liability Act of 1980, as amended (42 U.S.C. § 9601, et seq.), the Resource Conservation and Recovery Act of 1976 (42 U.S.C. §§ 6901 , et seq.), the Clean Water Act (33 U.S.C. §§ 466, et seq.), the Safe Drinking Water Act (14 U.S.C. § 1401 , et seq.), the Hazardous Material Transportation Act (49 U.S.C, §§ 1801, et seq.), the Clean Air Act (42 U.S.C. § 7401 , et seq.), and the Toxic Substances Control Act (15 U.S.C. § 2601 , et seq.). (e) Owner represents that Owner has no actual knowledge of any material latent condition or defect on the Property that would subject Company to an Environmental Claim. 23. Lien waiver. Owner waives any and all lien rights it may now or later have in equipment installed on the Property pursuant to Operations. Owner agrees to keep the Property flee and clear of liens and shall immediately notify Company if it becomes aware of any liens filed against the Property. 24. Right to cure. As of the Effective Date, there are no defaults with respect to any assessment(s), deed(s) of trust, mortgage(s), services, taxes, utilities or other interests related to the Property. Owner shall pay as and when due all amounts Owner (or any person acting on behalf of, by, or through Owner) owes for or in connection with any: assessments, taxes or governmental charges of any kind that may at any time be lawfully assessed or levied against the Property; encumbrances; leases; mortgages; deeds of trust; other security interests; services; utilities; or other interests related to the Property and/or that may create an interest in the Property. Owner shall satisfy all non-monetary obligations of Owner associated with such matters, failing which Company may (but shall have no obligation to) pay such amounts and/or perform such obligations. In order to enable any such potential payment or performance by Company, Owner agrees to give Company notice of any Owner default in connection with the payment or performance of Owner's obligations pursuant this Section 23. Company shall when possible give Owner notice before paying such amounts or performing such obligations. In the case of such payment or performance by Company, Owner shall, within sixty (60) days after notice from Company, reimburse Company for the amount of such payment and/or the cost of such performance, or, at Company's option, Company may offset the amounts paid or costs incurred against sums to be paid Owner under this Agreement. 25. Miscellaneous. (a) Interpretation. Each use of the teams "Owner" and "Company" in this Agreement shall be deemed to mean such Party and its agents, employees, assigns, directors, managers, or successors in interest. In construing this Agreement, no consideration shall be given to the fact or presumption that one Party has had a greater or lesser hand in drafting this Agreement than any other Party. (b) Notice. All notices required by this Agreement shall be in writing and shall be served personally or by first-class mail, postage prepaid to the following: if to Owner: L&S Capital, Ltd. 800 N. Hwy 36 7 Byers, Colorado 80103 Phone: [ 7 2-O IP 75-- if to Company: Operator: Bonanza Creek Energy Operating Company, LLC Person to Contact: Caroline Heuring Address: 410 1t Street, Suite 1400 Denver, Colorado 80203 Phone Number: 720-440-6100 Fax: 720-305-0804 Email Address: CI!euring(rr�,bonanzacrk.corn Toll Free 24-Hour Emergency Phone Number: 1-800-578-5610 (c) Full Agreement. This Agreement supersedes all prior agreements, understandings, negotiations and discussions, whether oral or written, of Owner (including principals of Owner) and Company pertaining to the subject matters of this Agreement. No supplement, amendment, or alteration or modification of this Agreement shall be binding unless executed in writing by Owner and Company. (d) Governing Law. This Agreement shall be subject to, and construed under, the laws of the State of Colorado, without regard to its conflict of law provisions, and jurisdiction and venue shall be solely in the courts of the State of Colorado, subject to the right of either Party to remove a matter to federal court. (e) Regulations. Company shall comply with all Colorado Oil and Gas Conservation Commission rules and regulations. (f} Proportionate Reduction. Any compensation due to Owner under this Agreement shall be proportionately reduced by the percentage of Owner's fee ownership of the Property. (g) Covenant Running with the Land. This Agreement is a covenant running with the land and the terms, conditions and provisions of this Agreement shall extend to and be binding upon the Parties to this Agreement, their heirs, executors, administrators, successors, and assigns. Owner will provide a copy of this Agreement to any potential successor or assign of Owner prior to the closing of any sale of all or any portion of the Property. In addition, Owner agrees to include a note on any annexation, subdivision plat, planned unit development or other land use designation for which Owner may apply to put successors or assigns on notice that the Property is subject to this Agreement. (h) Counterparts. This Agreement may be executed by in any number of counterparts, each which shall he deemed an original instrument, but all of which together shall constitute but one and the same instrument. [Remainder of Page Intentionally Left Blank] 8 IN WITNESS WHEREOF, the Parties have executed this Agreement this 15th day of August, 2014. OWNER: l�&S CAPITAL, LTD. By: rank Ljpnebur Title: - f,•✓7 /1484 C5,,,tf,V A. e 4.4 4, ;ace Abet. e By: Mark Linnehuurr L Title: Pre5roenr o Proi ressrlre ral 5 MO-, /nc ; ,P ° P Gfs eAp, ?Ali LID COMPANY: BONANZA CREEK ENERGY OPERATING COMPANY, LLC By: Curt Moore *A-4\ Title: Vice President, Land STATE OF COLORADO ) ) ss. COUNTY OF The foregoing instrument was acknowledged before inc this i tI\ day of NA5t„ . _, 2014, by F •Ink Linnebur,y•g. eleeo�teessvc. of 1,8ES Capital, Ltd. I4va%i n'wmt>t►as-r I a P. o(� Witness my hand and official seal. My commission expires: qi unt. [9%.0k to CAROLINE HEURINQ ri NOTARY PUBLIC ' , y� STATE OF COLORADO �,alo�,�tee.. V t NOTARY 1D 20124055829 MY COMMISSION EXPIRES SEPT. 24, 2018 Notary Public (SEAL) STATE OF COLORADO ) ) ss. COUNTY OF nv.tar ) The foregoing instrument was acknowledged before me this today of Auk* k , 2014, by Mark Linnebura' ,st em\- o - of L&S Capital, Ltd. -Traq KS��w ' 4%r a W\ ikeryinnL * P. o} Witness my hand and official sea\. My commission expires: 1 _9.'1 botv, CAROLINE HEURING NOTARY PUBLIC aakkAjitcLA-V,UV � , STATE OF COLORADO NOTARY 10 20124050029 Notary Public MY COMMISSION EXPIRES SEPT. 24, 2016 (SEAL) 9 STATE OF COLORADO ) ) ss. COUNTY OF ___li.1 ) The foregoing instrument was acknowledged before me this r?lay of lied.S- ' , 20A, by Curt Moore, Vice President, Land of Bonanza Creek Energy Operating Company, LLC. Witness my hand and official seal. My commission expires: 9 /3 017 r.........._„....„..............,,,,......................r...n InAOrAJVP Vv. Rl.Ic �is;a NOTARY �11R1.11: SIATE OF COLORADO Notary Puhl'NOTARY to : ?0f 3405700 i••.,7 C..mmts.?,,mtAArNui.�S/Pu;uJtol14 S3 :a11. (SEAL) 10 SURFACE USE AGREEMENT - EXHIBIT A t I r f!rU1t.1Sh'^: 1/-,J "'AD 71`:k71t.nrial J7-4'PA(I � 7! :T�rit:/r:]J';.1'-� {`e? � • I I; rw7.y_1r r1..I j ►)7 eV1 ri11 tc'K rxr 4.7 I ill , I — - Intscir,+. n i I M. 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Dc iacsl surer rag. ;.-' w7 wnn tnc, q1' I L I t^ . 4 _ i h: I U 1600' Wi=t 1 1'-1800• DATE: 7/1/2014 PR0JECTg: 2014067 EXHIBIT B RIGHT-OF-WAY GRANT THIS RIGHT-OF-WAY GRANT ("Grant") is made this 15th day of August, 2014, from L & S Capital, Ltd, whose address is 800 North Highway 36, Byers, Colorado 80103 ("Grantor," whether one or more), to Bonanza Creek Energy Operating Company, LLC, a Colorado limited liability company, 410 171h Street, Suite 1400, Denver, Colorado 80202 ("BCEOC"). The parties agree as follows: For and in consideration of Ten Dollars ($10.00) and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Grantor hereby grants, conveys and warrants unto BCEOC, its successors and assigns, a right-of-way and easement to survey, construct, maintain, inspect, operate, repair, alter, replace, modify, change the size of, reconstruct, mark, monitor, abandon or remove and release, at BCEOC's election, one or more pipelines, electric power lines, and data transmission lines and equipment and all appurtenances, below and/or above ground, necessary or convenient for the transportation or transmission of oil, gas, petroleum products, water, electricity, electronic data, hydrocarbons and any other substances, whether electronic, fluid, solid or gaseous, and any products, derivatives, combinations or mixtures of any of the foregoing, under and through the lands situated in Weld County, State of Colorado, described below: TOWNSHIP 5 NORTH, RANGE 61 WEST, 6TH PM Section 5: All Section 6: All Section 7: All Section 8: All The route and course of the right-of-way and easement conveyed hereby ("Right-of-Way Lands") are more particularly described on Exhibit A attached hereto and made a part hereof. The width of the Right-of-Way Lands is fifty feet (50') during construction, and subsequent to construction the width of the Right-of-Way Lands is thirty feet (30'). Grantor agrees that upon request from BCEOC, the parties will execute a Notice of Pipeline Location along with an as-built survey plat to amend the description of the Right-of-Way Lands. BCEOC shall have all rights, privileges, and benefits necessary or convenient for the full use and enjoyment of this Grant including but not limited to the rights of ingress and egress over and across the section lines and existing access roads on Grantor's lands lying adjacent to the Right-of-Way Lands for any and all purposes necessary to exercising BCEOC's rights hereunder, with the further right of entry to maintain the easement herein granted clear of trees, undergrowth, brush, structures, and any other items, to the extent BCEOC deems necessary in the exercise of the rights granted herein. BCEOC shall not be liable for customary and normal damages caused by keeping said Right-of-Way Lands clear of trees, undergrowth, brush, structures, or any other obstructions. However, BCEOC shall reclaim the disturbed ground. From time to time after the initial construction of the pipeline(s), BCEOC may require the use of the Right-of-Way Lands to survey, construct, maintain, inspect, operate, repair, alter, replace, modify, change the size of, reconstruct, mark, monitor, abandon or remove the pipeline(s) together with appurtenances. BCEOC may use the Right-of-Way Lands from time to time in connection with the rights granted hereby, provided it gives Grantor reasonable notice of such use and provided further that it restores the same as provided below when not in use. Grantor represents and warrants to BCEOC that Grantor is the sole owner in fee simple of the Right-of-Way Lands subject to the burden of the Right-of-Way and that Grantor has full right, power and authority to enter into this Grant. Any pipelines and/or appurtenances to be constructed underground pursuant to this Grant shall be placed at a depth of not less than 48 inches below the surface of the ground. Grantor agrees not to increase or decrease the surface elevation on the Right-of-Way Lands without BCEOC's prior written permission. BCEOC shall repair and/or restore any fence(s) on or adjacent to the Right-of-Way Lands that are removed or severed by BCEOC in the course of the operations provided for in this Grant to the condition such fence was in prior to its removal or severance by BCEOC. If necessary to prevent the escape of Grantor's livestock, BCEOC shall construct temporary gates or fences in those areas affected by BCEOC's operations as provided for in this Grant. To the extent reasonably practicable and within a reasonable period of time after completion of construction, BCEOC shall level and restore any lands affected by BCEOC's operations that have excessive settling and shall sufficiently compact the soil to the condition that existed at the time immediately prior to the placement of BCEOC's pipeline(s). BCEOC shall reseed all lands affected by BCEOC's operations at reasonable intervals during adequate seasons until vegetation is re-established. Grantor agrees that at BCEOC's option, BCEOC may pay and discharge any taxes, mortgages or liens existing, levied or assessed on or against the lands burdened by the Right-of- Way easement. If BCEOC exercises such option, BCEOC shall be subrogated to the rights of the party to whom payment is made, and in addition to its other rights, may reimburse itself out of any rentals, royalties, shut-in royalties, or any other amounts otherwise payable to Grantor from BCEOC. Grantor agrees that Grantor will not build, create, or construct, or permit to be built, created or constructed, any obstruction, building, reservoir, engineering works or other structures or improvements over, under, on or across the Right-of-Way Lands without the prior written consent of BCEOC. Within existing county road rights-of-way, Grantor shall have the right to construct fences and access roads without the consent of BCEOC. The Grantor shall have the right to cross pipeline easements with roadways and other utilities provided that such crossing is made at an angle of not less than 60 degrees and not more than 90 degrees. Grantor shall also have the right to install and maintain easements that are both adjacent to, and/or within, the pipeline easements for utility lines, including those for water, gas, sewer, electric, telephone, cable, television, and fiber optic and other pipelines; provided, however i) any new underground facilities that travel along a pipeline easement shall be located a distance horizontally of at least ten (10) feet from parallel existing pipelines; ii) any new underground facilities shall have at least twenty-four (24) inches of vertical clearance between such new facility and a pipeline; and iii) any overhead power lines shall be at least twenty (20) feet above the ground. Grantor agrees that it will notify each utility company that, except in case of emergency, Grantee must be contacted at least ten (10) business days prior to commencement of any trenching or digging activities within ten (10) feet of their easement areas. BCEOC shall be obligated to pay for, repair, replace or otherwise compensate Grantor for any damages resulting from BCEOC's activities and operations on the Right-of-Way Lands, except for any damage to structures or improvements placed in the Right-of-Way Lands contrary to the terms contained herein, and Grantor shall pay for, reimburse, indemnify and hold BCEOC harmless from any and all claims or damages resulting from Grantor's activities on the Right-of-Way Lands. Grantor shall have the right to use and enjoy the Right-of-Way Lands, subject to the rights herein granted. This Grant cannot be modified, except by an instrument in writing signed by Grantor and by an authorized representative of BCEOC. The rights granted herein may be assigned in whole or in part, and the terms, conditions, and provisions of this Grant are a covenant running with the land and shall extend to and be binding upon the successors and assigns of Grantor and of BCEOC. The right-of-way granted herein shall expire by its own terms if it has not been used for a continuous period of two years. BCEOC shall record an original of this Right-of-Way Grant in the records of the County in which the Right-of-Way Lands are located. By recording this Right-of-Way Grant, BCEOC shall be deemed to have accepted all of the terms and conditions hereof. IN WITNESS WHEREOF, Grantor has executed and delivered this Right-of-Way Grant as of the date first above written. Grantor: BCEOC: L&S Capital, Ltd. �,:rescre* ccele . .mac Mse/rt ' ntt e-7- By: Franly Linnebur By: Curt oore ( C 1' .4-- Title: ef ) -/r' Title: Vice President, Land lr��'F/`�'%�/� /ri//r.��s'� j, :.._ 67, t ..5 . 'i.4711/2194, f�':,/ By: Mark Linnebur Title: f re≤/ae s.r or /7oq tes≤i tleriZ'#4 S p1, 1114 c, �7. o P 1. 15 64171 :h4--/ az' 2 STATE OF COLORADO ) ) ss. COUNTY OF ;Oo 7 ) The foregoing instrument was acknowledged before me this On day of R4u1sj" , 2014, by Frank Linnebur, \/.Q. 42tk Pro wcsstyg of L&S Capital, Ltd. Y fO.rlh.s YYwym_,t. ensvvk, .f. vY CAROLINE HEURING Witness my hand and official seal. NOTARY PUBLIC STATE OF COLORADO II NOTARY ID 20124058820 My commission expires: 9 $ laU lb MY COMMISSION EXPIRES SEPT. 24. 2018 ODAIVISIK-AeAAAILE2-.-) Notary Public (SEAL) STATE OF COLORADO ) ) ss. COUNTY OF Dealer- ) The foregoing instrument was acknowledged before me this L531 day of °A-VAuk" , 2014, by Mark Linnebur, &res1& - -- o 4- of L&S Capital, Ltd. ?rJJd3KAS\VC row, Y ' t451 hw:bH\4 C3 .r• Witness my hand and official eal. CAROLINE HEURING NOTARY PUBLIC 1 STATE OF COLORADO My commission expires: O$ &V ` p NOTARY ID 20124058829 MY COMMISSION EXPIRES SEPT. 24. 2018 N. OCIAd I;tit \.1...\) (-.il.)l.kiYt Notary Public (SEAL) STATE OF COLORADO ) ) ss. 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'/ •i rte- it ' Y 1t,•, I - a\-1 .. ...,.. 1 K alist•-- ..,4 ; 1 , w i I ! 1iii 'v t o • - — M IA%'ao . T I—S- 1 , S l 'i i•' _ I• �, 1 W •'. . u7Q I•t�Z.1 > R 1 • ` 2Y 2 OY rtiw.� ' 8a—. m El - n A . I O t+ a m R Exhibit M Preliminary Drainage Report Drainage Narrative Bonanza Creek Energy, Inc. , proposes to construct and operate the Pronghorn Compressor Station on undeveloped rangeland property about 15 miles east of Kersey, Colorado. The site is located about a mile west of Weld County Road 89. The site is on a locally elevated hillside and drains generally south towards Riverside Reservoir, which then flows south to the South Platte River. During construction, the site will be generally flattened, with a Water Quality Control Volume (WQCV) pond constructed on the southeast (downhill) corner of the facility. Off-site to On-site Drainage Off-site water from upgradient will enter the site on the north end of the property. This stormwater runoff will be routed around the fenced compressor station and will leave the site to the south, generally in the same direction and quantities as before the development. Water from off-site will not be collected in the WQCV pond. On-site Runoff All stormwater runoff from the fenced compressor station will be collected via ditches routed to the WQCV pond on the southeast end of the site. Stormwater runoff from the site will be collected in the pond and detained until a technician can observe the water in the pond and verify that there is no sign of any inadvertent contaminant leaks or spills within the pond. If the detained runoff water shows no evidence of contamination, the technician will open a normally closed valve and drain the pond. The pond will drain generally to the southeast, following the pre-development path of stormwater runoff. By delaying the stormwater flow by up to three days, erosion, sediment and water quality issues downstream of the site will be reduced or eliminated. The WQCV pond will be contained by an earthen berm with at least 18 inches of freeboard above the 25-year/24-hour storm level. A concrete spillway will be constructed at the outlet to allow safe passage of flood flows greater than a 100-year storm. The minimum WQCV sizing based on the Urban Storm Design criteria manual is based upon the runoff generated by a 1 /2" of rainfall. Stormwater flows above that level are allowed to flow through the pond. WQCV sizing calculations Required WQCV per the USD criteria manual: WQCV = Drainage area * runoff coefficent * depth of rainfall = 160,000 sgft * 0.4 * 0.5 in * (1ft/12 in) = 2667 cubic ft Proposed WQCV volume as depicted on Bonanza Creek's current drainage plan (preliminary estimate): WQCV = Average area * depth of pond to spillway = 25ft * 50 ft * 3 ft = 3750 cubic feet More detailed calculations for the WQCV will be completed after the design is finalized as a part of the grading plan for the project. The pond size may be decreased slightly to balance cut and fill amounts, but will still exceed the Urban Storm Drainage Criteria Manual requirements. Other design considerations we propose for the pond include: 1 ) Pond will be lined with clay to prevent infiltration in the event of an accidental contaminant spill. 2) Manually controlled release valve will be sized to slowly drain the pond, with a flow less than historical runoff rates. 3) Spillway will be sized to safely accommodate 100-year storm flows after the pond is full. 4) The pond will be within a fenced exclusion area to keep children and farm animals away from the pond. 5) The staging area outside the fenced plant site will be restored and revegetated after construction so that post-construction runoff from that area will be similar in volume and runoff rate to pre-existing runoff. Off-site to On-site Stormwater Flow A sub-watershed of several thousand acres upgradient and north of the site drains generally towards and past the subject parcel, with the central portion of the floodplain (called the thalweg) located about 1/4 mile east of the site. The extreme southeast corner of the site is located at the approximate edge of the 100- year floodplain. Diversion ditches will be constructed on the uphill side of the proposed compressor station that will divert this water around the project site, and it will continue unhindered to the southeast. The reason Bonanza Creek will divert this water around the site is to eliminate any possibility of inadvertent contamination being released into stormwater that will run off the property. On-site Stormwater Flow Stormwater runoff from the approximately 3.67 developed acres within the site will continue flowing mostly by sheet flow towards the southeast, towards the WQCV pond. Stormwater runoff from the developed project site will be directed via collector ditches to the pond. The stormwater will be temporarily detained in the pond until a technician can verify that there are no signs of potentially contaminated runoff. If no contamination is detected, the technician will open a manual valve and release the stormwater at a rate that will not exceed the 5-year/1 -hour runoff rate that existed prior to development. The stormwater will be released via an outlet pipe in a concrete spillway structure designed to accommodate 100-year flow rates over the spillway. On-site to Off-site Flow The stormwater from the site will be released in a location where runoff from the site has historically flowed towards adjacent land to the south. Stormwater flow will not increase as a result of this project. Because Bonanza Creek will install a temporary WQCV pond, stormwater will typically be detained from 24 to 72 hours, and released at a slower rate that will reduce the possibility of flood-related damage to downstream properties. Bonanza Creek will not reduce the permanent flow to downstream properties because the WQCV pond is designed to delay flows for up to three days and will not impound any such flows. To lessen the possibility that contaminated water will soak or infiltrate into the ground beneath the WQCV pond, Bonanza Creek will line the pond with a 12-inch-thick, low-permeability clay liner. Excess stormwater from the site and adjacent parcels flows generally south, towards the Riverside Reservoir and the South Platte River. USGS MAP WITH STORMWATER FLOWS i ' . ), 'fr ` f- `err,../: ,,,..... ... i / ,... r ., ., \ .. ' / U '. l'e--N \ \ I. ) ,,,, „„---....„. __ere, ,...- ‘ , ji r , lc: , , tie II I .. . . \\ S-‘ x li. ."i ‘ ,1 e 4\'\••1 .. \\ .• ' ' . . 0 7,--Q) •---• 4 ---o‘ . 11 ) \\\ ' ; ‘. ! ii --, i : \_ ; ; , ,1 , .,, , •. ` ` �: %. .. .� r ,l w �: • '\`�,,L, `-/�_ i ``,�\: ,\ .------ "'Rea\ t ) \ % \ re 1 1 •..•\• \ ` . '' J . •.\i ��... '. • ' ti� • , . \ ` 4 �- vim. • .. . ♦ . ` -♦ •..� ; ' • _' ` r .+ _ -• /�\ \ i , \N.e\ •.‘. 1 I it . 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N \%1/2. \ /) 1 v . —,_,__ . ..\ I 1 lI '.• \ �./`� / • \ f , --- , / r.__ , \ If • 1 1` i ) \, / / `+ '�/` i 3.\.• N.% - • .../"..„. • r^ r13 '' ` ' ` "-� 1 =' 1111 f•1 ,, 1 .: ;• -��: 1'` ( to 1 • ��' % (tiN #••••... -71..a . `- - „�,\ 1 \\ ‘.......,,% ..., .. , , .,. : .• ....•-..../ --.. •N, L./..) il .. ,( 4. % c ei ,_. . . ._ • /19 . . . , . ,.,../ . , '. ) "I cs 1 .?st• \ • • ' . , ,, j ,-ter' I' ' ' I /4 r ____,,- ..._./.4 "� ej . ,... 1 \ `1 ^�_ ` ------,.. • r.„... ,,,, .", ...., ,... , _ . , ,, , -- ,\ \ \ , 25 IA \ t ♦ x..38 Lat40°, Inc. 1635 Foxtrail Drive, Suite 325 Loveland , CO 970-776-3321 HYDROLOGY MAP SECTION: 7 TOWNSHIP: 5N PRONGHORN 24- 7 BOOSTER STATION PAD RANGE 61W ii i •\ *,. f. I t . , ;2 .444. I A i . \ �` Q `\ ( 4573 ---. - -- - ryassssstsss «s- li , r---- i . , _,. . . a , / F, „, ,. , . I \4 r Iil 0 I I / / t fi ffi fit . . j u ' y r.. r � ' II '... .. - . i \• J I I f 4 I 1 Z. ! if f 2 (� II i . .- .1~ Ibog 4 1 .) t 0 Q `1 , \\ t. I I 1000' BUFFER I I .t a III Y� I I p 4: Iii -- -- J PRONCHORN 84-7 BOOSTER S72770N I ' C DISTURBED AREA I \. ! I / I I \ ` / 2 f indrnill Ii I 1557 6 1 ' �� I I I I 1j, 791 .�, sas s ■ s � 4601 = _ / J . �. 1 p NO VISIBLE SURFACE WATER / - AT TIME OF SURVEY - .. /1 • , - ` i .. � � 1 ____ -rte . • lk II ii 'i I ii r II ' ' S t',/ . t , . \n,..., :t Ift . 4 / • r N 8-1 0 1000 t 1 - 4 0 LOW AREA 938' NE DATE: rev7/6/2014 1 •=1000• PRO.ECT# 2012073 Diana Aungst Subject: RE: Type of fence/signage From: Christina White [mailto:casimoninc©gmail.com] Sent: Sunday, February 15, 2015 10:55 AM To: Diana Aungst Subject: Re: Type of fence/signage No Diana there will not be any signage at the site(other than a 3'x4' sign with the site name, lat and long and site address once the site is built and mounted to the chain link fence) The fence will be a 7' high chain link fence with three strands of barbed wire at the top. The fence is standard non-reflective gray chain link fencing used at all compressor stations (we will include our fencing details when we file for the grading permit). Please let me know if you have additional questions. Thanks so much! Regards, Christina White White Engineering Inc. 503-819-1222 On Sun, Feb 15, 2015 at 10:43 AM, Diana Aungst<daungst(a:co.weld.co.us>wrote: Christina: Will there be any signage on the site? What type of fence will surround the site. Please provide height, materials, and color. Thanks, Diana Aungst, A1CP, CFM Planner 1I Weld County Department of Planning Services 1555 N. 17th Avenue - Greeley. Colorado 80631 970-353-6100 ext. 3524 Fax: (970) 304-6498 daungst(d)weldgov.com www.weldgov.cor f.t ; aaa Confidentiality Notice:This electronic transmission and ally attached documents or other writings are intended only for the person or entity to which it is addressed and muy contain in hbnnation ilia'is pnyileged confidential or otherwise protected from disclosure. If you have received thus eonnnunicanon in error,please inimediaiely notify scriber by remm e-mail and destroy the communication Any disclosure,copying,distribution or the taking of any action concerting the contents of this communication or any attachments by anyone other than the named recipient is strictly prohibited. 1 Diana Aungst Subject: FW: Bonanza Creek - Pronghorn -tower- USR15-0001 From: Christina White [mailto:casimoninc©gmail.com] Sent: Wednesday, January 21, 2015 10:47 AM To: Diana Aungst Cc: rod burrows; Michelle Martin Subject: Re: Bonanza Creek - Pronghorn - tower - USR15-0001 Diana Just to confirm, Bonanza Creek will NOT have a tower at the Pronghorn Compressor station - any antenna Bonanza Creek would require they confirmed they could mount to a piece of equipment that will be installed at the site. We will send you the revised USR I5-0001 plans with all reference to the 100' tower removed. Thank you - please confine the Planning Commission hearing date at your earliest opportunity. Respectfully, Christina White 503-819-1222 On Wed, Jan 21, 2015 at 10:22 AM, Diana Aungst <claungsv co.welcl.co.us> wrote: Hello