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Home My WebLink About20141899.tiff RESOLUTION RE: APPROVE REQUEST TO WAIVE BID PROCEDURE CONCERNING SMALL TRACT OIL AND GAS LEASE, ACCEPT OFFER TO LEASE MINERAL ACRE, AND AUTHORIZE CHAIR TO SIGN - NOBLE ENERGY, INC. WHEREAS, the Board of County Commissioners of Weld County, Colorado, pursuant to Colorado statute and the Weld County Home Rule Charter, is vested with the authority of administering the affairs of Weld County, Colorado, and WHEREAS, Noble Energy, Inc, 1625 Broadway, Suite 2200, Denver, CO 80202, has requested that the bidding procedure be waived according to the policy as set forth in the Weld County Code for parcels less than five acres, on the following described mineral acres: A tract of land in the NW1/4 SE1/4 of Section 18, Township 6 North, Range 63 West of the 6th P.M., Weld County, Colorado: More particularly described as Lot 11, Block 36 and that portion of vacated Russell Avenue, as described in a Resolution recorded at Reception No. 2456885 WHEREAS, Noble Energy, Inc., is offering to lease the above described mineral acres, containing 0.324 mineral acres, more or less, and WHEREAS, the Board finds that the lease offer from Noble Energy, Inc., in the amount of THREE HUNDRED EIGHTY EIGHT AND 80/100 DOLLARS ($388.80), is acceptable, with the further terms and conditions being as stated in said Small Tract Oil and Gas Lease, a copy being attached hereto and incorporated herein by reference. NOW, THEREFORE, BE IT RESOLVED by the Board of County Commissioners of Weld County, Colorado, that the request of Noble Energy, Inc., to waive the bidding procedure on an Oil and Gas Lease concerning the above described mineral acres, be, and hereby is, granted. BE IT FURTHER RESOLVED by the Board that the offer of Noble Energy, Inc., to lease mineral acres, as hereinabove stated, be, and hereby is, accepted. BE IT FURTHER RESOLVED by the Board that the Chair, be, and hereby is, authorized to sign said Small Tract Oil and Gas Lease. -4 onslna-r CC: CA( ), l\iobte, lease-fro nJ.bde- -7- 14- I4 °Vl '1111 2014-1899 LE0326 WAIVE BID PROCEDURE / SMALL TRACT LEASE - NOBLE ENERGY, INC. PAGE 2 The above and foregoing Resolution was, on motion duly made and seconded, adopted by the following vote on the 23rd day of June, A.D., 2014. BOARD OF COUNTY COMMISSIONERS WELD COUNTY, COLORADO d.ATTEST: C -A OM-DI\C)--> 9m CS.w'1 rJN Douglas (Rademacher, Chair Weld County Clerk to the Board hCK(e .l t (Z-e- • arbara Kirkmeyer, Pro-Tem BY: t Lble.� the 7"C Dept lrk to the Board Sean P. Conway AP ED ORM: onisssap,,,;ke Freeman unty Attorney gyp:,. *�USED Wit ' : F. Garcia / I 1861tiAlkcp Date of signature: 71d ; Rik 3/4,7 40* 2014-1899 LE0326 WELD COUNTY SMALL-TRACT OIL AND GAS LEASE THIS LEASE AGREEMENT, dated this 2nd day of June , 201 4 , made and entered into by and between WELD COUNTY, COLORADO, a political subdivision of the STATE OF COLORADO, acting by and through the BOARD OF COUNTY COMMISSIONERS OF THE COUNTY OF WELD, for its respective interests, c/o BOARD OF COUNTY COMMISSIONERS, 1150 0 STREET, P.O. BOX 758, GREELEY, CO 80632, hereinafter called Lessor, and: Noble Energy,Inc. 1625 Broadway, Ste 2200 Denver, CO 80202 hereinafter called Lessee: WITNESSETH WHEREAS, said Lessee has applied to Lessor for an oil and gas lease covering the land herein described, and has paid a bonus consideration of$ 1 200 . 00 per mineral acre, fixed by Lessor as an additional consideration for the granting of this lease, and the following consideration: WHEREAS, all the requirements relative to said lease agreement have been duly complied with and said lease agreement has been approved and allowed by Lessor; THEREFORE, in consideration of the agreements herein, on the part of Lessee to be paid, kept and performed, Lessor does lease exclusively to Lessee for the sole and only purpose of drilling for, development of and production of oil and gas, or either of them, thereon and therefrom with the right to own all oil and gas so produced and saved therefrom and not reserved as royalty by Lessor under the terms of this lease, together with rights-of-way, easements and servitudes for pipelines, telephone and telegraph lines, tanks and fixtures for producing and caring for such product, and housing and boarding employees, and any and all rights and privileges necessary for the exploration and operation of said land for oil and gas, the following described land situated in the County of Weld, State of Colorado, and more particularly described as follows: SEE ATTACHED"EXHIBIT A" for legal description and acreage TO HAVE AND TO HOLD said land, and all the rights and privileges granted hereunder to Lessee until the hour of twelve o'clock noon on the 2nd day of June , 2011 7, as primary term, and so long thereafter as oil and gas, or either of them, is produced in paying quantities from said land or Lessee is diligently engaged in bona fide drilling or reworking operations on said land, subject to the terms and conditions herein. Drilling or reworking operations shall be deemed to be diligently performed if there is no delay or cessation thereof for a greater period than sixty (60) consecutive days, unless an extension in writing is granted by Lessor; provided that such drilling or reworking operations are commenced during said primary term or any extension thereof, or while this lease is in force by reason of production of oil and gas or either of them, or that such reworking is commenced within (60) sixty days upon cessation of production for the purpose of re-establishing the same, and provided further that such production is commenced during such primary term or any extension thereof, or while this lease is in force by reason of such drilling or reworking operations or other production. EXPLORATION - Lessor reserves the right to conduct exploration on the leased land provided such exploration does not interfere with rights granted herein. 2014-1899 4026413 Pages: 1 of 13 _ 06/26/2014 12:03 PM R Recorder, 1-603210 L 0 2�7 !^ Steve Moreno: Clerk and R order, Weld County: CO C..� ✓�l.W illikillatil ril4r i igiCialelkt1t111nrdAlyi �IIII Small-Tract Oil and Gas Lease Page 2 In consideration of the premises, the parties covenant and agree as follows: 1. RENTAL-This is a PAID-UP LEASE. In consideration of the down cash payment, Lessor agrees that Lessee shall not be obligated, except as otherwise provided herein, to commence or continue any operations during the primary term. Lessee may at any time or times during or after the primary term surrender this lease as to all or any portion of said land and as to any strata or stratum by delivering to Lessor or by filing for record a release or releases, and be relieved of all obligation thereafter accruing as to the acreage surrendered. 2. ROYALTY PROVISIONS: A. Lessee Responsible for All Costs/Expenses: Lessee shall account for any and all substances produced on the leased land and shall pay to Lessor as royalty, in addition to the rentals provided, the royalties described in paragraphs B through E below, which shall be free of all costs of any kind. In this regard, Lessee agrees to bear one hundred percent(100%) of all costs and expenses incurred in rendering hydrocarbons produced on or from the Leased Premises marketable and delivering the same into the purchaser's pipeline for immediate transportation to an end user or storage facility. If a gas purchase contract makes any deductions for the expenses of dehydrating, transporting, compressing, manufacturing, processing, treating, gathering or marketing of such gas, then such deductions shall be added to the price received by Lessee for such gas for the purpose of the payment of royalties to Lessor. Additionally, royalties payable to Lessor shall never bear, either directly or indirectly, under any circumstances, the costs or expenses (including depreciation) to construct, repair, renovate or operate any pipeline, plant, or other facilities or equipment used in connection with the treating, separation, extraction, gathering, processing, refining, transporting, manufacturing or marketing of hydrocarbons produced from the Leased Premises or lands pooled therewith. It is the intent of the parties that the provisions of this Paragraph 2 are to be fully effective and enforceable. B. Royalty Payment on Products: On products, Lessee shall pay Lessor a royalty payment of eighteen and one-half percent(18.5%) of the gross market value or proceeds of sale thereof, whichever is higher. C. Royalty Payment on Residue Gas: On residue gas or gas remaining after separation, extraction or processing operations, Lessee shall pay Lessor eighteen and one-half percent (18.5%) of the proceeds of sale or of the market value thereof, whichever is higher. D. Royalty Payment on Oil: At the option of Lessor, and with sixty(60) days' notice to Lessee, Lessor may take its royalty oil in kind, in which event Lessee shall deliver such royalty oil to Lessor on the leased land, free of cost or deduction, into the pipelines or storage tanks designated by Lessor, but Lessee shall not in such case be required to provide free tankage for any such oil for a longer period than one month after the same is run into tanks. With sixty (60) days' notice to Lessee, Lessor may cease taking oil royalty in kind. When paid in cash, Lessee shall pay Lessor for oil produced and saved from the leased land, eighteen and one-half percent (18.5%) the market value of the oil at the wellhead, or the price actually paid to Lessee at the well by the purchaser thereof, whichever is higher; and in no event shall the royalties be based upon a market value at the well less than the posted price in the field for such oil, or in the absence of a posted price in the field for such oil, upon a market value at the well less than the prevailing price received by other producers in the field for oil of like grade and gravity at the time such oil is run into pipelines or storage tanks. E. No Refund of Bonus: If Lessor owns a lesser interest in the oil and gas deposits of the above-described land than the entire and undivided fee simple estate, then the royalties and 4026413 Pages: 2 of 13 06/26/2014 12:03 PM R Fee:$0.00 Steve Moreno, Clerk and Recorder, Weld County, CO ■llINlINlAuINAWILil 11111 Small-Tract Oil and Gas Lease Page 3 rentals herein provided shall be paid to Lessor only in the portion which its interest bears to the whole and undivided fee, but no refund of any bonus consideration shall be made by Lessor hereunder. F. Timing of Royalty Payments: All royalties payable under the terms of this lease shall be payable in cash (unless Lessor elects to take such royalty oil or gas in kind)to Lessor within one hundred twenty (120) days following the first commercial sale of production and thereafter no more than sixty (60) days after the end of the month following the month during which production takes place. Subject to the provisions of Paragraph 16 of this Lease concerning shut-in wells, royalties shall be paid to Lessor by Lessee and/or its assigns or by the product purchaser for oil and/or gas. Upon the failure of any party to pay Lessor the royalty as provided in this paragraph, Lessor may, at Lessor's option, elect to terminate this Lease by sending written notice to Lessee. Lessee shall then have forty-five (45) days from the date of service of such written notice in which to avoid termination of this Lease by making or causing to be made the proper royalty payment or payments that should have been paid. If such royalty payment is not made on, or before, the expiration of the 45-day period, or written approval is not obtained from Lessor to defer such payment, Lessor may elect to terminate this Lease by filing a Notice of Termination with the Weld County Clerk and Recorder. The effective date of said termination shall be the date said Notice of Termination is recorded. G. Effect of"Take or Pay Provision": In the event Lessee enters into a gas purchase contract which contains what is commonly referred to as a "take or pay provision" (such provision meaning that the gas purchaser agrees to take delivery of a specified minimum volume or quantity of gas over a specified term at a specified price or to make minimum periodic payments to the producer for gas not taken by the purchaser) and the purchaser under such gas purchase contract makes payment to Lessee by virtue of such purchaser's failure to take delivery of such minimum volume or quantity of gas, then Lessor shall be entitled to eighteen and one-half percent (18.5%) of all such sums paid to Lessee or producer under the "pay" provisions of such gas purchase contract. Such royalty payments shall be due and owing to Lessor within sixty (60) days after the receipt of such payments by Lessee. If the gas purchaser"makes up" such gas within the period called for in the gas contract and Lessee is required to give such purchaser a credit for gas previously paid for but not taken, then Lessor shall not be entitled to royalty on such "make up" gas. If Lessee is not producing any quantities of gas from the Leased Premises but is receiving payments under the"pay" portion of such "take or pay" gas purchase contract provision, such payments shall not relieve Lessee of the duty to make shut-in royalty payments if Lessee desires to continue this Lease, but such "take or pay" royalty payments shall be applied as a credit against any shut-in royalty obligation of the Lessee. Lessor shall be a third-party beneficiary of any gas purchase contract and/or transportation agreement entered into between Lessee and any purchaser and/or transporter of Lessor's gas, irrespective of any provision of said contracts to the contrary, and such gas purchase contract and/or transportation agreement will expressly so provide. Further, Lessor shall be entitled to eighteen and one-half percent (18.5%) of the value of any benefits obtained by, or granted to, Lessee from any gas purchaser and/or transporter for the amendment, modification, extension, alteration, consolidation, transfer, cancellation or settlement of any gas purchase contract and/or transportation agreement. H. Recovery of Liquid Hydrocarbons: Lessee agrees that before any gas produced from the Leased Premises is used or sold off the Leased Premises, it will be run, free of cost to Lessor, through an adequate oil and gas separator of a conventional type or equipment at least as efficient, to the end that all liquid hydrocarbons recoverable from the gas by such means will be recovered on the lease and Lessor properly compensated therefor. 4026413 Pages: 3 of 13 06/26/2014 12:03 PM R Fee:$0.00 Steve Moreno, Clerk and Recorder, Weld County, CO 1111 Le'ViWW/ 11111 Small-Tract Oil and Gas Lease Page 4 I. Excess Payments to Lessor: Any payment of royalty or shut-in gas royalty hereunder paid to Lessor in excess of the amount actually due to the Lessor shall nevertheless become the property of the Lessor if Lessee does not make written request to Lessor for reimbursement within one (1) year from the date that Lessor received the erroneous payment, it being agreed and expressly understood between the parties hereto that Lessor is not the collecting agent for any other royalty owner under the lands covered hereby, and a determination of the name, interest ownership and whereabouts of any person entitled to any payment whatsoever under the terms hereof shall be the sole responsibility of Lessee. It is further expressly agreed and understood that: (i) this provision shall in no way diminish the obligation of Lessee to make full and punctual payments of all amounts due to Lessor or to any other person under the terms and provisions of this Lease, and (ii) any overpayments made to the Lessor under any provisions of this Lease shall not be entitled to be offset against future amounts payable to parties hereunder. J. Effect of Division Order: The terms of this Lease may not be amended by any division order and the signing of a division order by any mineral owner may not be made a prerequisite to payment of royalty hereunder. K. Limitation of Sale to Subsidiaries and/or Affiliates: Oil, gas or products may not be sold to a subsidiary or affiliate of Lessee as defined herein without the Lessor's prior written permission. L. Royalty Payable on All Gas Produced: Lessee shall pay Lessor royalty on all gas produced from a well on the Leased Premises and sold or used off the Leased Premises, regardless of whether or not such gas is produced to the credit of Lessee or sold under a contract executed by or binding on Lessee. Should gas be sold under a sales contract not binding on Lessee, Lessor's royalty will be calculated based on the highest price paid for any of the gas produced from the well from which such gas is produced. In no event will the price paid Lessor for Lessor's share of gas be less than the price paid Lessee for Lessee's share of gas. 3. LESSOR'S ACCESS TO LEASED PROPERTY AND RECORDS A. Records Generally: Lessee agrees to keep and to have in its possession complete and accurate books and records showing the production and disposition of any and all substances produced on the leased land and to permit Lessor, at all reasonable hours, to examine the same, or to furnish copies of same to Lessor upon request along with purchaser's support documentation. Lessor will not be unreasonable with requests. All said books and records shall be retained by Lessee and made available in Colorado to Lessor for a period of not less than five(5) years. B. Access to Premises: Lessor shall have free access, at all times, to all wells, tanks, and other equipment on the Leased Premises, including drilling wells, and Lessee agrees to furnish Lessor, or Lessor's nominee, currently and promptly, upon written request, with full well information including cores, cuttings, samples, logs (including Schlumberger and other electrical logs), copies and results of deviation tests and directional and seismic surveys, and the results of all drill stem tests and other tests of other kind or character that may be made of wells on the Leased Premises. Lessor or Lessor's nominee shall be furnished with, and have free access at all times to, Lessee's books and records relative to the production and sale of oil, gas or other minerals from the Leased Premises, including reports of every kind and character to local, State or Federal governmental authorities. Lessor shall have the right, at its election, to employ gaugers or install meters to gauge or measure the production of all minerals produced from the premises, and Lessee agrees to prepare and deliver to Lessor or 4026413 Pages: 4 of 13 06/26/2014 12:03 PM R Fee:$0.00 Steve Moreno, Clerk and Recorder, Weld County, CO 1IIINF.MIV(Iiirr,T CIIMII,' AII<ti1Wilki lig1IIII Small-Tract Oil and Gas Lease Page 5 Lessor's gauger or nominee duplicate run or gauge tickets for all minerals removed from the premises. Lessee shall furnish to Lessor daily drilling reports on each well drilled upon request. C. Gas Purchase Agreements/Gas Contracts: At least thirty (30) days prior to the delivery or the execution of any contract for the sale, delivery, transporting or processing of gas produced from the Leased Premises, Lessee shall provide Lessor with a complete copy of each proposed contract for the purchase, transportation and/or processing of such gas that Lessee intends to execute (each a "Gas Contract"), whereupon, Lessor may object if the terms of said Gas Contract conflict with the terms and conditions of this Lease. Lessee shall furnish to Lessor, within a reasonable time after its execution, a copy of any Gas Contract or transportation agreement entered into in connection with the Leased Premises, or if there is already a Gas Contract or transportation agreement in effect due to Lessee's operations in the field, then a copy of that contract. Furthermore, a copy of any amendments to the gas purchase contract or transportation agreement shall be furnished said Lessor within thirty(30) days after execution thereof; and on request of Lessor and without cost to the Lessor, Lessee shall furnish Lessor a copy of the following reports: core record, core analysis, well completion, bottom hole pressure measurement, directional survey records, electrical and induction surveys and logs, gas and oil ratio reports, paleontological reports pertaining to the paleontology of the formations encountered in the drilling of any wells on the Leased Premises, and all other reports which pertain to the drilling, completing or operating of the wells located on the Leased Premises. Such information shall be solely for Lessor's use, and Lessor shall attempt to keep same confidential for twelve (months after receipt, subject to its obligation to comply with the Public Records requirements under Colorado law. Lessee agrees that it will not enter into any contract for the sale, delivery, transporting or processing of gas produced from the Leased Premises which shall extend more than two (2) years from the effective date of such sales contract unless such contract has adequate provisions for redetermination of price at intervals of no less frequency than one (1) year to ensure that production from this Lease is not being sold for less than the then current market value. D. Lessee to Advise Regarding Well Status: Lessee shall advise Lessor, in writing, of the location of all wells drilled upon the Leased Premises on or before thirty (30) days prior to commencement of operations, and shall advise Lessor, in writing, the date of completion and/or abandonment of each well drilled within thirty (30) days after completion or abandonment. 4. MEASUREMENTS: All production shall be accurately measured using standards established by the American Gas Association (AGA) and/or the American Petroleum Institute (API) and all measuring devices shall be tamper proof as nearly as possible. Oil royalties due within the terms of this lease shall be calculated on actual and accurate measurements within API standards unless a different means of measurement, subject to Lessor's approval, is provided. 5. PAYMENTS AND REPORTS: All payments and reports due hereunder shall be made on or before the day such payments and reports are due. Nothing in this paragraph shall be construed to extend the expiration of the primary term hereof. Oil royalty payments and supporting documents shall be submitted prior to the last day of the month following each month's sale of production, and gas royalty payments and supporting documents shall be submitted prior to the last day of the second month following each month's sale of production. All payments shall be made by cash, check, certified check, or money order. Payment having restrictions, qualifications, or encumbrances of any kind whatsoever shall not be accepted by Lessor. A penalty for a late payment shall be charged as set forth in the PENALTIES paragraph herein. 4026413 Pages: 5 of 13 06/26/2014 12:03 PM R Fee:$0.00 Steve Morena, Clerk and Recorder, Weld County, CO VIII MURITill4/RIi 1W IdFIYrYLrh 11111 Small-Tract Oil and Gas Lease Page 6 6. PENALTIES: A penalty shall be imposed for, but not limited to, late payments, improper payments, operational deficiencies, violation of any covenant of this lease, or false statements made to Lessor. Penalties shall be determined by Lessor, unless otherwise provided for by law, and may be in the form of, but not limited to, interest, fees, fines, and/or lease cancellation. A penalty schedule shall be prepared by Lessor and shall become effective immediately after public notice. Said schedule may be changed from time to time after public notice. 7. LAW: The terms and conditions of this lease shall be performed and exercised subject to all laws, rules, regulations, orders, local ordinances or resolutions applicable to, and binding upon, the administration of lands and minerals owned by the County of Weld, and to laws, rules and regulations governing oil and gas operations in Colorado. Violations shall result in penalties as provided for by law or as set forth in the aforementioned schedule or shall, at the option of Lessor, result in default as provided hereinafter. 8. SURRENDER: Lessee may at any time, by paying to Lessor all amounts then due as provided herein, surrender this lease insofar as the same covers all or any portion of the land herein leased and be relieved from further obligations or liability hereunder with respect to the land so surrendered; provided that this surrender clause and the option herein reserved to Lessee shall cease and become absolutely inoperative immediately and concurrently with the institution of any suit in any court of law by Lessee, Lessor or any assignee of either to enforce this lease, or any of its terms expressed or implied. In no case shall any surrender be effective until Lessee shall have made full provision for conservation of the leased products and protection of the surface rights of the leased land. 9. ASSIGNMENTS: A. Fee for Assignments: Lessee, upon payment of a $100.00 fee and prior written consent of Lessor (which shall not be unreasonably withheld), shall have the right to assign the entire leasehold interest of said Lessee in all or part of the land covered hereby. Prior to written approval by Lessor of assignment of this lease, Lessee (assignor) shall not be relieved of its obligations under the terms and conditions herein. An assignment shall not extend the term of this lease. B. Partial Assignment: If any assignment of a portion of the land covered hereby shall be approved, a new lease shall be issued to the assignee covering the assigned land, containing the same terms and conditions as this lease, and limited as to term as this lease is limited, and the assignor shall be released and discharged from all further obligations and liabilities as to that portion so assigned. C. Lessee to Notify: Lessee shall notify Lessor of all assignments of undivided percentage or other interests. Said interests will not be recognized or approved by Lessor, and the effect of any such assignments will be strictly and only between the parties thereto, and outside the terms of this lease, and no dispute between parties to any such assignment shall operate to relieve Lessee from performance of any terms or conditions hereof or to postpone the time therefore. Lessor shall at all times be entitled to look solely to Lessee or his assignee shown on its books as being the sole owner hereof, and for the sending of all notices required by this lease and for the performance of all terms and conditions hereof. D. Filing with Lessor: Although not binding on Lessor, all instruments of every kind and nature whatsoever affecting this lease should be filed with the Lessor. 4026413 Pages: 6 of 13 06/26/2014 12:03 PM R Fee:$0.00 Steve Moreno, Clerk and Recorder, Weld County: CO �IIIMI��R4�I��Jl ' tr4,l'Ph4�ti�t4'i�fJ��tihtkU'�Y4h 111111 Small-Tract Oil and Gas Lease Page 7 10. OVERRIDING ROYALTY: Any and all reservations or assignments or overriding royalties shall be subject to approval by Lessor. The total of said overriding royalties shall not exceed five percent (5%), including any overriding royalty previously provided for unless production exceeds a monthly average of fifteen (15) barrels per day or ninety thousand cubic feet of gas per day (90 MCF/D). In the event production drops to this amount or less, any overriding royalties which exceed five percent (5%) may be suspended. Lessor's approval of a reservation or assignment of an overriding royalty shall not bind Lessor for payment of said overriding royalty and shall not relieve Lessee of any of its obligations for payment of royalties to Lessor as provided by ROYALTY paragraphs herein. 11. OFFSET WELLS: Lessee agrees to protect the leased land from drainage by offset wells located on adjoining lands not owned by Lessor, when such drainage is not compensated for by counter-drainage. It shall be presumed that the production of oil and gas from offset wells results in drainage from the leased land, unless Lessee demonstrates to Lessor's satisfaction, by engineering, geological, or other data, that production from such offset well does not result in such drainage, or that the drilling of a well or wells on the leased land would not accomplish the purposes of protecting the deposits under the leased land. Lessor's decision as to the existence of such drainage shall be final, and Lessee shall comply with Lessor's order thereon or surrender this lease as to any such undeveloped acreage as designated by Lessor. 12. DEVELOPMENT: Upon discovery of oil and gas or either of them on the leased land, Lessee shall proceed with reasonable diligence to develop said land at a rate, and to an extent, commensurate with the economic development of the field in which the leased land lies. 13. POOLING CLAUSE: Lessee may at any time or times pool any part or all of said land or lease or any stratum or strata with other lands and leases, stratum or strata, in the same field so as to constitute a spacing unit to facilitate an orderly or uniform well-spacing pattern or to comply with any order, rule, or regulation of the State or Federal regulatory or conservation agency having jurisdiction. Such pooling shall be accomplished or terminated by filing of record a declaration of pooling, or declaration of termination of pooling, and by mailing or tendering a copy to Lessor, or to the depository bank. Drilling or reworking operations upon or production from any part of such spacing unit shall be considered for all purposes of this lease as operations or productions from this lease. Lessee shall allocate to this lease the proportionate share of production which the acreage in this lease included in any such spacing unit bears to the total acreage in said spacing unit. 14. UNITIZATION —COMMUNITIZATION: In the event Lessor permits the land herein leased to be included within a communitization or unitization agreement, the terms of this lease may be deemed to be modified to conform to such agreement. When only a portion of the land under this lease is committed by an agreement, Lessor may segregate the land and issue a separate lease for each portion not committed thereunder; the term of such separate lease shall be limited as to the original term of this lease. The terms of the lease on that portion remaining in the unit shall be deemed to be modified to conform to such agreement. Non-producing leases shall terminate on the first anniversary date of the lease following the termination date of the unit or part thereof modifying the lease, but in no event prior to the end of the primary term of the lease or the extension term of the lease. 15. PRODUCTION: Lessee shall, subject to applicable laws, regulations and orders, operate and produce all wells upon the leased land so long as the same are capable of producing in paying quantities, and shall operate the same so as to produce at a rate commensurate with the rate of production of wells on adjoining lands within the same field and within the limits of good engineering practice, except for such times as there exist neither market nor storage therefore, 4026413 Pages: 7 of 13 06/26/2014 12:03 PM R Fee:$0.00 Steve Moreno, Clerk and Recorder, Weld County, CO ��W1I'Iti4illi ,rrIPRUMILIWIelddigifyl& AI III Small-Tract Oil and Gas Lease Page 8 and except for such limitations on, or suspensions of, production as may be approved in writing by Lessor. Lessee shall be responsible for adequate site security on all producing properties. 16. SHUT-IN WELLS: If Lessee shall complete a well on the leased land productive of gas and Lessee is unable to produce such gas due to a lack of suitable market therefore, Lessor may grant Lessee suspension of his obligations to produce hereunder until a suitable market for such gas can be found, and during any such suspension period, it shall be deemed that gas is being produced hereunder in paying quantities. Except, however, that beginning on the anniversary date next, of the year of an extension of the lease by reason of a shut-in well, Lessee shall pay to Lessor a shut-in royalty equal to$2.50 per acre of the lease per annum. The minimum amount of such shut-in royalty payment shall be $240. Each year's shut-in royalty shall be forfeited to Lessor except for the shut-in royalty paid for the year during which the well begins production. The maximum extension of the lease, due to the existence of a shut-in well, shall be five (5) years beyond the extension term as described in the EXTENSION paragraph herein. The granting of any further extensions shall be at the sole option of Lessor. 17. OPERATIONS: Exploration, drilling or production operation, including permanent installations, shall be in compliance with all Colorado Oil and Gas Conservation Commission and State of Colorado Regulations. Reports required to be filed with the Colorado Oil and Gas Conservation Commission shall be made immediately available to Lessor upon request. 18. NOTIFICATION: Lessee shall notify Lessor and the surface lessee or surface owner of the location of each drill site at least two weeks prior to commencing drilling operations thereon. Lessee shall notify Lessor before commencing to plug and abandon any well by copy of Lessee's request for approval or sundry notice of intent to plug and abandon. 19. BONDS: Lessee shall be liable for all damages to the surface of the land, livestock, growing crops, water wells, reservoirs, or improvements caused by Lessee's operations on said land. No operations shall be commenced on the land hereinabove described unless and until Lessee shall have filed a good and sufficient bond with Lessor, in an amount to be fixed by Lessor, to secure the payment for such damages as may be caused by Lessee's operations on said land and to assure compliance with all the terms and provisions of this lease, the laws of the State of Colorado, and the rules and regulations thereto appertaining. A bond may be held in effect for the life of production of any well. 20. SETTLEMENT: Lessee shall not remove any machinery, equipment or fixtures placed on said land, other than drilling equipment, nor draw the casing from any well unless and until all payments and obligations currently due Lessor under the terms of this lease shall have been paid or satisfied. Any machinery, equipment or fixtures left on this land for a period of more than six(6) months after the expiration hereof, shall automatically become the property of Lessor. 21. OTHER DISCOVERY: Should Lessee discover any valuable products other than oil and gas, on or within the leased land, Lessee shall within seven (7) days report such discovery to Lessor, in which event Lessee and Lessor may negotiate a provision for production of such discovery. 22. WATER: This lease does not grant permission, express or implied, to Lessee for water exploration, drilling, or establishing water wells without the written permission of the surface owner. If Lessor is the surface owner, said permission shall not be unreasonably withheld. If Lessee desires to establish or adjudicate any water right for beneficial use on the leased land, any such adjudication or application shall be in the name of Lessor if Lessor is the surface owner. The same shall apply to any non-tributary water rights established on the leased land which may be put to beneficial use off said land. 4026413 Pages: 8 of 13 06/26/2014 12:03 PM R Fee:$0.00 Steve Moreno, Clerk and Recorder, Weld County, CO VIII M1r1l rfirlf RreileP,a4 11111 Small-Tract Oil and Gas Lease Page 9 23. DEFAULT: Upon failure or default of Lessee to comply with any of the terms and provisions hereof including, but not limited to, the failure to comply with laws, rules and regulations governing Colorado oil and gas operations, Lessor is hereby authorized upon notice and hearing, as hereinafter provided, to cancel this lease as to all of the leased land so claimed or possessed by lessee hereunder. In the event of any such default or failure, Lessor shall, before making any such cancellation, send to Lessee by certified mail, to the post office address of said lessee as shown by the records of Lessor, a notice of intention to cancel for such failure or default, specifying the same, stating that if within forty-five (45) days from the date of mailing said notice, Lessee shall correct such failure or default, no cancellation will be made. If such failure or default is not corrected within forty-five (45) days after the mailing of such notice, and if Lessee does not request a hearing on such notice within forty-five (45) days, this lease will terminate and be canceled by operation of this paragraph without further action by Lessor, or further notice to Lessee. 24. EXTENSION: If Lessee fails to make discovery of oil and gas, or either of them, in paying quantities during the primary term hereof, or during drilling operations commenced during the primary term hereof, Lessee may make written application to Lessor for an extension of this lease. The granting of such extension shall be at the sole option of Lessor, according to the following conditions: A. Extension Limit: No lease term will be extended for more than six (6) months from the original expiration date. B. Extension Payment: The Lessee shall pay to the Lessor the sum of one-third of the original bonus. C. No Chanqe in Royalty: The royalty will remain the same. 25. HOLD HARMLESS: Lessee shall indemnify Lessor against all liability and loss, and against all claims and actions, including the defense of such claims or actions, based upon, or arising out of, damage or injury, including death, to persons or property caused by, or sustained in connection with, operations on this leased land or by conditions created thereby, or based upon any violation of any statute, ordinance, or regulation. 26. CONDEMNATION: If the leased land shall be taken in any condemnation proceeding, this lease shall automatically terminate as of the date of taking. The award for such condemnation shall be paid to Lessor, except for any specific award(s) paid to Lessee for severed oil and gas reserves, in which event 50% of such specific award(s) shall be paid to Lessor in lieu of royalty lost by virtue of the condemnation. Improvements shall be removed by Lessee per terms in the SETTLEMENT paragraph herein. If only a portion of the leased land is taken by condemnation, Lessor may, at its option, terminate this lease or terminate only that portion of the lease so taken. 27. ERRORS: Every effort is made by Lessor to avoid errors in all procedures including, but not limited to, auction listings and lease preparation. Lessor shall not be liable for any inconvenience or loss caused by errors which may occur. Lessee shall notify Lessor immediately upon discovery of any errors or discrepancy whatsoever. 28. ARCHAEOLOGY: Lessee shall not destroy, disturb, mar, collect, remove or alter any prehistoric or historic resources of any kind on Weld County lands as provided by law. These resources include, but are not limited to, all artifacts of stone, wood or metal, pictographs, structures, and bones. A discovery of anything of prehistoric or historic nature shall be reported to Lessor or the State of Colorado Archaeologist immediately. 4026413 Pages: 9 of 13 06/26/2014 12:03 PM R Fee:$0.00 Steve Moreno, Clerk and Recorder, Weld County, CO VIII MOM 4(fi l i r. IVA L C JAN A'i OM 11111 Small-Tract Oil and Gas Lease Page 10 29. DEFINITIONS: For purposes of this Lease, the following definitions apply: A. "Products"refers to any and all substances produced on the leased property, including all oil and gas, found on or under the leased property. B. "Market Value"shall mean for gas and products therefrom (i) the gross price at which gas or products therefrom are sold pursuant to a Gas Contract, as defined in paragraph 2C, or (ii) if not sold pursuant to a Gas Contract, as defined in paragraph 2C, the highest gross price reasonably obtainable for the quantity of gas or products available for sale, through good faith negotiations for gas or products produced from the Leased Premises at the place where such gas or product is available for sale on the date of such a contract with adequate provisions for redetermination of price at intervals of no less frequency than two (2) years to ensure that the production is being sold for no less than the current market price. Included within the definition of "Market Value" as used herein is the presumption that Gas Contracts are arms-length contracts with purchasers who are not subsidiaries or affiliates of Lessee. "Market Value" shall never be less than the amount actually received by the Lessee for the sale of hydrocarbons. C. "Affiliate"is defined as the parent company or a subsidiary of Lessee, a corporation or other entity having common ownership with Lessee, a partner or joint venturer of Lessee with respect to the ownership or operation of the processing plant, a corporation or other entity in which Lessee owns a ten percent or greater interest, or any individual, corporation or other entity that owns a ten percent or greater interest in Lessee. D. "Costs" and/or "Expenses" shall mean all costs of gathering, production, transportation, treating, compression, dehydration, processing, marketing, trucking or other expense, directly or indirectly incurred by Lessee, whether as a direct charge or a reduced price or otherwise, including fuel use attributable to any of the services listed above. "Costs" or"Expenses" also include depreciation, construction, repair, renovation or operation of any pipeline, plant, or other facilities or equipment used in connection with the treating, separation, extraction, gathering, processing, refining, transporting, manufacturing or marketing of hydrocarbons produced from the Leased Premises or lands pooled therewith. E. "Gas"as used herein shall mean all gases (combustible and noncombustible) including, but not limited to, all gaseous hydrocarbons, gaseous compounds, carbon dioxide, and helium. F. "Oil and gas"as used herein shall include all substances produced as by-products therewith, including, but not limited to, sulfur. G. "Paying quantities" as used herein shall mean and refer to quantities of oil and gas or of either of them sufficient to pay for the current cost of producing same. 30. HEIRS AND ASSIGNS: The benefits and obligations of this lease shall inure to, and be binding upon, the heirs, legal representatives, successors or assigns of Lessee; but no sublease or assignment hereof, or of any interest herein, shall be binding upon Lessor until the same has been approved by Lessor as explained in the ASSIGNMENTS paragraph provided above. 31. WARRANTY OF TITLE: Lessor does not warrant title to the leased premises, but it shall, upon request, allow Lessee access to such abstracts and other title papers as it has in its files. There shall be no obligation on Lessor's part to purchase new or supplemental or other title papers, nor to do any curative work in connection with title to the subject lands. All abstracts of title, whether new or supplementary, obtained by Lessee and covering the subject lands shall become the 4026413 Pages: 10 of 13 06/26/2014 12:03 PM R Fee:$0.00 Steve Moreno, Clerk and Recorder, Weld County, CO liiIM��1l�QII 114i'+N�iCL'fILIk�IY�rr�'lh4fh441k4��Ylti� ii vi Small-Tract Oil and Gas Lease Page 11 property of, and be delivered to, Lessor after Lessee has completed its title examination and curative work, subject, however, to the right of Lessee to use such abstracts upon request at any time during the term of the lease. 32. FORCE MAJEURE: Neither party shall be responsible for delays or failures in performance resulting from acts or occurrences beyond the reasonable control of such party, including, without limitation: fire, explosion, power failure, flood, earthquake or other act of God; war, revolution, civil commotion, terrorism, or acts of public enemies; any law, order, regulation, ordinance, or requirement of any government or legal body or any representative of any such government or legal body; or labor unrest, including without limitation, strikes, slowdowns, picketing or boycotts. In such event, the party affected shall be excused from such performance (other than any obligation to pay money) on a day-to-day basis to the extent of such interference (and the other party shall likewise be excused from performance of its obligations on a day-to-day basis to the extent such party's obligations relate to the performance so interfered with). 33. SURVEYS, ABSTRACTS, TITLE OPINIONS AND CURATIVE WORK: A. If Lessee shall cause any of the exterior or interior lines of the property covered by this lease to be surveyed, Lessee shall furnish Lessor a copy of such survey. Lessee shall furnish Lessor, within a reasonable time, with a copy of all maps submitted to the Corps of Engineers of the United States Army, Railroad, or other governmental or official agency or department having jurisdiction, showing the proposed location of all roads, pipelines, canals and drill sites on the Leased Premises. B. In the event Lessee causes an abstract of title to be prepared covering the property herein leased, or any portion thereof, Lessor shall have access to said abstract at any reasonable time. In the event Lessee shall cause the title to be examined or should obtain a title opinion or title certificate upon the property herein leased, Lessee agrees to furnish Lessor a copy or photostatic copy thereof within a reasonable time of receipt of the same by Lessee with the understanding that neither Lessee nor the attorney or firm of attorneys rendering the opinion or certificate shall be responsible to Lessor for its correctness, the said opinion or certificate being furnished to Lessor simply for its own convenience, information and personal use. Similarly, if any curative material is obtained by Lessee, a copy thereof shall immediately be furnished Lessor under the same conditions of non-liability on the part of the Lessee or the persons who may have obtained or prepared the same. IN WITNESS WHEREOF, Lessor has hereunto signed and caused its name to be signed by the CHAIR, BOARD OF COUNTY COMMISSIONERS OF THE COUNTY OF WELD, with the seal of the office affixed, and Lessee has signed this agreement, the day and year first above written. //�� LESSOR: ATTEST 1". LK�l BOARD OF COUNTY COMMISSIONERS Weld County Clerk to the B rd 1 ELLj COUNTY, COLORADO By: (1 ' JUN 2 32014 4026413 Pages: 11 of 13 06/26/2014 12:03 PM R Fee:$0.00 Steve Moreno, Clerk and Recorder, Weld County, CO 101 INPJULIWINfi t:IJPZkiLII W'Wni i 1I III ex/ - ifi'99 Small-Tract Oil and Gas Lease Page 12 LESSEE: NOBLE ENE GY CC. Company m I�I Signature Jose . Lorenzo ttorn Printe ame and Title STATE OF L�94101,1 'l5 ) Arce ) ss COUNTY OF Petif,(,cGt--) The foregoing instrument was acknowledged before me this 01n12- day of 20 //1 , by Witnes my h an O ial seal. (� DOLORES SPRESSER tieCOLORADO NOTARY PUBLIC STATE NOTARY ID X 20104017083 NO ry Public MY COMMISSION EXPIRES MAY 28,2018 My Commission Exp es: LESSEE: (second signature if applicable) Company Name Signature Printed Name and Title STATE OF ss COUNTY OF The foregoing instrument was acknowledged before me this day of 20 , by Witness my hand and official seal. Notary Public My Commission Expires: 4026413 Pages: 12 of 13 06/26/2014 12:03 PM R Fee:$0.00 Steve Moreno, Clerk and Recorder, Weld County, CO ■III<4!�1��Na�ligiriftIMWei Wi'At�l�JtiN„+1Y4F 1111 Small-Tract Oil and Gas Lease Page 13 INSERT EXHIBIT A HERE A tract of land in the NW/4SE/4 of Section 18, Township 6 North, Range 63 West, 6th P.M. , more particularly described as Lot 11 , Block 36 and that portion of vacated Russell Avenue, as described in a Resolution recorded at Reception No. 2456885. . 324 acres 4026413 Pages: 13 of 13 06/26/2014 12:03 PM R Fee:$0.00 Steve Moreno, Clerk and Recorder, Weld County, CO M1Ur III L rage I OT I INVOICE NUMBER INVOICE DATE DESCRIPTION DISCOUNT I NET AMOUNT 060214WELD ' 02-JUN-14 � NEW-LEASEWELLS RANCH IDP 0.00 388. 80 I I I I I I I I I I j 0 RECEIPT DATE CU- / 7-/1 NO. 87622 `° 11,/V 112 t- 0 M RECEIVED FROM CJ o o DDRES 1 5 7, /n U ° o ct y�FOR 5- aii . n (.(/ Y m ✓ mii-I J Lc LO 1 TD U O OCo] HOW PAID // jr/j��,�// mil, (i fir! v� CASH d p p (� I iL!`)✓a T kad � E la°i CHECK fi 30 O� O(] BY tag MONEY ORDER Plft(opt X701 aN 0.00 388.80 Y[ % NOBLE ENERGY, INC. 06/05/14 2014982662 150191 P.O.8OX909 110 W.BROADWAY $****388.80 ARDMORE,OKLAHOMA 73402 (800)220-5824 DATE CHECK NO. I ACCT. NO. TOTAL IL PLEASE DETACH BEFORE DEPOSITING CHECK +J 4) a) 4— 3s n ii A C) J CJ F• F{t �t r 2:- fli ;▪ ':b R y � �((y]]!��jM3' ayWj RLLC �� { 4i C II1HIP.DI18 U opp dz cas cao O I 6; -a 1: mg. 3: „ a C S arc,Zg L U F aW< 't 6f It I! I! {£ {t {t /t COMO Q if, pc _do W:Ir e CD NI- • ._ JZUVZ � o _ < U yS o N W U yfC"gcaY=KWnO - :s ® ± it 4/ f! iii W L a) O .2 a8W �O.i $ Ot w-i ii fi di Ci fi f? MA �i OD V ��yy�\ solO2Vi a . p U t6 n C W g 0 [ > f +, YY 1 h3 1 3 U { xt al br •f•{ ~ 5. L ¢ o°0 zv � g i 00 Z ..E p nom` Q. k_ °' i t - ® aa ,� 1� fI SJ G{ Co' +J W W \ M }i iW/y/yW(iWLL?O pY G N W 3 -- E. Els iet st {t if. ts {t {t f: i.? APa a3 (B t• to 0 3 . - IRxi”, 9 • > Amy 3 /^� cca c g ��=—4421 l i ! L{ V• O CZ 1.1 F o E a W V r C i q I gi ir Qa 0 O - • l o • _ . O iNti... ' , . • • _ , Y � � r " , . ,.. ,:, •0 _ e ., v. D. . .; . . , i . i • III railliglaiit f� �' co . co tit • .ii J . C Ri .10011.111 Timm ; , ljt 4166H- lei . to I © _ --- . O co , I a. , e CR 61 . 5 r --' MATTHEW L.HOPPE mhoppe,carletongotl Inlaw.com CARLETON GOTLIN LAW PC February 21, 2014 Mr. Eric Koble Noble Energy, Inc. 1625 Broadway, Suite 2200 Denver, Colorado 80202 Re: Drilling and Division Order Title Opinion Colt A13-611, 613, 615, 618, 623, 625, 628, 630, 633, 635, and 638 Wells (collectively the"Subject Wells") T6N, R63W, 6th P.M., Section 18: S/2, Section 19: N/2W2 T6N, R64W. 6th P.M., Section 13: S/2, Section 24: N/2N/2 Weld County, Colorado DRILLING AND DIVISION ORDER TITLE OPINION Covering ,/township 6 North, Range 63 West, 6'h P.M. ',Section 18: S/2 Section 19: N/2N/2 Township 6 North, Range 64 West, 6th P.M. Section 13: S/2 Section 24: N/2N/2 Weld County, Colorado Containing 946.651 acres,± Referred to herein as the "captioned lands" Excluding the Wellbore of the J& L Farms#31-19 Well located in the NW/4NE/4 of Section 19 and the Wellbore of the J &L Farms#41-19 well located in the NE/4NE/4 of Section 191 1 See Comment/Requirement DD. ORIGINAL DOCUMENT OF CARLETON GOTLIN LAW PC 1, j♦ 1580 Lincoln St.Suite 120D,Denver, CO 80203 I T:303.825.1125 F:303.302.3088 I www.carletongotlinlaw.com ENERGIZING LAW Dear Mr. Koble: Pursuant to a request from Noble Energy, Inc., I examined the materials listed below for the purpose of rendering a Drilling and Division Order Title Opinion covering the captioned lands. As a result of my examination, I determined that the ownership of minerals, oil and gas leasehold, oil and gas production, and the proceeds from the sale of oil and gas production, as of 7:00 a.m. on August 21, 2013 for the S/2 of Section 18 and the N/2N/2 of Section 19, T6N, R63W, 6th P.M. and as of 7:00 a.m. on August 23, 2013 for the S/2 of Section 13, T6N, R64W, 6th P.M., 7:00 a.m. on August 22, 2013 for the N/2N/2 of Section 24, T6N, R64W, 6th P.M. (the "Certification Date") is as specified hereafter,subject to the Exceptions, Comments and Requirements that follow. TABLE OF CONTENTS MATERIALS EXAMINED 3 OWNERSHIP TRACTS 12 SUMMARY OF OIL AND GAS LEASES 31 CONSOLIDATED OIL AND GAS LEASEHOLD OWNERSHIP 64 EXCEPTIONS AND QUALIFICATIONS 80 ENCUMBRANCES 82 GENERAL COMMENTS AND REQUIREMENTS 91 OUTSTANDING PRIOR COMMENTS AND REQUIREMENTS 103 ADDITIONAL COMMENTS AND REQUIREMENTS 136 EXHIBIT A: DIVISION OF INTERESTS WORKBOOK EXHIBIT B: OIL AND GAS LEASES, ASSIGNMENTS OF OIL AND GAS LEASES AND RELATED DOCUMENTS EXHIBIT C: CONVEYANCES OF MINERAL/SURFACE INTERESTS AND ENCUMBRANCES ORIGINAL DOCUMENT OF CARL ETON GOTLh4 LAW PC Page 2 of 156 1i %. MATERIALS EXAMINED Abstracts All of Section 13, T6N, R63W, 6th P.M. 1. PROPERTY INDEX SEARCH REPORT ("PI Search Report"), dated October 17, 2013, generated by Heritage Title Company in Greeley, Colorado, describing all instruments of record covering Section 13, T6N, R64W, 6th P.M. from April 2, 2013 to August 23, 2013 at 7:00 a.m. 2. DOCUMENT COPIES, based on the PI Search Report detailed above. SW/4 of Section 13, T6N, R64W, 6th P.M. 1. TITLE UPDATE, dated December 4, 2009, prepared by David G. Meyer for Noble Energy, Inc., covering the W/2 of Section 13, T6N, R64W, 6th P.M. from July 14, 2008 at 7:00 a.m. to November 6, 2009 at 7:00 a.m. 2. TITLE UPDATE, dated May 21, 2010, prepared by David G. Meyer for Noble Energy, Inc., covering the W/2 of Section 13, T6N, R64W, 6th P.M. from November 6, 2009 at 7:00 a.m. to March 26, 2010 at 7:00 a.m. 3. TITLE UPDATE, dated May 10, 2013, prepared by Tom Griffith of Resource Title Consultants, LLC for Noble Energy, Inc., covering the W/2 of Section 13, T6N, R64W, 6th P.M. March 25, 2010 at 7:00 a.m. to April 3, 2013 at 7:00 a.m. SE/4 of Section 13, T6N, R64W, 6th P.M. 1. PI SEARCH REPORT, dated July 21, 2008, generated by Transnation Title Company in Greeley, Colorado, describing all instruments of record covering Section 13, T6N, R64W, 6th P.M. from July 30, 2007 to July 21, 2007 at 7:00 a.m. 2. DOCUMENT COPIES, based on the PI Search Report detailed above. 3. TITLE UPDATE, dated May 10, 2013, prepared by Tom Griffith of Resource Title Consultants, LLC for Noble Energy, Inc., covering the SE/4 of Section 13, T6N, R64W, 6th P.M. from July 13, 2008 at 7:00 a.m. to April 3, 2013 at 7:00 a.m. 4. TITLE UPDATE, dated October 30, 2005, prepared by Vickie Milligan, covering the N/2SE/4 of Section 13, T6N, R64W, 6th P.M. from inception to July 21, 2005.2 2 Reviewed solely for the purposes of providing leasehold ownership as to all depths and formations; no other information from this abstract is included in this Opinion. ORIGINAL DOCUMENT OF CARLETON GO TUN LAV/PC Page 3 of 156 %St 5. PI SEARCH REPORT, dated March 26, 2008, generated by Transation Title Company in Greeley, Colorado, describing all instruments of record covering Section 13, T6N, R64W, 6th P.M. from June 8, 2004 to March 20, 2008.3 6. DOCUMENT COPIES, based on the PI Search Report detailed above." 7. TITLE UPDATE, dated October 24, 2007, prepared by Patrick B. McRorie for Noble Energy, Inc., covering the S/2SE/4 of Section 13, T6N, R64W, 6th P.M. from Patent to August 31, 2007 at 7:00 a.m.5 N/2N/2 of Section 24, T6N, R64W, 6th P.M. None. All of Section 18, T6N, R63W, 6th P.M. 1. PI SEARCH REPORT, dated October 11, 2013 generated by Heritage Title Company in Greeley, Colorado, describing all instruments of record covering Section 18, T6N, R63W, 6th P.M. from March 31, 2013 to August 21, 2013. 2. DOCUMENT COPIES, based on the PI Search Report detailed above. E/2SE/4 of Section 18, T6N, R63W, 6th P.M. 1. TITLE UPDATE, dated April 25, 2013, prepared by Tom Griffith of Resource Title Consultants, LLC for Noble Energy, Inc., covering instruments indexed against the rural tract of land in the E/2SE/4 of Section 18, T6N, R63W, 6th P.M. from November 6, 2008 at 7:00 a.m. to April 1, 2013 at 7:00 a.m. 2. ABSTRACT OF TITLE, dated June 10, 2013, prepared by Land Energy, Inc. for Noble Energy, Inc., covering Block 62, Amended Barnesville, in Section 18, T6N, R63W, 6th P.M. from November 6, 2008 to May 28, 2013 at 7:00 a.m. W/2SE/4 of Section 18, T6N, R63W, 6th P.M. 1. TITLE UPDATE, dated April 26, 2013, prepared by Tom Griffith of Resource Title Consultants, LLC for Noble Energy, Inc., covering instruments indexed against the rural tract of land in the SW/4, W/2SE/4 of Section 18, T6N, R63W, 6th P.M. from January 21, 2008 at 7:00 a.m. to April 2, 2013 at 7:00 a.m. 3 This PI Search Report was reviewed solely for the purpose of providing leasehold ownership of the N/2SE/4 of Section 13 as to all depths and formations; therefore, only those instruments affecting leasehold ownership of the N/2SEJ4 of Section 13 were reviewed and included in this Opinion. " Reviewed solely for the purposes of providing leasehold ownership as to all depths and formations; no other Information from this abstract is included in this Opinion. 5 Reviewed solely for the purposes of providing leasehold ownership as to all depths and formations; no other information from this abstract is included in this Opinion. ORIGINAL DOCUMENT CFC,ARLETON GOTLIN LAW PC Page 4 of 156 IN 2. ABSTRACT OF TITLE, dated June 10, 2013, prepared by Land Energy, Inc. for Noble Energy, Inc., covering Lots 1-11, Block 36 Amended Barnesville in Section 18, T6N, R63W, 6th P.M. from June 4, 2008 to May 28, 2013 at 7:00 a.m. 3. ABSTRACT OF TITLE, dated June 10, 2013, prepared by Land Energy, Inc. for Noble Energy, Inc., covering Lots 1-11, 13-31, 33-43, Block 48, and that Part of Block 59 lying South of the Railroad, Amended Barnesville, in Section 18, T6N, R63W, 6th P.M. from June 4, 2008 to May 28, 2013 at 7:00 a.m. E/2SW/4 of Section 18, T6N, R63W, 6th P.M. 1. ABSTRACT OF TITLE, dated February 1, 2008, prepared by Vickie L. Milligan for Petro-Canada Resources (USA) Inc., covering instruments indexed against the rural tract of land in the SW/4, W/2SE/4 of Section 18, T6N, R63 W, 6th P.M. from Inception to January 22, 2008 at 7:00 a.m. 2. ABSTRACT OF TITLE, dated February 5, 2008, prepared by Gary J. Seib of Seib Lands Services, Inc. for Petro-Canada Resources (USA) Inc., covering the Barnesville Townsite, LIMITED to that portion thereof lying within the SW/4, W/2SE/4 of Section 18, T6N, R63 W, 6th P.M., from Patent to January 23, 2008 at 7:00 a.m. 3. TITLE UPDATE, dated April 26, 2013, prepared by Tom Griffith of Resource Title Consultants, LLC for Noble Energy, Inc., covering instruments indexed against the rural tract of land in the SW/4, W/2SE/4 of Section 18, T6N, R63W, 6th P.M. from January 21, 2008 at 7:00 a.m. to April 2, 2013 at 7:00 a.m. W/2SW/4 of Section 18, T6N, R63W, 6'h P.M. 1. TITLE UPDATE, dated April 26, 2013, prepared by Tom Griffith of Resource Title Consultants, LLC for Noble Energy, Inc., covering instruments indexed against the rural tract of land in the SW/4, W/2SE/4 of Section 18, T6N, R63W, 6th P.M. from January 21, 2008 at 7:00 a.m. to April 2, 2013 at 7:00 a.m. Barnesville Townsite Blocks in the S/2 of Section 18, T6N, R63W, 6th P.M. 1. PROPERTY INDEX SEARCH REPORT (`Pl Search Report"), dated October 8, 2013, generated by Heritage Title Company in Greeley, Colorado, describing all instruments of record covering all of Blocks 17 and 32, being a part of the NW/4; Blocks 36 and 48, being a part of the W/2SE/4 except as to a portion of Lots 28-31 and 33-43 of Block 48 thereof which is a part of the W/2NE/4; and Block 62, being in the E/2SE/4; of Section 18, T6N, R63W, 6th P.M. from May 19, 2013 to August 21, 2013. 2. DOCUMENT COPIES, based on the PI Search Report detailed above. ORIGINAL DOCUMENT OF CARLETON GOTLIN LA N PC Page 5 of 156 1, %• N/2N/2 of Section 19, T6N, R63W, 6th P.M. None. Prior Opinions SW/4 of Section 13, T6N, R64W, 6th P.M. 1. SUPPLEMENTAL DRILLING AND DIVISION ORDER TITLE OPINION ("September 18, 2008 Section 13: W/2 Prior Opinion"), dated September 18, 2008, revised October 1, 2008, prepared by Carleton Law Firm LLC for Petro-Canada Resources (USA) Inc., for the McKenney 13-21, 13-22, and 13-25 wells and the Lapp 13-23, 13- 24, 13-31, 13-32, 13-33, 13-34 and 13-35 wells, covering the W/2 of Section 13, T6N, R64W, 6th P.M., to August 29, 2008 at 7:00 a.m. SE/4 of Section 13, T6N, R64W. 6th P.M. 1. DRILLING AND DIVISION ORDER TITLE OPINION ("November 27, 2007 Section 13: SE/4 Prior Opinion"), dated November 27, 2007, prepared by Alison Roberts of Akers & Carleton, LLC for Noble Energy, Inc. for the Roth A #13-16, Johnson A#13- 15, and Johnson A #13-23 Wells, covering the SE/4 of Section 13, T6N, R64W, 6'" P.M., to 7:00 a.m. on August 31, 2007,6 limited from the surface of the Earth to the base of the Codell Formation. W/2SW/4 of Section 18, T6N, R63W, 6t" P.M. 1. DRILLING AND DIVISION ORDER TITLE OPINION ("February 20, 2008 Section 18: W/2SW/4 Prior Opinion"), dated February 20, 2008, prepared by Alison R. Durnavich of Carleton Law Firm, LLC for Petro-Canada Resources (USA) Inc. for the Donoho #18-32 well, covering the W/2SW/4 of Section 18, T6N, R63W, 6th P.M., to January 22, 2008 at 7:00 a.m. E/2SW/4 of Section 18, T6N, R63W, 6th P.M. None SE/4 of Section 18, T6N, R63W, 6th P.M. 1. DRILLING AND DIVISION ORDER TITLE OPINION ("January 12, 2009 Section 18: SE/4 Prior Opinion"), dated January 12, 2009, prepared by Alison R. Durnavich of 6 The examiner was able to provide leasehold ownership for all depths and fomations by utilizing the abstracts listed above for the SE/4 of Section 13. ORIG/ AL DOCUMENT OF CARLETON GOTLIN LAW PC Page 6 of 156 1i Carleton Law Firm LLC for Petro-Canada Resources (USA) Inc., for the Stamison #18-45 well, covering the E/2SE/4 of Section 18, T6N, R63W, 6th P.M., to November 7, 2008 at 7:00 a.m. and the W/2SE/4 of Section 18, T6N, R63W, 6th P.M. to June 5, 2008 at 7:00 a.m. N/2N/2 of Section 24, T6N, R64W, 6th P.M. 1. LEASEHOLD TITLE OPINION ("November 12, 2013 Section 24: N/2N/2 Prior Opinion"), dated November 12, 2013, prepared by Roberta Reis of Carleton Gotlin Law PC for Noble Energy, Inc., covering the N/2N/2 of Section 24, T6N, R64W, 6th P.M., to August 22, 2013 at 7:00 a.m. N/2N/2 of Section 19, T6N, R63W, 6th P.M. 1. LEASEHOLD TITLE OPINION ("October 28, 2013 Section 19: N/2N/2 Prior Opinion"), dated October 28, 2013, prepared by Catherine R. S. Fox of Carleton Gotlin Law PC for Noble Energy, Inc., covering the N/2N/2 of Section 19, T6N, R63W, 6th P.M., to August 21, 2013 at 7:00 a.m. Documents SE/4 of Section 18, T6N, R63W, 6th P.M. 1. MORTGAGE DEED, dated December 28, 1912, recorded at Reception No. 183827 on December 28, 1912, between James A. Cook and Sarah M. Cook and Howard A. Cook, affecting the E/2 of the [illegible]/2 of the SE/4 of Section 20, T6N, R63W. The examiner notes this document reflects a relationship between Howard A. Cook, James A. Cook, and the noted Section 20 lands. 2. LAST WILL AND TESTAMENT OF JOSEPH COOK, dated February 1, 1947, recorded at Reception No. 1489343 on May 18, 1966, devising unto the testator's daughter, Juila M. Cook, the W/2NW/4SE/4 of Section 20, T6N, R63W, among other provisions. The examiner notes this document reflects a relationship between Joseph Cook, Julia M. Cook, and the noted Section 20 lands. 3. AFFIDAVIT OF IDENTITY, dated February 23, 2009, recorded at Reception No. 3610533 on March 12, 2009, by James W. Rice, Affiant, stating that James A. Cook and James Aaron Cook as mentioned in the chain of title for the SE/4 of Section 20, T6N, R63W, are one and the same person. 4. DEED OF DISTRIBUTION BY PERSONAL REPRESENTATIVE (TESTATE ESTATE), dated February 16, 1979, recorded at Reception No. 1782399 on February 21, 1979, from Jean Virginia Rice, as Personal Representative of the Estate of James Aaron Cook, a single man, Deceased, to Ethel Margaret Nesbitt and Jean Virginia Rice, as tenants in common, conveying lands located in the W/2SW/4SE/4 and E/2W/2SE/4 of Section 20, T6N, R63W. Reflects also ORIGINAL DOCUMENT OF CARLETON GOTL IN LAW PC Page 7 of 156 that the decedent, James Aaron Cook, had a Last Will and Testament, dated August 8, 1963, which was admitted for informal probate on May 1, 1978 by the District Court of Weld and State of Colorado, Probate No. P-14284. 5. CERTIFICATE OF DEATH, issued October 19, 2005, recorded at Reception No. 3634918 on July 8, 2009, reflecting that Kathleen S. Orcutt died on October 17, 2005 and was the spouse of Danny Orcutt. 6. QUIT CLAIM DEED, dated March 23, 2010, recorded at Reception No. 3683431 on March 26, 2010, from Edward A. Cook to Ed Cook Rental LLC, conveying all interest in Lot 8, Block 36, Town of Barnesville, Weld County, Colorado, with other lands. 7. DURABLE POWER OF ATTORNEY, dated December 20, 2002, recorded at Reception No. 3567416 on July 21, 2008, whereby Ella Peppier appoints Parry Earl Peppier as her attorney-in-fact, including, among other authorizations, the power to execute documents affecting title to real property. 8. OIL AND GAS LEASE ("Subject Lease EE"), dated August 23, 2013, recorded at Reception No. 3983393 on December 11, 2013, from John Wade Stamison, married to Jennifer Stamison, dealing herein with his sole and separate property, to Noble Energy WyCo, LLC, covering Tract 2k of this Opinion for a primary term of 3 years. SE/4 of Section 13, T6N, R64W, 6th P.M. 1. PETITION FOR PROBATE OF FOREIGN WILL,' dated July 22, 1942, recorded at Reception No. 3386224 on May 9, 2006, In the Matter of the Estate of Moses Allen Warren, Deceased, Weld County Court, Colorado, Case No. 5247, reflecting Moses Allen Warren, a resident of Huntington, Suffolk County, New York, died on March 3, 1942, leaving a last Will and Testament, which was authenticated by the Surrogate's Court of Suffolk County, New York. The Petition states that at the time of his death, Moses Allen Warren was the owner of record title to the W/2NW/4 of Section 18, together with other lands. The Petitioner, Sophie H. Warren, being the widow and sole devisee of the deceased, requests the Last Will and Testament of Moses Allen Warren be admitted to probate. 2. WILL OF MOSES ALLEN WARREN, dated May 14, 1930, recorded at Reception No. 903343 on August 26, 1942, whereby Moses Allen Warren devises the rest residue, and remainder of his Estate, whether real, personal, or mixed of whatsoever nature and wheresoever situated, to his wife, Sophie H. Warren. 'Attached are the following probate documents from In the Matter of the Probate of the Last Will and Testament of Moses Allen Warren, late of the Town of Huntington, Deceased, Surrogate's Court, Suffolk County: 1) Decree Granting Probate;2)Will of Moses Allen Warren;3)Affidavit of Hilary Corwin;4)Affidavit of Anna G. Shotwell; and 5) Letters Testamentary appointing Sophie H.Warren as Executrix of the Estate. ORIGINAL DOCUMENT OF CARLETON GOTLIN LA V/PC Page 8 of 156 3, 3. ORDER, dated August 8, 1942, recorded at Reception No. 903343 on August 26, 1942, In the Matter of the Estate of Moses Allen Warren, Deceased, Weld County Court, Colorado, Case No. 5247, stating that upon the petition of Sophie H. Warren, executrix and devisee of the Will of Moses Allen Warren, the Last Will and Testament of Moses Allen Warren is admitted to probate, and that letters be admitted to William R. Kelly. 4. LETTERS OF ADMINISTRATION WITH THE WILL ANNEXED, dated August 8, 1942, recorded at Reception No. 903343 on August 26, 1942, In the Matter of the Estate of Moses Allen Warren, Deceased, Weld County Court, Colorado, Case No. 5247, appointing William R. Kelly as administrator with the will annexed. SW/4 of Section 13, T6N, R64W, 6'" P.M. 1. LETTERS TESTAMENTARY, issued by the Weld County District Court on August 19, 2011, recorded at Reception No. 3795077 on September 28, 2011, evidencing the appointment of Toni Bevan as Personal Representative of the Estate of Florence Marie Hallinan aka Florence M. Hallinan aka Florence Klinger Hallinan, Case No. 11 PR 392. 2. STATEMENT OF AUTHORITY, dated May 22, 2012, recorded at Reception No. 3849261 on May 30, 2012, executed on behalf of the Toni A Bevan 2006 Trust and naming Toni A. Bevan as Trustee. 3. CERTIFICATION OF TRUST FOR THE PAUL H. FETZNER AND EVELYN K. FETZNER FAMILY TRUST, dated September 10, 2012, recorded at Reception No. 3872631 on September 11, 2012, executed on behalf of the Paul H. Fetzner and Evelyn K. Fetzner Family Trust and naming Bank of America as Trustee. 4. AMENDED ASSIGNMENT, CONVEYANCE AND BILL OF SALE, dated July 16, 2013, from Avi Dan to Aluma Energy, LLC, recorded at Reception No. 3950564 on July 25, 2013 amending, restating, and replacing in its entirety the Assignment, Conveyance and Bill of Sale recorded at Reception No. 3945068. 5. AMENDED ASSIGNMENT AND BILL OF SALE, dated July 25, 2013, from Avi Dan to Green Oil Energy, LLC, recorded at Reception No. 3950804 on July 26, 2013 amending, restating, and replacing in its entirety the Assignment and Bill of Sale recorded at Reception No. 3945436. 6. NOTICE OF LIS PENDENS, dated September 30, 2013, recorded at Reception No. 3967231 on September 30, 2013, filed in the Weld County District Court by 1280 Horizons, LLC against Shoreline Energy Holdings II, Inc. evidencing the pending Arbitration demand filed on September 17, 2013 with the American Arbitration Association, Proceeding No. 50 198 T 00889 13. 7. DECREE OF FINAL SETTLEMENT, dated August 5, 1958, recorded at Reception No. 1283705 on August 5, 1958, In the Matter of the Estate of Otto M. Klinger, ORIGINAL DOCUMENT OF CARLETON GOTL IN LAW PC Page 9 of 156 \, s• Deceased, In the County Court of Weld County, Case No. 7464, reflecting that Otto M. Klinger died on June 15, 1955, and on July 5, 1955, Letters Testamentary were issued to Robert G. Smith. The Court finds that notice was made as required by law, all costs of administration and inheritance taxes have been paid, and the statutory period for filing claims has elapsed. The court orders that the Executor disburse the remaining funds in the Estate to the following named heirs at law and legatees: Florence Klinger Hallinan, daughter [as to half]; and Evelyn Klinger Fetzner, daughter [as to half]. The Court also orders the Executor is discharged from additional duties and liability. 8. LAST WILL AND TESTAMENT OF OTTO M. KLINGER, dated May 29, 1953, recorded at Reception No. 1267960 on December 27, 1957, devising the residue of his Estate to his daughters, Florence Klinger Hallinan and Evelyn Klinger Fetzner, share and share alike. Entity Mergers and Name Changes 1. ARTICLES OF AMENDMENT, filed with the Colorado Secretary of State on November 30, 2004, recorded at Reception No. 3241874 on December 7, 2004, stating that Prima Oil & Gas Company changed its name to Petro-Canada Resources (USA) Inc. 2. APPLICATION FOR AMENDED AUTHORITY, filed with the Colorado Secretary of State on December 15, 2000, recorded at Reception No. 2819993 on January 18, 2001, stating that Union Pacific Land Resources Corporation, a Nebraska corporation, changed its name to RME Land Corp. effective December 1, 2000. 3. AMENDED APPLICATION FOR AUTHORITY TO TRANSACT BUSINESS, filed with the Colorado Secretary of State on November 18, 2002 and recorded at Reception No. 3031561 on February 10, 2003, stating that RME Land Corp., a Nebraska corporation, changed its name to Anadarko Land Corp. effective October 1, 2002. 4. CERTIFICATE OF MERGER, filed with the Delaware Secretary of State on May 16, 2005 and recorded at Reception No. 3289695 on May 26, 2005, stating that Patina Oil & Gas Corporation, a Delaware corporation, merged with and into Noble Energy Production, Inc., a Delaware corporation. 5. STATEMENT OF MERGER, filed with the Colorado Secretary of State on August 28, 2007 and recorded at Reception No. 3527695 on January 7, 2008, stating that United States Exploration, Inc., a Colorado corporation, merged with and into U.S. Exploration Holdings, Inc., a Delaware corporation, effective September 1, 2007. 6. CERTIFICATE OF OWNERSHIP, filed with the Delaware Secretary of State on August 28, 2007, stating that United States Exploration, Inc. merged with and into U.S. Exploration Holdings, Inc. effective September 1, 2007. ORIGINAL DOCUMENT OF CARLETON GOTLIN LAW PC Page 10 of 156 %• 7. CERTIFICATE OF OWNERSHIP, filed with the Delaware Secretary of State on August 28, 2007, recorded at Reception No. 3912779 on February 26, 2013, stating that U.S. Exploration Holdings, Inc., a Delaware corporation, merged with and into Noble Energy Production, Inc., a Delaware corporation, effective September 1, 2007. 8. CERTIFICATE OF OWNERSHIP, filed with the Delaware Secretary of State on August 28, 2007 and recorded at Reception No. 3527696 on January 7, 2008, stating that SOCO Wattenberg Corporation, a Delaware corporation, merged with and into Noble Energy Production, Inc., a Delaware corporation, effective September 1, 2007. 9. CERTIFICATE OF OWNERSHIP, filed with the Delaware Secretary of State on August 28, 2007 and recorded at Reception No. 3527697 on January 7, 2008, stating that Noble Energy Production, Inc., a Delaware corporation, merged with and into Noble Energy, Inc., a Delaware corporation, effective September 1, 2007. 10. CERTIFICATE OF CONVERSION, filed with the Delaware Secretary of State on December 11, 2012, filed with the Colorado Secretary of State on January 7, 2013, and recorded at Reception No. 3905585 on January 25, 2013, stating that Anadarko E&P Company LP, a Delaware limited partnership, converted to a Delaware limited liability company and changed its name to Anadarko E&P Onshore LLC, effective January 1, 2013. Records 1. COGCC. WELL INFORMATION CARD, reviewed on January 17, 2014, for the Stamison #18-45 well, with a surface location in the NW/4SE/4 of Section 18, T6N, R63W, 6th P.M., operated by Noble Energy, Inc. The record indicates that this well was planned to spud on August 9, 2010 as a 160-acre SE/4 drill unit for the Codell- Niobrara formation. This well is shown in an"Abandoned Location (AL)"status. a. SUNDRY NOTICE, dated August 9, 2010, filed with the COGCC on August 13, 2010, providing notice of abandonment. 2. COGCC WELL INFORMATION CARD, reviewed on January 17, 2014, for the Donoho #18-32 well, with a surface location in the NW/4SW/4 of Section 18, T6N, R63W, 6th P.M., operated by Noble Energy, Inc. The record indicates that this well was completed on March 30, 2008 and spaced as an 80-acre W/2SW/4 drill unit for the Codell- Niobrara formation. This well is shown in"Producing (PR)"status. 3. COGCC WELL INFORMATION CARD, reviewed on January 17, 2014, for the Johnson A#13-23 well, with a surface location in the SW/4SE/4 of Section 13, T6N, R64W, 6th P.M., operated by Noble Energy, Inc. The record indicates that this well was completed on January 16, 2008 and spaced as a 160-acre SE/4 drill unit for the Codell-Niobrara formation. This well is shown in Producing (PR)"status. 4. COGCC WELL INFORMATION CARD, reviewed on January 17, 2014, for the Trump A #13-9 well, with a surface location in the NE/4SE14 of Section 13, T6N, R64W, 6th OR/GINAL DOCUMENT OF CARLETON GOTLIN LAW PC Page 11 of 156 1i %� P.M., operated by Noble Energy, Inc. The record indicates that this well was completed on March 19, 2007 and spaced as an 80-acre N/2SE/4 drill unit for the Codell-Niobrara formation. This well is shown in"Shut In (SI)"status. 5. COGCC WELL INFORMATION CARD, reviewed on January 17, 2014, for the Lapp #13-31 well, with a surface location in the NE/4SW/4 of Section 13, T6N, R64W, 6th P.M., operated by Noble Energy, Inc. The record indicates that this well was completed on July 1, 2008 and spaced as an 80-acre E/2SW/4 drill unit for the Codell-Niobrara formation. This well is shown in "Producing (PR)"status. 6. COGCC WELL INFORMATION CARD, reviewed on January 17, 2014, for the Lapp #13-32 well, with a surface location in the NW/4SW/4 of Section 13, T6N, R64W, 6th P.M., operated by Noble Energy, Inc. The record indicates that this well was completed on May 1, 2008 and spaced as an 80-acre W/2SW/4 drill unit for the Codell-Niobrara formation. This well is shown in "Producing (PR)"status. 7. LEASE AREA EXHIBITS, prepared by Lat40°, Inc. for Noble Energy, Inc., depicting the acreage for each mineral tract within each quarter-quarter section covered by this Opinion. OWNERSHIP TRACTS The captioned lands are comprised of the following ownership tracts: NE/4SE/4 of Section 18, T6N, R63W, 6th P.M. Tract 1: The NE/4SE/4 of Section 18, T6N, R63W. Tract 1 contains 39.60 acres, +. NW/4SE/4 of Section 18, T6N, R63W, 6th P.M. Tract 2a: All that part of the NW/4SE/4 of Section 18, T6N, R63W, 6th P.M., which lies northerly of a line drawn parallel with and 150 feet distant southeasterly from the center line of the former main tract of Union Pacific Railroad Company's Greeley Branch as the same was previously surveyed, located, and staked out, through, upon, over and across said Section; Said center line crosses the west line of said Section 18 at a point 1,610.19 feet north of the southwest corner thereto and extends north 69°08' east a distance of 5,527.6 feet more or less to the intersection with the east line of said section at a point 1,779 feet south of the northeast corner thereof. Tract 2a contains 2.41 acres,±. Tract 2b: Lots 1 through 7, Block 36 and those portions of vacated Russell Avenue and Sanford Street adjoining said lots, as described in a Resolution recorded at Reception No. 2449735. ORIGINAL DOCUMENT OF CA,RLETON GOTLIN LAW PC Page 12 of 156 !i /‘ Tract 2b contains 1.14 acres, +. Tract 2c: Lot 8, Block 36 and those portions of vacated Russell Avenue adjoining said lot, as described in a Resolution recorded at Reception No. 2449735. Tract 2c contains 0.214 acres, +. Tract 2d: Lots 9 and 10, Block 36 and that portion of vacated Russell Avenue, as described in a Resolution recorded at Reception No. 2456885. Tract 2d contains 0.363 acres, ±. Tract 2e: Lot 11, Block 36 and that portion of vacated Russell Avenue, as described in a Resolution recorded at Reception No. 2456885. Tract 2e contains 0.324 acres, +. Tract 2f: Those portions of Lots 34 through 39, Block 48 and that portion of vacated Russell Avenue, as described in a Resolution recorded at Reception No. 2448423, lying in the NW/4SE/4 of Section 18. Tract 2f contains 0.39 acres, +. Tract 2q: Lots 1 through 11, and those portions of Lot 33 and Lots 40 through 43, Block 48 and that portion of vacated Russell Avenue, as described in a Resolution recorded at Reception No. 2448423, lying in the NW/4SE/4 of Section 18. Tract 2g contains 1.55 acres, +. Tract 2h: Lots 13 through 17, and those portions of Lots 28 through 31, Block 48 and that portion of vacated Russell Avenue, as described in a Resolution recorded at Reception No. 2449735, lying in the NW/4SE/4 of Section 18. Tract 2h contains 0.95 acres, +. Tract 2i: Lots 18 through 27, Block 48 with a 20 foot alley adjoining said lots and those portions of vacated Russell Avenue and Sanford Street adjoining said lots, as described in a Resolution recorded at Reception No. 2449735. Tract 2i contains 1.53 acres, +. Tract 2i: Lot A of Recorded Exemption No. 0799-18-4-RE 1922, recorded at Reception No. 2513382. Tract 2j contains 4.28 acres,±. ORIGINAL DOCUMENT OF CARLETON GOTLIN LAW PC Page 13 of 156 /S Tract 2k: That portion of Lot B of Recorded Exemption No. 0799-18-4-RE 1922, recorded at Reception No. 2513382 lying in the NW/4SE/4 of Section 18. Tract 2k contains 7.98 acres, +. Tract 2i: Subdivision Exemption No. 613, recorded at Reception No. 2513380, being a portion of the NW/4SE/4 of Section 18.8 Tract 21 contains 0.42 acres,±. Tract 2m: That portion of Lot B of Recorded Exemption No. 0799-18-4-RE 1990, recorded at Reception No. 2534284 lying in the NW/4SE/4 of Section 18. Tract 2m contains 17.52 acres, +. NE/4SW/4 of Section 18, T6N, R63W, 6t" P.M. Tract 3a: That portion of the following described tract of land lying in the NE/4SW/4 of Section 18: All that part of the SW1/4 of Section 18, Township 6 North, Range 63 West of the 6th P.M., County of Weld, State of Colorado, lying North of the Northerly right of way line of State Highway No. 392, as described in deed recorded December 3, 1980 in Book 922 as Reception No. 1843691, being more particularly described as follows: Beginning at the West Quarter corner of Section 18, and considering the West line of Section 18 as bearing North 00°00'50" West, and with all other bearings contained herein being relative thereto; Said West Quarter corner being the True Point of Beginning; thence North 89°21'39" East, along the centerline of Weld County Road No. 68 1/2 (Ballard Avenue — Bamesville), a distance of 2498.65 feet, to the North/South centerline of said Section 18; thence South 00°00'28" West, a distance of 11.91 feet, to the Northerly right of way line of State Highway No. 392, as described in deed recorded December 3, 1980 in Book 922 as Reception No. 1843691; thence South 69°08'23" West, along said Right of Way line, a distance of 1361.28 feet; thence South 00°46'55" East, along said Right of Way line, a distance of 26.62 feet; thence South 69°08'23" West, along said Right of Way line, a distance of 1312.61 feet to the West line of the SW114 of said Section 18; thence North 00°00'50"West, along the West line of the SW1/4, a distance of 962.81 feet to the True Point of Beginning, EXCEPTING THEREFROM a parcel of land conveyed to Union Pacific Railroad Company recorded May 17, 1910, in Book 320 at Page 171. Tract 3a contains 6.09 acres, +. 8 Tract 21 was formerly known as Lots 1 and 2,Block 45,Town of Barnesville Amended. ORIGINAL DOCUMENT OF CARLETON GOTLIN LAW PC Page 14 of 156 \, e' Subiect Lease EE Date: August 23, 2013 Recorded: Reception No. 3983393 on December 11, 2013 Lessor(s): John Wade Stamison, married to Jennifer Stamison, dealing herein with his sole and separate property Lessee(s): Noble Energy WyCo, LLC Royalty: 20.0%for oil and gas Interest Covered:63 100.0% MI in Tracts 2k and 7a of this Opinion. Township 6 North, Range 63 West, 6th P.M. Section 18: NEJ4SFJ4 Containing 39.60 acres,± All Depths and Formations See Exhibit A-3(a) Name WI NRI Lease Tract Noble Energy WyCo, LLC 100.000000% 81.500000% A, B 1 Parry Earl Peppier 18.500000% (LOR) A, B 1 100.000000% 100.000000% Township 6 North, Range 63 West, 6th P.M. Section 18: NW/4SFJ4 Containing 39.071 acres,± All Depths and Formations See Exhibit A-3(b) Name WI NRI Lease Tract C-F, 2f, 2g, 2h, Noble Energy WyCo, LLC 55.719076% 45.360200% EE 2j, 2k, 2m, Anadarko Land Corp. 6.168257% 6.168257% None 2a Laura E. Lofgren 1.458883% 1.458883% None 2b 63 Examiner's attribution of lease coverage, not stated on actual lease. ORIGINAL DOCUMENT OF CARLETON GOTLIN LAW PC Page 42 of 156 1i I' Name WI NRI Lease Tract Loretta G. Lofgren 1.458883% 1.458883% None 2b James A. Cook 0.182573% 0.182573% None 2c Howard A. Cook 0.182573% 0.182573% None 2c Ed Cook Rental LLC 0.182573% 0.182573% None 2c Danny E. Orcutt and Teresa Orcutt, joint tenants 0.929078% 0.929078% None 2d 0.829260% Weld County 0.829260% No ne d 2e Virginia K. Davis and Raymond N. Davis,joint tenants 3.915948% 3.915948% None 2i Richard A. Symonds and Melissa R. Symonds,joint tenants 5.477208% 5.477208% None 2j Rigoberto Lozoya 1.074966% 1.074966% None 21 Eric T. Cothren and Mary Ann Cothran,joint tenants 22.420722% 22.420722% None 2m Weld County 0.199636% (LOR) D 2f Donald L. Lutze and Deana M. Lutze,joint tenants ----- 0.661189% (LOR) E 2g Day Mobile Homes, Inc. ----- 0.405245% (LOR) F 2h Barbara L. Bruntz 7.050370% (LOR) C 2j, 2k, 2m John Wade Stamison ------ 2.042436% (LOR) EE 2k 100.000000% 100.000000% Township 6 North, Range 63 West, 6th P.M. Section 18: NE/4SW/4 Containing 40.20 acres,± All Depths and Formations See Exhibit A-3(c) Name WI NRI Lease Tract Noble Energy WyCo, LLC 78.109453% 63.452115% C, H 3a, 3b Anadarko Land Corp. 21.890547% 21.890547% None 3c-3f Barbara L. Bruntz ------- 7.225124% (LOR) C 3a, 3b Fred G. Donoho 0.568097% (LOR) G 3a Jayna K. Donoho ------ 0.568097% (LOR) G 3a ORIGINAL DOCUMENT OF CARLETON GOTLIN LAW PC Page 43 of 156 1, %' 1625 Broadway y noble Suite 2200 . l� Denver, Colorado 80202 energy Tel: 303.228.4000 Fax: 303.228.4280 June 9, 2014 USPS CERTIFIED#7013 2550 0000 3528 8237 RETURN RECEIPT REQUESTED Ms. Karla Ford Weld County Board of County Commissioners P.O. Box 758 Greeley, CO 80632 RE: Request for Oil and Gas Lease in Weld County, Colorado Ms. Clemons: Noble Energy, Inc. wishes to lease a tract presently owned Weld County which appears to be unleased of record. The tract encompasses 0.324 acres, more or less in the NW/411E/4 of Section 18, Township 6 North, Range 63 West, 6'" P.M. Enclosed for your review please find: 5 1. One(1) lease original on the standard Weld County Small Tract Oil and Gas Lease form, which has been executed by Noble Energy, Inc. 2. A Noble Energy, Inc. company check in the amount of$388.80 which represents full bonus payment. 3. A copy of a Drilling and Division Order Title Opinion dated February 21, 2014 rendered by Carleton Gotlin Law, P.C., which shows Weld County as the unleased mineral interest owner of Tract 2e of the Title Opinion. 4. A postage paid return envelope for the return of the fully executed oil and gas lease. Please feel free to contact me directly should you have any questions or concerns. I can be reached at (303) 228-4008 or ahudson@nobleenergyinc.com. Thank you, NOBLE EN INC. RECEIVED Anna Hudson JUN 1 1 2014 Staff Landman WELD COUNTY COMMISSIONERS Hello