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Home My WebLink About912802 1i~ 2 v I"(I:.\"E:IV-=U IVI l"'Tl,"V~_ _" ._.__. U.' RECEIVING # 912802 BOOK: 601 PAGE: 256 JEANNE WAGNER LINCOLN COUNTY CLERK, KEMMERER, WY JJv~UMENT NO. WYOI0I081-05 SURFACE OWNER'S AGREEMENT r~ (' CdSG THIS AGREEMENT, made and entered into this 13th day of September, 2005, by and between UINTA DEVELOPMENT COMPANY (hereinafter for convenience called the "Landowner") and ANADARKO E&P COMPANY LP (hereinafter for convenience called "AEPC") WIT N E SSE T H: Landowner is the owner of the following-described premises, hereinafter referred to as "described premises" : Township 22 North. Ran~e 111 West Section 31: W2 Lincoln County, Wyoming SUBJECT, however, to exceptions and reservations of minerals and rights of entry and of surface use contained in a certain deed or deeds of conveyance, as follows: Warranty Deed No. 5021 dated January 3, 1919 from Union Pacific Railroad Company to Uinta Development Company, recorded in Book Tat Page 46 in the office of the County Clerk and Recorder of Lincoln County, Wyoming; Quit Claim Deed dated April 1, 1971 from Union Pacific Railroad Company to Union Pacific Land Resources Corporation, recorded in Book 93, Page 648 in the office of the County Clerk and Recorder of Lincoln County, Wyoming; and Oil & Gas Deed dated December 12, 1973 from Union Pacific Land Resources Corporation to Champlin Petroleum Company. AEPC is successor in interest to all the right, title and interest of Champlin Petroleum Company in and to the oil, gas and associated liquid hydrocarbons in said premises for a term or period equal to or exceeding the term of this Surface Owner's Agreement. AEPC proposes for AEPC or its agents, lessees, licensees, successors or assigns to prospect upon and explore the described premises for the development and production of oil, gas and associated liquid hydrocarbon substances either on AEPC's behalf or under or pursuant to an oil and gas lease or license, or under or pursuant to an "operating agreement", meaning here and wherever that term is used herein any agreement covering the exploration or development for or the production of oil, gas or associated hydrocarbon or non-hydrocarbon substances whereby the described premises may be included with other lands in proximity thereto as an area under a plan of unit or joint exploration, development and operation, including, without limitation, a joint operating agreement, a unit agreement, a pooling agreement or a communitization agreement. Besides confirming the surface uses expressly set forth below, this agreement is intended to avoid and resolve any and all disputes of whatever nature in connection with the ownership of oil, gas and associated hydrocarbon and non-hydrocarbon substances in the described premises, including rights to extract, remove or market such minerals, and including any such dispute that may arise hereafter, whether or not the basis for such dispute is now known or has been identified in disputes involving 1 --¿;-~~ . tQ!¡~mm¡~~u: ·-.-;'.''''''''-.'~:,-,...' ,'_.,:, .,., . .....'_...-..o.a:....... . ~;. ::.:. '.-..,c ..,.~ -.;". n'Ch1¡' ?QO~ U,.:J~[;-<Jc...:) ~ exceptions and reservations of minerals in other deeds from Union Pacific Railroad Company, Champlin Petroleum Company, and/or its predecessors. NOW, THEREFORE, it is agreed as follows: r ¡ii'TL11¡ ~ 1)7 '.. ~\,lj~!,~ ""¡ . Section 1. In consideration of the mutual benefits and other good and valuable consideration, Landowner hereby confirms, extends and grants to AEPC, its agents, contractors, subcontractors, invitees, lessees, licensees, successors and assigns, including any operator from time to time in charge of operations under an operating agreement, and their respective successors and assigns, the easements and rights to enter upon the described premises and any other lands in proximity thereto owned or claimed by the Landowner and to extract, remove, store, transport, and market for its or their account oil, gas and associated hydrocarbon and non-hydrocarbon substances in or from any portion of said described premises or any portion of the lands included with any portion of the described premises under an operating agreement and to drill, construct, maintain and use upon, within, and over said described premises all oil wells, gas wells, injection wells, derricks, machinery, tanks, boilers, engines, pipelines, power and telephone lines, roadways, water wells, and, without limitation by reason of the foregoing enumeration, any and all other structures, equipment, fixtures, appurtenances, or facilities (all of the above being included under the term II facilities ") necessary or convenient in prospecting and developing for, producing, storing, transporting, and marketing oil, gas and associated hydrocarbon and non- hydrocarbon substances under or produced from any portion of the described premises or under or produced from any portion of the lands included with any portion of the described premises under an operating agreement, together with the right to remove said facilities, the right to inject substances into the described premises to enhance the recovery of oil, gas and associated hydrocarbon and non- hydrocarbon substances from any portion of the described premises or under or produced from any portion of the lands included with any portion of the described premises under an operating agreement, the right to inject into the described premises substances produced from any portion of the described premises or under or produced from any portion of the lands included with any portion of the described premises under an operating agreement, and the right to use such water as may be needed from the described premises, not including water from Landowner's wells. Section 2. For the same consideration recited in Section 1 above, Landowner hereby confirms, extends and grants to AEPC, its agents, contractors, subcontractors, invitees, lessees, licensees, successors and assigns, including any operator from time to time in charge of operations under an operating agreement, and their respective successors and assigns, the easements and rights to enter upon the described premises and other lands adjacent thereto owned or claimed by Landowner to conduct any and all activities reasonable and necessary to satisfy any and all governmental permitting or regulatory requirements related in any way to the exploration, development, production, extraction, removal, storage, transportation and marketing for its or their account oil, gas and associated hydrocarbon and non-hydrocarbon substances in or from any portion of said described premises or any portion of the lands included with any portion of the described premises under an operating agreement including, but not limited to the gathering of any information related to an environmental or biological surveyor assessment. Nothing herein contained shall be construed as an obligation for AEPC to conduct an environmental or biological surveyor assessment. 2 imm~:r:~::!I;,~:;H!! tl~:t6·¡I';tf·,)j.., ..-.."'. ~~'~:~r ~' ;:~¡m;¡f:;mf~¡~~¡[r; ; . I,·;,:~..;..~- ...... I,Ìi<0;-q ("1;)0'> ,.,,-t."'--" ~¡,.........~ C) ~ :J0025 B Section 3. AEPC agrees, so long as it is receiving oil and/or gas production from or oil and/or gas royalties upon production from a well with a surface location on the described premises or I production allocated to the described premises under the provisions of an operating agreement, to payor cause to be paid to the Landowner in cash the value of two and one-half percent (2 1/2 %) of the proceeds from the sale of all the oil and gas and associated hydrocarbon and non-hydrocarbon substances hereafter produced, saved, and marketed from the described premises or allocated thereto under the provisions of an operating agreement except as to oil and gas and associated hydrocarbons and non-hydrocarbons used in operations on the described premises or used under the operating agreement; provided, however, that during any time the described premises, or any portion thereof, are included within the boundaries of a participating area, a unit area, a pooled area or a communitized area in which AEPC's oil and/or gas production from or oil and/or gas royalties upon production from a well with a surface location on the described premises are computed based on the quantity of production allocated to the described premises pursuant to the terms of the applicable operating agreement rather than upon the basis of actual production from a well with a surface location on the described premises, then the payment to Landowner stipulated herein shall likewise be computed based on the production allocated thereto under the terms of such operating agreement. If AEPC owns an interest in the mineral acres underlying the described premises less than the entire fee simple estate, then the payment to Landowner stipulated in this Section 3 shall be reduced proportionately in accordance with AEPC's proportionate mineral interest ownership. Any payment made to the Landowner pursuant to this Section 3 for production which is sold or which is used off the premises shall be calculated after deducting all taxes, now or hereafter levied against, paid on, or measured by production or the value thereof, and after deducting all costs incurred or borne by AEPC to make the production marketable or prior to delivery of the production to the purchaser at the point of sale or use, including, but not limited to, costs of separating by mechanical means, gathering, dehydrating, compressing, processing, treating, storing, transporting, marketing, delivering or any other charge or deduction whatsoever of the same or different character and as to casinghead gasoline and other products manufactured from gas there shall be deducted the cost of manufacture. In no event shall the payment to Landowner stipulated in this Section 3 be due from AEPC prior to actual receipt by AEPC of the proceeds from the sale of the described production or royalties on the described production. When production from lands under several surface ownerships is commingled in one central setting for practical operating reasons, periodic individual well tests may be made to compute the quantities of commingled production properly allocable to each well, and the two and one-half percent (2 1/2 %) payment provided herein shall be payable upon the quantities apportioned to each well as reported to AEPC in full satisfaction of the obligations of AEPC under this Section 3. If periodic individual well tests are not conducted then production shall be apportioned by dividing the quantity of commingled production by the number of wells producing the same. 3 Section 4. Landowner acknowledges that the obligations of AEPC created under Section 3 hereof are contractual obligations and Landowner does not own or claim any right, title or interest in the oil, gas and associated hydrocarbon or non-hydrocarbon substances in or from the described premises. Nothing herein contained shall be construed as a covenant to drill by AEPC, its agents, lessees, licensees, successors, or assigns, or by any operator, or as a grant to Landowner of oil or gas rights or rights in other associated hydrocarbon or non-hydrocarbon substances. Id- ~- ..."-.,."..,.....,... ""}\.(".'! ":;> (;)0"> 'U..:.J......,!~.iq ~ ,-', 0 n ~, 5 9 .... J:.... Section 5. Other than the payments to be made pursuant to Section 3 hereof, the Landowner shall not be entitled to any other or additional payments as a result of the conduct of the operations described in Section 1 or Section 2 hereof other than any additional compensation for surface damages and rights of way which Landowner may negotiate with the operator of such operations under a separate agreement. Section 6. Subject to the provisions of Section 8 hereof, it is agreed that the covenants to pay the sums provided in Section 3 hereof shall be covenants running with the surface ownership of the described premises and shall not be held or transferred separately therefrom, and any sums payable under this agreement shall be paid to the person or persons owning the surface of the described premises as of the date the oil or gas or associated hydrocarbon or non-hydrocarbon production is marketed. AEPC shall not, however, become obligated to make such payments to any subsequent purchaser of the described premises and shall continue to make such payments to the Landowner until the first day of the month following 30 days after the receipt by AEPC of notice of change of ownership, consisting of a copy of the recorded instrument or instruments constituting a complete chain of title from the Landowner to the party claiming such ownership, and then only as to payments thereafter made. If subsequent to the date hereof Landowner conveys a portion but not all of the described premises and production is not then being allocated to the described premises under the provisions of an operating agreement, the payments to be made thereafter pursuant to Section 3 hereof shall be due and payable only to the persons owning that portion of the surface of the described premises where the well described in Section 3 is located. Notwithstanding the foregoing sentence, the provisions of Section 7 hereof shall continue to be applicable to each and every part of the described premises. Section 7. The easements, rights, and uses herein shall be binding upon the described premises and each and every part thereof, and the present and future owners thereof, and shall continue for the benefit of AEPC and its successors and assigns, as owners of the oil and/or gas and/or associated hydrocarbon or non-hydrocarbon rights in the described premises and each and every part thereof, and' their agents, contractors, subcontractor, invitees, lessees, licensees, successors, and assigns, including any operator, and for the benefit of other lands within any area within which the described premises, or any portion thereof, may be included under or pursuant to an operating agreement, and each and every part thereof. Section 8. This agreement shall be in full force and effect from and after its execution in full and delivery and shall continue in full force and effect for a period of one (1) year and so long thereafter as any portion of the described premises are committed to an oil and gas lease or license or to an operating agreement, or so long thereafter as a well capable of producing oil or gas or associated hydrocarbon or non-hydrocarbon substance has a surface location upon the described premises , or drilling, reworking or recompletion operations are being conducted thereon, and upon termination of such lease, license or operating agreement, or upon abandonment of such well, or upon cessation of such drilling, reworking or recompletion operations, whichever last occurs, this agreement shall terminate; provided, however, that such termination shall neither affect nor terminate the rights, expressed or implied, in the deed or deeds referred to in the Recitals hereof. 4 ;i¡!i~:;:~:;:~Ij:¡:;?' I !:r -~~¡1l-- n];;~¡~ili~~i{~ ~:.,.c,'r¡ "'1'80"':> U' '--...,1 ~t-:.;.;-, ~ 'OO~)60 Section 9. Subject to the provisions of Sections 6 and 8 hereof, this agreement shall inure to the benefit of and be binding upon the parties hereto and their respective heirs, executors, administrators, successors, and assigns. Section 10. This agreement is intended by the parties as a complete and final statement of the agreement, and supersedes and replaces any prior surface owner agreement between AEPC or its predecessor in interest and the Landowner or its predecessor in interest affecting the described premises and contemplating payments to the Landowner based on proceeds from production. This agreement shall not be amended or modified except by an instrument in writing duly executed by the parties hereto or their respective assigns. Section 11. THIS SECTION INTENTIONALLY DELETED. Section 12. This Agreement may be executed as one document signed by all parties or the parties named herein may join herein by execution of a counterpart with the same effect as if all parties executed this Agreement. The failure of anyone or more of the parties named herein to execute this Agreement shall not in any manner affect the validity of same as to the parties who do execute this Agreement. IN WITNESS WHEREOF, the parties hereto have executed this agreement this JL day of \:1pkrnhuJ , 2005, to be effective as of the day and year first above written. By: ~~ ATTEST: UINTA DEVE~"ENT COMPANY: By: A' ~.~",,' '" ~. j;/¿~ ß,s;çLt BY~~~ _ Secretary - Title ?š7- D/~5730 Taxpayer Identification Number 5 I i!~ ',. y~ ". '.. ". ··.::,·:·.;:~,t!'!I1~3~!!L'~·, ·_.::c, :".: _:,"",n.; ".:"..¿~,,:,.J;;; '_!,.i;:~,.:;.,;",:'~:·;·'J::" '_' - ¡.,..............~...:ö.':,¡., .I'. '--,- ·,··':::"_'c··,·..·,,..,·,···· " C r\ ('~ 61 '" ,u(~ (i'}.e.:· ";.,, ;;),J if1r':1 '-' 0,-" G "-l~ ============================================= STATE OF TEXAS ) ) ss COUNTY OF MONTGOMERY ) The foregoing instrument was acknowledged before me this ~ day of ÔL{;/fYJ~r-, 2005, by James L. Newcomb, as Agent and Attorney-in-Fact of ANADARKO E&P C MPANY LP, a Delaware limited partnership, on behalf of the limited partnership. My Commission Expire lie ~/J/J, mJlI1..l.J ~11wLJD lt~*¿';~~~, AN~ELA MICHELLE GILBREATH f· : :', MY COMMISSION EXPIRES \~. ..../ "'~" o.-~j~' January 7, 2006 .......... ----------- ----------- -------------------- -------------------- STATE OF TEXAS ) ) ss COUNTY OF MONTGOMERY ) '., . ;'" '''r. :.', ,..J.: The foregoing instrument was acknowledged before me this 14th day of September, 2005, by George E. Peters, as Vice President of Uinta Development Company, a Wyoming corporation, on behalf of the corporation. ~J~J Notary lic "'~:;~i;;.."'þ ~"*""'')i .: :. ~. :~ (~'to.''''~ ......... SUZANN TURNER MY COMMISSION EXPIRES August 10. 2008 6 f1¡~~ili~;¡i·¡r¡, !Ir tIT ~"'" J::::::j'"