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Home My WebLink About20141182.tiff March a0 , 2014 VIA FEDEX Board of County Commissioners RECEIVED Weld County, Colorado Attn: Ms. Karla Ford MAR 2 5 2014 915 l0'" Street Greeley, Colorado 80632 WELD COUNTY COMMISSIONERS Re: Request for Consent to Assignment Weld County Oil and Gas Leases Dear Ms. Ford: Please accept this letter and its attachments as a request for consent to assign the following Weld County Oil and Gas Leases (individually, a "Lease", and collectively, the "Leases"), as required by paragraph 10 of each Lease: 1 . Weld County Oil and Gas Lease dated January 23, 2012, recorded at Reception No. 3820529, covering approximately 2.42 acres located in Section 23, Township 8 North, Range 62 West; LEo - 9 7 2. Weld County Oil and Gas Lease dated March 5, 2012, recorded at Reception No. 3830089, covering approximately 1 .45 acres located in Section 13, Township 2 North, Range 62 West; and Le 3. Weld County Oil and Gas Lease dated September, 17, 2012, recorded at Reception No. 387618, covering approximately 2.42 acres located in Section 24, Township 8 North, Range 62 West. Le o308 0 G Red Hawk Petroleum, LLC assigned to RJ Resources Corp. fifty percent (50%) of its right, title, and interest in and J o to the Leases pursuant to the Assignment and Bill of Sale attached hereto as Exhibit A. Also contained in Exhibit A are certified copies of documents establishing the chain-of-title with respect to each Lease. Enclosed is a check for $75.00 to cover the assignment fee of $25.00 per Lease. Please execute this letter in the space provided below to indicate Weld County's written consent to assign the Leases, and return the executed original in the enclosed postage-paid envelope. Thank you for your service. Sincerely, RJ R o rces Corp. By: p J %id . t-r) , !'1 A4A0 r -st,d 5: or I � The Board of County Commissioners of the County of Weld approves and consents to the assignment of the Oil and Leases, as defined above, on this 14th day of April , 2014. By:tO( jovJ 7[RUVxk C%M Name: Douglas Rademacher Title: Chair , Board of County Commissioners 2014-1182 APR 1 4 2014 �q (5 LE o308 (IOnn 1 Aqu49- -- wii 1 We/e/ - G� LE OQ 7 - 14 - 14 4- 1 (p- Of EXHIBIT A 4001634 Pages: 1 of 67 03/12/2014 02:17 P11 R Fee:$341.00 Steve Moreno, Clerk and Recorder, Weld County, CO ��FU�1R.t3lkd1k4i�I�rF�t N+ 1�d�1l�wN,{a1Rji�k?iI 11111 ASSIGNMENT AND BILL OF SALE THIS ASSIGNMENT AND BILL OF SALE (this"Assignment"), effective as of 12:02 a.m. Mountain Time on December 1, 2013 (the "Effective Time"), is made from Red Hawk Petroleum, LLC, a Nevada limited liability company ("Assignor"), whose address is 4125 Blackhawk Plaza Circle,Suite 201A, Danville, California 94506, to RI Resources Corp., a Delaware corporation("Assignee"),whose address is 152 West 57th Street,4th Floor,New York, New York 10019. Assignor and Assignee shall be referred to herein, collectively, as the "Parties." ARTICLE I Granting and Habendum For Ten Dollars ($10.00) and other good and valuable consideration, the receipt, and sufficiency of which are hereby acknowledged, Assignor does hereby grant, bargain, sell, transfer,convey,set over,assign and deliver unto Assignee, its successors and assigns,effective for all purposes as of the Effective Time and subject to the matters set forth herein,the Assigned Interests.The term"Assigned Interests"shall mean fifty percent(50%)of Assignor's right,title and interest in and to the following,less and except the Excluded Assets: (a) the Interests set forth on Exhibit A hereto; (b) the Wells set forth on Exhibit B hereto; (c) the Equipment; (d) the Hydrocarbons; (e) the Easements; (0 the contract rights and permits set forth in Section 2.6 of the Continental Purchase Agreement; (g) copies of the Records;and (h) the Continental Purchase Agreement and all benefits, burdens, duties, liabilities and obligations accruing to Assignor thereunder, including without limitation, indemnity payments, and any other rights of or payments to Assignee thereunder, but excluding any purchase price adjustments thereunder(which the parties agree inure wholly to Assignee). NOTWITHSTANDING THE FOREGOING, the Assigned Interests shall not include, and Assignor hereby excepts, reserves and excludes from the assignment contemplated hereby the Excluded Assets. Assignee expressly acknowledges that the assignment of the Assigned Interests is made subject to the Continental Purchase Agreement and that Assignee agrees to assume, bear and perform fifty percent(50%)of all duties and obligations arising under the Continental Purchase Agreement. 4001634 Pages: 2 of 67 03/12/2014 02:17 PM R Fee:$341.00 2 Stev Moreno, Llerk entl Recorder) Wettl County, LO VIII IN�1P:Y*IMUItik'Mh'��fLhl�hfl�ISk,k��LY4 11111 Assignor hereby agrees to assume, bear and perform the Assumed Obligations, with respect to the Assigned Interests and the ownership or operation thereof,attributable to periods after the Effective Time. TO HAVE AND TO HOLD the Assigned Interests, together with all and singular the rights, privileges, contracts and appurtenances, in any way appertaining or belonging thereto, unto Assignee,its successors and assigns,forever,subject to the matters set forth herein. ARTICLE II Special Warranty of Title and Disclaimers 2.01 Special Warranty of Title. Assignor hereby agrees to warrant and defend title to the Assigned Interests solely unto Assignee against every person whomsoever lawfully claiming or to claim the same or any part thereof, by, through or under Assignor, but not otherwise; subject, however, to the Permitted Encumbrances (as such term is defined in the Continental Purchase Agreement) and the other matters set forth herein and therein. In no event shall the foregoing warranty extend to or be enforceable by any party other than Assignee, specifically excluding Assignee's successors and permitted assigns in all or part of the Assigned Interests.2.02 Disclaimer. THE EXPRESS REPRESENTATIONS AND WARRANIIES OF ASSIGNOR CONTAINED IN THE AGREEMENT BETWEEN ASSIGNOR AND ASSIGNEE ARE EXCLUSIVE AND ARE IN LIEU OF ALL OTHER REPRESENTATIONS AND WARRANTIES, EXPRESS, IMPLIED OR STATUTORY. EXCEPT FOR THE EXPRESS REPRESENTATIONS OF ASSIGNOR IN THE AGREEMENT AND THE SPECIAL WARRANTY OF TITLE IN THIS ASSIGNMENT, ASSIGNEE ACKNOWLEDGES THAT ASSIGNOR HAS NOT MADE AND ASSIGNOR HEREBY EXPRESSLY DISCLAIMS AND NEGATES, AND ASSIGNEE HEREBY EXPRESSLY WAIVES, ANY REPRESENTATION OR WARRANTY, EXPRESS, IMPLIED, AT COMMON LAW, BY STATUTE OR OTHERWISE RELATING TO PRODUCTION RATES, RECOMPLETION OPPORTUNITIES, DECLINE RATES OR THE QUALITY, QUANTITY, RECOVERABILITY OR VOLUME OF THE RESERVES OF HYDROCARBONS, IF ANY, ATTRIBUTABLE TO THE ASSIGNED INTERESTS. EXCEPT FOR THE EXPRESS REPRESENTATIONS OF ASSIGNOR IN THE AGREEMENT, ASSIGNOR EXPRESSLY DISCLAIMS AND NEGATES,AND ASSIGNEE HEREBY WAIVES,(a)ANY IMPLIED OR EXPRESS WARRANTY OF MERCHANTABILITY, (b) ANY IMPLIED OR EXPRESS WARRANTY OF FITNESS FOR A PARTICULAR PURPOSE, (c) ANY IMPLIED OR EXPRESS WARRANTY OF CONFORMITY TO MODELS OR SAMPLES OF MATERIALS, (d) ANY IMPLIED OR EXPRESS WARRANTY OF FREEDOM FROM DEFECTS, WHETHER KNOWN OR UNKNOWN, (e) ANY AND ALL IMPLIED WARRANTIES EXISTING UNDER APPLICABLE LAW, (f) ANY IMPLIED OR EXPRESS WARRANTY REGARDING ENVIRONMENTAL LAWS, THE RELEASE OF MATERIALS INTO THE ENVIRONMENT, OR PROTECTION OF THE ENVIRONMENT OR HEALTH, (g) THE CONTENT OR ACCURACY OF ANY REPORT OF ANY PETROLEUM ENGINEERING CONSULTANT, OR ANY ENGINEERING, GEOLOGICAL OR SEISMIC DATA OR INTERPRETATION, RELATING TO THE ASSIGNED INTERESTS, AND (h) THE MAINTENANCE, REPAIR, CONDITION, QUALITY, SUITABILITY, DESIGN OR MARKETABILITY OF THE ASSIGNED INTERESTS. IT IS THE EXPRESS INTENTION I 4001634 Pages: 3 of 67 03/12/2014 02:17 PM R Fee:$341.00 Steve Moreno, Clerk and Recorder, Weld County, CO ■IIIemtli llkJA�ht'1'6�,Y�iti�{�w411raRktNfhYlti1111III 3 OF ASSIGNEE AND ASSIGNOR THAT THE PERSONAL PROPERTY, EQUIPMENT, INVENTORY, MACHINERY AND FIXTURES INCLUDED IN THE ASSIGNED INTERESTS SHALL BE CONVEYED TO ASSIGNEE, AND ASSIGNEE SHALL ACCEPT SAME,AS IS,WHERE IS,WITH ALL FAULTS AND DEFECTS AND IN THEIR PRESENT CONDITION AND STATE OF REPAIR AND ASSIGNEE REPRESENTS TO ASSIGNOR THAT ASSIGNEE WILL MAKE OR CAUSE TO BE MADE SUCH INSPECTIONS WITH RESPECT TO SUCH PERSONAL PROPERTY,EQUIPMENT, INVENTORY MACHINERY AND FIXTURES AS ASSIGNEE DEEMS APPROPRIATE. ASSIGNOR AND ASSIGNEE AGREE THAT, TO THE EXTENT REQUIRED BY APPLICABLE LAW TO BE EFFECTIVE, THE DISCLAIMERS OF CERTAIN WARRANTIES CONTAINED IN THIS SECTION ARE "CONSPICUOUS" DISCLAIMERS FOR THE PURPOSES OF ANY APPLICABLE LAW, RULE OR ORDER ASSIGNEE AGREES THAT THE FOREGOING WAIVERS ARE A MATERIAL AND INTEGRAL PART OF THIS TRANSACTION AND THE CONSIDERATION THEREOF. ASSIGNEE ACKNOWLEDGES THAT IN THE PAST THERE MAY HAVE BEEN SPILLS OF WASTES, CRUDE OIL, PRODUCED WATER, OR OTHER MATERIALS (INCLUDING, WITHOUT LIMITATION, ANY TOXIC, HAZARDOUS OR EXTREMELY HAZARDOUS SUBSTANCES)ONTO THE LANDS ASSOCIATED WITH THE ASSIGNED INTERESTS. IN ADDITION, SOME PRODUCTION EQUIPMENT, OTHER PERSONAL PROPERTY OR FIXTURES MAY CONTAIN ASBESTOS AND/OR NATURALLY OCCURRING RADIOACTIVE MATERIAL(HEREINAFTER REFERRED TO AS"NORM"). IN THIS REGARD, ASSIGNEE EXPRESSLY UNDERSTANDS AND ACKNOWLEDGES THAT NORM OR ASBESTOS MAY AFFIX OR ATTACH ITSELF TO THE INSIDE OF WELLS,MATERIALS AND EQUIPMENT AS SCALE OR IN OTHER FORMS,THAT SAID WELLS, MATERIALS, EQUIPMENT AND FIXTURES LOCATED ON THE LANDS ASSOCIATED WITH THE ASSIGNED INTERESTS SUBJECT TO THE AGREEMENT MAY CONTAIN NORM OR ASBESTOS AND THAT NORM OR ASBESTOS- CONTAINING MATERIAL MAY HAVE BEEN BURIED OR OTHERWISE DISPOSED OF ON SUCH LANDS. ASSIGNEE ALSO EXPRESSLY UNDERSTANDS THAT SPECIAL PROCEDURES MAY BE REQUIRED FOR THE REMEDIATION, REMOVAL, TRANSPORTATION AND DISPOSAL OF ASBESTOS, NORM OR OTHER MATERIALS FROM THE ASSIGNED INTERESTS AND ASSOCIATED LANDS WHERE SUCH MATERIAL MAY BE FOUND AND THAT,ASSIGNEE ASSUMES ALL LIABILITY FOR OR IN CONNECTION WITH THE ASSESSMENT, CONTAINMENT REMOVAL REMEDIATION, TRANSPORTATION AND DISPOSAL OF ALL SUCH MATERIALS, IN ACCORDANCE WITH ALL PAST,PRESENT OR FUTURE APPLICABLE LAWS,RULES, REGULATIONS AND OTHER REQUIREMENTS OF ANY GOVERNMENTAL AUTHORITY OR JUDICIAL ENTITIES HAVING JURISDICTION THEREOF AND ALSO WITH THE TERMS AND CONDITIONS OF ALL APPLICABLE LEASES AND CONTRACTS, REGARDLESS OF WHETHER CAUSED OR CONTRIBUTED TO BY THE SOLE, JOINT, COMPARATIVE OR CONCURRENT NEGLIGENCE, STRICT LIABILITY OR OTHER FAULT OF ANY OF THE ASSIGNOR INDEMNITEES BUT NOT THE GROSS NEGLIGENCE OR WILLFUL MISCONDUCT OF THE ASSIGNOR INDEMNITEES. : 4 f 4001634 00 2/2014 02:P179P11 R Fee:$341.00 Steve Moreno, Clerk and��FU�1Ri31kIUF1Al�fII I�kYt�1FN�IdUR{�r, Weld County, CO ICI IA II Hi 4 ARTICLE BI Miscellaneous 3.01 Construction. The captions in this Assignment are for convenience only and shall not be considered a part of or affect the construction or interpretation of any provision of this Assignment. Assignor and Assignee acknowledge that they have participated jointly in the negotiation and drafting of this Assignment and as such they agree that if an ambiguity or question of intent or interpretation arises hereunder,this Assignment shall not be construed more strictly against one party than another on the grounds of authorship. 3.02 No Third Party Beneficiaries. Nothing in this Assignment shall provide any benefit to any third party or entitle any thirty party to any claim,cause of action,remedy or right of any kind,it being the intent of the parties hereto that this Assignment shall otherwise not be construed as a third party beneficiary contract. 3.03 Successors and Assigns. This Assignment shall be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns. 3.04 Counterpart Execution. This Assignment may be executed in any number of counterparts, and each counterpart hereof shall be effective as to each party that executes the same whether or not all of such parties execute the same counterpart. If counterparts of this Assignment are executed,the signature pages from various counterparts may be combined into one composite instrument for all purposes. All counterparts together shall constitute only one Assignment,but each counterpart shall be considered an original. 3.05 Recording. To facilitate the recording or filing of this Assignment, the counterpart to be recorded in a given county may contain only that portion of the exhibits that describes Assigned Interests located in that county. In addition to filing this Assignment, the parties hereto shall execute and file with the appropriate authorities, whether federal, state or local, all forms or instruments required by applicable law to effectuate the conveyance contemplated hereby. Said instruments shall be deemed to contain all of the exceptions, reservations, rights, titles and privileges set forth herein as fully as though the same were set forth in each such instrument.The interests conveyed by such separate assignments are the same, and not in addition to the Assigned Interests conveyed herein. 3.06 Purchase Agreement. This Assignment is subject to all of the terms and conditions of that certain Purchase and Sale Agreement (the "Purchase Agreement") dated March 7, 2014, between Assignor and Assignee, a copy of which is available at the offices of Assignor and Assignee. In the event of a conflict between the terms and conditions of this Assignment and the terms and conditions of the Purchase Agreement,the terms and conditions of the Purchase Agreement shall control and prevail. 3.07 Exhibits. All exhibits attached hereto are hereby incorporated herein and made a part hereof for all purposes, as if set forth in full herein. References in such exhibits to instruments on file in the public records are hereby incorporated by reference herein for all purposes. 9001634 Pages: 5 of 67 02/12/2014 02:17 PM R Fee:$341.00 Steve Moreno, Clerk and Recorder, Weld County, CO 5 NM kJ�.r��YIAINMy1Thlat tihB.rh�MWY3ni tikiikA 11111 3.08 Further Assurances. The Parties shall use their reasonable efforts in good faith to execute all instruments and take all other action reasonably necessary to consummate the transactions contemplated by this Assignment and the Purchase Agreement. 4001634 Pages: 6 of 67 03/12/2014 02:17 P11 R Fee:$341.00 Steve Moreno, Clerk and Recorder, aela County, CO lIIIW.I %IJhlftliuL`h��4tf{Ilhlt�f ih lGWvk11111 IN WITNESS WHEREOF,this Assignment is executed by the parties on the date of theft respective acknowledgments below, but shall be effective for all purposes as of the Effective Time. ASSIGNOR: RED HAWK TROLEUM,LLC By: Frank In elli Authorized Person ACKNOWLEDGMENT STATE OF COUNTY OF Before me on this day of March,2014,before me appeared Frank Ingriselli,to me personally known,who being by me duly sworn, did say that he is authorized to execute said instrument on behalf of Red Hawk Petroleum, LLC and that said instrument was signed on behalf of said company, was the free act and deed of said company and that he executed the same as his free act and deed. (Signature) (Typed or printed name) Notary ID No. My commission expires 730355.00118/7336559v.5 4001634 Pages: 7 of 67 03/12/2014 02:17 Pm R Fce:$341.00 t ave f^or,no, C1eri and Recorder, Weld Cru^.:y, CO 1111 WirdlyaliMfiliAlrl-VIMNINHI4104,Sid:Y4rF,iIII Assignment ACKNOWLEDGMENT State of California County of Contra Costa On March 7,2014 before me,Valentina Babichev, Notary Public(insert name and title of the officer) personally appeared Frank C Ingriselli who proved to me on the basis of satisfactory evidence to be the person(s)whose name(s)is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies),and that by his/her/their sionature(s)on the instrument the person(s),or the entity upon behalf of which the person(s)acted,executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. "- VALENTINA BABICHEV it COMM.#1979715 NOTARY PUeLC•CALFORNW CCNTRA GCSTA CoJNTY / / /t MY CgA M_EXP.1lAY 26,2]',6 �� Signature IYIa'(cr"/o�,{/-1lirG /o?G6�(VC ��//`.��!!//✓% JJ _ _ / 4001634 Pages: 8 of 67 03/12/2014 02:17 P11 R Fee:$341.00 Steve Moreno. Clerk and Rec rder. Weld County. CO 11111 N?F1RMillnilli'.PYti1,0111ek4�N4hli'1\ Bill ASSIGNEE: RJ RES URCES CORP. By: David Steinb Authorized Signatory ACKNOWLEDGMENT STATE OF New York COUNTY OF New York Before me on this 7th day of March, 2014, before me appeared David Steinberg,to me personally known, who being by me duly sworn, did say that he is authorized to execute said instrument on behalf of RI Resources Corp.and that said instrument was signed on behalf of said company,was the free act and deed of said company and that he executed the same as his free act and deed. � .uf a. 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J1pzzm=mzmr a o ss"d2a2gAW z z z"•'0=o z,.tu 0E,,W LL 3xzW3�a££a aaa� z�g¢ ��p zmE a 3 aakin vli ant an a�avisthzzizii�„33 JJu ps XNgtlt�� g..up -.2gggggcigg w. ,'o�'oo i oo' ztww„ .11 gg 00000`oad--zc9 saw.]t sees o`..gdsss9..�u.u3 usoss`as 00.%i aaaa aaaaa 007 ":.:7 mw� rc ��=�aa�0000ao oaoo��6aNO oo €€o rz€€Fz ypm seassossV,ERMss`ss`s"s36R3`s s3=fz MIlir"RIgPgingbIR mAxAames" mmmmm'^mmmmr LTI.TINgOMMmf M5I'e 000000voo2,oasooRv000n000a00000eeeevoono i Si M OC O i n co si r) 1 O 0a Z V1to ^7% ♦ Es) CIS r\ ?♦s ` \ rI\)V `/^, in E W / L S 4 r 3 cC 0 I— o CQ CL LEE w E , U ≥ W _ o LU CCW 0 0 Z£909 00 AapaaJ0 +oocvao-mo 99L x08 Od :lila pieo8 a4101 >Iial0 y opeiolo0 'Ajuno0 PPM ` • VIwag —p Conk - ' .Rest /-!a-c nauiff- 507° to , ¢ 50% LO 5 k2 z it Karla Ford From: Karla Ford 1 .ea ilea ' 5 v✓ 13 Sent: Friday,June 13,2014 8:49 AM To: 'Angie Galvan' Subject: RE:Weld County Wells Is there any kind of documentation that shows this? We would still need something that shows the transaction of RJ Resources to Continental and then we need an Assignment from Continental to Red Hawk—that is if Red Hawk is the owner and not just the operator. Does that make sense? You can read in the lease, page 2,#10 for exact details. Please advise. This is a tricky one. I just want to be sure we get all the documentation correct for these leases. Thanks! Karla Ford Y, Deputy Clerk to the Board 1150 O Street/P.O. Box 758 Greeley, CO 80632 tel: (970)336-7215 X4228 Confidentiality Notice:This electronic transmission and any attached documents or other writings are intended only for the person or entity to which it is addressed and may contain information that is privileged,confidential or otherwise protected from disclosure.If you have received this communication in error,please immediately notify sender by return e-mail and destroy the communication.Any disclosure,copying,distribution or the taking of any action concerning the contents of this communication or any attachments by anyone other than the named recipient is strictly prohibited. From: Angie Galvan [mailto:Angie.Galvan@stxra.com] Sent: Thursday, June 12, 2014 10:03 AM To: Karla Ford Cc: 'DeAnne G. Shepard'; 'Michael Rozenfeld' Subject: RE: Weld County Wells Karla, I hope I can help to clarify. Red Hawk Petroleum acquired all of Continental's interest in the wells in full. Thereafter Red Hawk assigned one half 1 2 . There was no transaction between RJ Resources and Continental individually. Sinc d Hawk is-nn_ w th perarnr of these wells is it acceptable for a Division Order to come from Red Hawk rather than Continental? I will get with the accounting department and see when they may be able to provide a Division Order to Weld County for both wells. Please let me know if you need anything in addition. l G Thank you, Angie IE�30 g 1 LE0297 From: Karla Ford [mailto:kford@co.weld.co.us] Sent: Friday, June 06, 2014 3:45 PM To: Angie Galvan Cc: 'DeAnne G. Shepard'; Michael Rozenfeld Subject: RE: Weld County Wells Well I am going to add to the confusion. I do see the leases and the assignment you had previously attached. However, We have had two other assignments go into play since the assignment of Diamond Resources to Continental Resources. 1/8/13 Assignment from Diamond Resources to Continental Resources 12/1/13 at 12:01 am Assignment from Continental Resources to Red Hawk 12/1/13 at 12:02 am Assignment from Red Hawk to RJ Resources I do not have anything from RJ Resources to Continental. We would need another Assignment for that transaction. Do you show anything for that? Once we have that,we definitely need the Division Orders from Continental as well for those two wells. Please advise. Thanks! Karla Ford X Deputy Clerk to the Board 1150 O Street/P.O. Box 758 Greeley, CO 80632 tel: (970)336-7215 X4228 ti r — • Confidentiality Notice:This electronic transmission and any attached documents or other writings are intended only for the person or entity to which it is addressed and may contain information that is privileged,confidential or otherwise protected from disclosure.If you have received this communication in error,please immediately notify sender by return e-mail and destroy the communication.Any disclosure,copying,distribution or the taking of any action concerning the contents of this communication or any attachments by anyone other than the named recipient is strictly prohibited. From: Angie Galvan [mailto:Angie.Galvan@stxra.com] Sent: Friday, June 06, 2014 11:55 AM To: Karla Ford Cc: 'DeAnne G. Shepard'; Michael Rozenfeld Subject: RE: Weld County Wells Karla, I have looked into the leases which Continental had obtained on their own or through Diamond Resources entered into with Weld County. It appears from my records that Weld County was leased by Continental Resources on 9/17/2012 for their interest in Section 24 T8N-R62W (Dunn 1-13H well), reception number 3876181, attached for reference. Also, I found that Diamond Resources entered into a lease with Weld County on Section 23 T8N-R62W dated 1/23/2012 (Planck 1-14H), reception number 3820529, attached for reference. The lease at reception number 3820529 was assigned to Continental via the attached assignment dated 1/8/2013 (reception number 3905897), attached for reference. These leases were then assigned to Red Hawk from Continental by an Assignment and Bill of Sale (reception number 4001200), attached. 2 Please review the documents provided and let me know if you need anything in addition. I will work with the accounting team to get a couple Division Orders for Weld County over to you. Please let me know if you have any questions. Thank you, Angie Galvan Land and Regulatory Analyst South Texas Reservoir Alliance LLC Office No.:281-716-5730 From: Karla Ford [mailto:kford@co.weld.co.us] Sent: Thursday, May 29, 2014 11:52 AM To: angie.cialvan@stxra.com Subject: Weld County Wells I must have talked with you before as your email came right up in my system! © I have attached a copy of the letter we received from Continental. I then proceeded to talk with Brian Houle, who referred me to your office as they no longer have the files. If you find that we need to put a lease in place, please see the attached Small Tract Lease. We would need to get that in place and then also need division orders for the wells. With the Small Tract Lease, we will need the following to process: *Title Opinion, or such, showing that Weld County owns the mineral interests. *The attached lease agreement signed and notarized. You will need to complete the acres, amounts, legal description, etc. *Check made payable to Weld County Thanks so much for the return call. I appreciate it. Please let me know if you have any other questions! Karla Ford Deputy Clerk to the Board 1150 O Street/P.O. Box 758 Greeley, CO 80632 tel: (970)336-7215 X4228 +- �tari Y� L p t. Confidentiality Notice:This electronic transmission and any attached documents or other writings are intended only for the person or entity to which it is addressed and may contain information that is privileged,confidential or otherwise protected from disclosure.If you have received this communication in error,please immediately notify sender by return e-mail and destroy the communication.Any disclosure,copying,distribution or the taking of any action concerning the contents of this communication or any attachments by anyone other than the named recipient is strictly prohibited. 3 a Continental RECEIVED RESOURCES MAY 132019 May 8, 2014 WELD COMMISS/ONERS RE: SALE OF CONTINENTAL OPERATED WELLS PROPERTIES DESCRIBED ON EXHIBIT A ATTACHED HERETO WELD COUNTY, COLORADO Dear Interest Owner: This letter is to inform you that Red Hawk Petroleum, LLC (BUYER) has acquired all of Continental Resources, Inc. (SELLER) interest in the oil and gas, fee minerals and other properties located in Weld County, Colorado. Please note the acquisition effective date of March 7, 2014 and Continental Resources issuance of final production revenue on March 25, 2014. Please direct future inquiries and correspondence to the address listed below: Red Hawk Petroleum, LLC 4125 Blackhawk Plaza Circle—Suite 201A Danville, CA 94506 Respectfully, Ate+ f/C, R Brian Houle Division Order Analyst III a Continental RESOURCES Exhibit A BUCHNER 1 -2H BUCHNER 2-2H DUNN1 - 13H _ _ LEO 308 HAHN 1 -4H LEGGETT 1 -5H MARCONI 1 - 1H NEWTON 1 -4H PERRIN 1 - 10H PLANCK 1 - 14H REINES 1 - 1H STAUDINGER 1 -31H WALLACH 1 -8H Hello