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HomeMy WebLinkAbout913957 " 0 C '? 5 3 Recording Requ~sred hyand Whèll Rècorded Return to RECEIVED 11/23/2005 at 11:1 'I ANI RECEIVING # 913957 BOOK: 605 PAGE: 755 JEAt~NE WAGI\JER LII\JCOLN COUfHY CLERf~, KEMMERER, W'( Bom"ê S I\1;mdd 1- RIce, Esq DucKeL Ivlontgol1Jèr). ArollSk]J] & Bess. P.C 1560 Broôdw3). Suire ]-100 DeJ1\èL C olor;¡do ~(J202 STIPULATION REGARDING RESERVED O\'ERRJDE This Stipulation Regarding Reserved Override ("Stipulation") is made effective as of August 1,2005, at 7:00 A.M. Pacific Tj¡l1e (the '"Effective Time"), by and bet\\c:en Cl<OWN OJL & GAS COMPANY, INC., a Wyoming corporation ("'Crown"), whose address i, P.O, Box 368, LaBarge, Wyoming 83123-0368, and G & H Resources. LLC, a Colorado limited liability company C'G&H"), whose address is 1] 063 West Rowland Drive. Littleton, Colorado 80127. Crown and G&H may be referenced in this Stipulalion jointly as tbe "Panies" or singly as a "Party." Recitals A. Pursuanl to that cenain AssignmenL Bill of Sale and Conveyance dated September 27, ':2005. to be effective as oftht Entctive Time (the "l\laster Assignment"), Crown. as assignor. assigned to G&H. as assignee, all of Crown's interests in the: wells, kases and related interests describe:d in the at1ached Exhibit B. The Assignment \vas recorded in Lincoln. Sweetwater, Sublette and Uinta Counties, Wyoming. as described in the attached Exhibit A. B. In furtherance of the Masttr Assignment. Crown. as assignor. and G&H. as assignee:, executed the follo\ling instruments: (]) Transfers of Operating ](, ights or Assignments of Record Title (as appropriate), dated September 27, 2005. to be effective as of the Effective Time, with respect 10 federal leases covered b) the:: ÎViaskr Assignment On the approprjme:: Fe::deral forms, which Transfers of Operating Rights and Assignments of JZecurd Title were fjkd with the Wyoming Slate Office of the Bureau of Land Management on October 4, 2005 (the "Re1ated Federal Transfers"); and (2) Oil and Gas Lease Jnterest Assignments, dated effective:: as of the Effective Time, with respect to state leases covered by the Master Assignment on the appropriate State of Wyoming forms. which Oil and Gas Lease Jnterest Assignments have:: been filed with the Wyoming Stale Lands and Investments (the "Re1ated State Transfers"). The Rc::Jated Fede::ral Transfers and the Related State Transfers may be rd'e:renced jointly in this Stipulation as the "Related Transfers" . C. In the Master Assignment, Crown reserved an overriding roya1ty interest. which overriding royalty interest (the "Reserved Override") also was Je::scribed in Riders to each of the:: Related Transfers. The Reserved Override was intended to be equal 10 the diffen:ònce between the net revenue interest actua]ly owned by Crown in each Well and Lease as of the Effective Time and de]ivered 10 G&H on September 17. 1005. and the net revenue: interest that Crown represented in Exhibit A-2 to the Master Assignment and was shown or rekrenced in the first sentence of each ofThe Riders to the Related Federal Transfe::rs as a percentage of 8/8ths. D. 1t has come to the Parties attention that the language employed in the IVlaster Assignment and in the Riders to the:: Related Transfers may be ambiguous as to the:: Part i e::s ' 1 '. ¡t~ oIJì\J (() c;,: 1":1 lj~j ~_..J " .;...' .J. '-'I W intention with respect 'to the Reserved Override and that the Riders to certain of the Related Federal Transfers incorrectly reference the federal lease. E. The Parties desire to eliminate any ambiguity or uncertainty with respect to the Reserved Override and to correct related errors in the Related Federal Transfers. NOW, THEREFORE, in consideration of the premises and of other good and valuable consideration, the receipt and suftìciency of which is acknowledged, the Parties agree as follows: 1. Oetìnitions. All capitalized terms used herein shall have the meaning assigned to them in the Master Assignment, unless otherwise dctìned or noted in this Stipulation. Î Incorporation of Recitals. The foregoing recitals arc incorporated into and made a part of this Stipulation by this reference. 3. Stipulation and Cross-Conveyance. The Parties stipulate and agree that the intention of the Parties in the Master Assignment and in the Riders to the Rèlakd Transters was that Crown would reserve, and the Parties agree that, notwithstanding anything to the contrary expressed or implied in the Iv'laster Assignment or in the Riders to the Related Transfers, Crown did reserve an overriding royalty interest in each of the Wells eg ual to the di fference between the net revenue interest actually owned by Crown as of the Effective Time and del i verecl to G&H on September 27, 2005 and the net revenue interest that Crown represented in Exhibit A-2 to the Master Assignment (as amended in Section 6 below) and was shown or referenced in the tirst sentence of each of the Riders to the Related Transfers. Copies of the Exhihit A-2 to each Master Assignment as recorded in the County records are attached to and incorporated into this Stipulation as Exhibit C. The Parties hereby cross-convey to each other such interests as will give eftect to the foregoing. 4. Amendment of Master Assignment, In furtherance of the foregoing Stipulation, the Parties agree that Section 1.5 of the Assignment is hereby amended by changing the 1Ìrst sentence thereof in its entirety to read as tollows: In the event that the net revenue interest of Assignor in each of the Wells and related Leases (insotàr at they cover the Lands) is greater, as of the Effective Time, than the net revenue interest listed on Exhibit A-2 and subject to any limitations on royalties, overriding royalties and other burdens on production fi'om federal or state Leases under applicable tederal or state law, then as to the Wells and related Leases (insofar at they cover the Lands) in whieh Assignor has such greater net revenue interest, Assignor reserves an overriding royalty (the "Reserved Override") in an amount that, when added to other royalties, overriding royalties and other burdens on production as of the Effective Time, will cause the net revenue interest herein delivered to Assignee in each Well and related Leases (insofar at they cover the Lands) to be equal to the net revenue interest listed on Exhibit A-2 for each Well and related Leases (insotàr at they cover the Lands). 5. Amendment of Master Assignment. ]n furtherance of the foregoing StipuLltion, the Parties agree that Section 1.5 of the Assignment is hereby further amended by changing the last sentence thereof in its entirety to read as follows: 2 ro, r, t·,~ t-Io'j t.. (' . ',.1 '¡, , \.) 0 _.::¡ "'-I,. if)', (.~' ,..b'_~ _,.~ "'_~~, \..J: ~~ tf ,". 'ì ,..... r·', ~.. "7 '.. ',j¡J "0' The Reserved Override shall be proportionate]y adj usted on a lease by lease basis to the extent that Assignor's working interest in the undivided oi] and gas mineral fee estate in and under the Land covered by such Lease varies from the working interest set forth on Exhibit A-2. For example, if Crown represented in Exhibit A-2 that it owned a 45% working interest and the Exhibit A-2 target net revenue interest in the well was 36.25%, but the working interest actually owned by Crown was 30~·ô, and the net revenue interest actually owned by Crown was 25%, then Crown's overriding royalty interest would be 0.833333'% (i.e., 25% - [36.25 x .30]/45%). 6. Amendment to Exhibit A-2 (Swedwater County), Exhibit A-2 to the Master Assignment as recorded in Sweetwater County did not specify a net revenue interest in the Lincoln Road 42-6 weJl, situated in the SE/4NW/4, Section 6, Township 24 North, Range III West, 6th P.M., and related lease, Federal Lease Serial no. WYW47397. For the purposes of determining Crown's overriding royalty interest in the Linco]n Road 42-6 well only, Crown shall be deemed to have represented owning a net revenue interest of 57.755%, as shown on Exhibit A- 2 attached as part of Exhibit C to this Stipulation as recorded in Swedwater County, Wyoming. 7. Amendment of Riders. In furtherance of the foregoing Stipulation, the Parties agree that, notwithstanding anything to the contrary expressed or implied in the Riders to the Related Transfers, Crown's Reserved Override shall be calculated and determined as provided in this Stipulation. 8. Correction of Certain Riders. (a) The Rider to the Transfer of Operating Rights related to Federal Lease WYW 0320802 incorrectly referenced Federal Lease WYW 03()c)532A. That Rider is hereby amended to refer to Federal Lease WYW 0320802. (b) The Rider to the Transfer of Operating Rights related to Federal Lease WYW 65344 incorrectly referenced Federa] Lease \VYW 65334. That Rider is hereby amended to refer to Federal Lease WYW 65344. 9. Conflicts and Non-Amended Provisions. Tn the event of any express conflict or inconsistency between the terms of the Assignment or of the Riders to the Re]ated Trans reI's and the terms of this Stipulation, the terms of this Stipulation shall control alld govern. 10. Exhibits. All Exhibits attached hereto are hereby made a part hereof for all purposes. Refen:nces in such Exhibits to instruments on fìle in the public records are made for all purposes. Exhibits A and C to this Stipulation as recorded in the appropriate County records may include only those Wells and Leases located in such County. 11. Successors and Assil'.ns. This Stipulation shall bind and inure to the benefit of Crown and G&H and their respective successors and assigns. 12. Counterparts. This Stipulation may be executed by the Parties in any number of counterparts, each of which shal] be deemed an original instrument tor all purposes and all of which together shall constitute one document. 1 ;-', r, ~~"'. itì ~""""t ¡.'~ .'::~j ._;;~_, -~_1/ ,':.1;; ~ í ,r" ~,.\ (~ t'·¡..; t:: C) .,·'0 'J 0 EXECIJTED on the dates first set forth below to be effective as of the Effective Time. ,.--' '---..... CROW~ O]L & yAS COMPANY, INC, " WY'tg em///;,I ¡j By: t, 4:t{Ul¡(L~ Davi¡l Ne)1,er, .P~~ident Date: ;/- I G.·O./ C & H RESOURCES LLC, a Colorado limited liability company By: Ward Giltner, Manager Date: By: Scott D. Hall, Manager Date: Acknowledgments STATE OF WYOMING ) ) ss. COUNTY OF ) The foregoing instrument was acknowledged hefore me this 1.I.Æ. éL- day of November, 2005, by David Neher, as President of Crown Oil & Gas Company, Inc., a Wyoming corporation, on behalf of the corporation. WITNESS my hand and official seal. 4 ,.i.J; {,j .:~: ~J, :5~;j (" - r I ,...... ,...., e." ',; :~; (0 9 S STATE or: COLORADO ) ) ss. COUNTY OF DENVER ) The fon::going instrument was acknowledged before me this ~_~~ de)Y of Nl\Vember, 2005, by Ward Giltner and Scott Hall, as Mamlgers ofCJ & H Rc:sources I.I.C, a Colur.¡clo limited liability company, on bdwlfofsaid entity. WITNESS m)' hand and omcial seal. Notary Public ['v!)' Commission Expires: 5 ::i~ï ." :",~' 0, /""f 6 J" . ',I L; '" ..... i Recording Requested by and When Record"d Return to: Bonnie S, Mandell-Rice, Esq. Ducker, Montgomery, Arons!èin & Bess, Pc. 1560 Broadway, Suite 1400 Denver, Colorado 80202 STIPULATION REGARDING RESERVED OVEIUUDE This Stipulation Regarding Reserved Override ("Stipulation") is made effective as of August 1,2005, at 7:00 A.M. Pacific Time (the "Effective Time"), by and between CROWN OIL & GAS COMPANY, INC., a Wyoming corporation ("Crown"), whose address is P.O. Box 368, LaBarge, Wyoming 83123-0368, and G & H Resources, LLC, a Colorado limited liability company ("G&H"), whose address is 1 ]063 West Rowland Drive, Littleton, Colorado 80]27. Crown and G&H may be referenced in this Stipulation jointly as the "Parties" or singly as a "Party." Recitals A. Pursuant to that certain Assignment, Bill of Sale and Conveyance dated September 27, 2005, to be effective as of the Effective Time (the "Master Assignment"), Crown, as assignor, assigned to G&H, as assignee, all of Crown's interests in the wells, leases and related interests described in the attached Exhibit B. The Assignment was recorded in Lincoln, Sweetwater, Sublette and Uinta Counties, Wyoming, as described in the attached Exhibit A. B. In furtherance of the Master Assignment, Crown, as assignor, and G&I-I, as assignee, executed the following instruments: (1) Transfers of Operating Rights or Assignments of Record Title (as appropriate), dated September 27, 2005, to be effective as of the Effective Time, with respect to federal leases covered by the Master Assignment on the appropriate Federal forms, which Transfers of Operating Rights and Assignments of Record Title were filed with the Wyoming State Office of the Bureau of Land Management on October 4, 2005 (the "Related Federal Transfers"); and (2) Oil and Gas Lease Interest Assignments, dated effective as of the Effective Time, with respect to state leases covered by the Master Assignment on the appropriate State of Wyoming forms, which Oil and Gas Lease Interest Assignments have been filed with the Wyoming State Lands and Investments (the "Related State Transfers"). The Related Federal Transfers and the Related State Transfers may be referenced jointly in this Stipulation as the "Related Transfers." C. In the Master Assignment, Crown reserved an overriding royalty interest, which overriding royalty interest (the "Reserved Override") also was described in Riders to each of the Related Transfers. The Reserved Override was intended to be equal to the difference between the net revenue interest actually owned by Crown in each Well and Lease as of the Effective Time and delivered to G&H on September 27, 2005, and the net revenue interest that Crown represented in Exhibit A-2 to the Master Assignment and was shown or referenced in the first sentence of each of the Riders to the Related Federal Transfers as a percentage of 8/8ths. D, It has come to the Parties attention thilt the language employed in the Master Assignment and in the Riders to the Related Transfers may be ambiguolls as to the Parties' (" I....", r",' E':: C '-:'I ',' ',; t· , Ü .i 'i} i-I intention with respect to the Reserved Override önd that the Riders to certain of the Related Federal Transfers incorrectly reference the federal lease. E. The Parties desire to eliminate any ambiguity or uncertainty with respect to the Reserved Override and to correct related errors in the Related Federal Transfers. NOW, THEREFORE, in consideration of the premises and of other good and valuable consideration, the receipt and sufficiency of which is acknowledged, the Parties agree as fol]ows: 1. Definitions. All capitalized terms used herein shall have the meaning assigned to them in the Master Assignment, unless otherwise defined or noted in this Sti 'ulation. ? Incorporation of Recitals. The foregoing recitals are incorporated into and m¡¡de a part of this Stipulation by this reference. 3. lliipulation and Cross-Conveyance. The Parties stipulate and agree that the intention of the Parties in the Master Assignment and in the Riders to the Related Transfers was that Crown would reserve, and the Parties agree that, notwithstanding anything to the contrary expressed or implied in the Master Assignment or in the Riders to the Related Transfers, Crown did reserve an overriding royalty interest in e¡¡ch of the Wells equal to the difference between the net revenue interest actually owned by Crown as of the Effective Time and delivered to G&H on September 27, 2005 and the net revenue interest that Crown represented in Exhibit A-2 to the Master Assignment (as amended in Section 6 below) and was shown or referenced in the first sentence of each of the Riders to the Related Transfers. Copies of the Exhibit A-2 to each Master Assignment as recorded in the County records are attached to and incorporated into this Stipulation as Exhibit C. The Parties hereby cross-convey to each other such interests as will give effect to the foregoing. 4. Amendment of Master Assignment. In furtherance of the foregoing Stipulation, the Parties agree that Section l.5 of the Assignment is hereby amended by changing the tirst sentence thereof in its entirety to read as follows: In the event that the net revenue interest of Assignor in each of the Wells and related Leases (insofar at tbey cover the Lands) is greater, as of the Effective Time, than the net revenue interest listed on Exhibit A-2 and subject to any limitations on royalties, overriding royalties and other burdens on production tì"01Tl federal or state Leases under appl icable federal or state law, then as to the Wells and related Leases (insofar at they cover the Lands) in which Assignor has such greater net revenue interest, Assignor reserves an overriding royalty (the "Reserved Override") in an amount that, when added to other royalties, overriding royalties and other burdens on production as of the Effective Time, will cause the net revenue interest herein delivered to Assignee in each Well and related Leases (insofar at they cover the Lands) to be equal to the net revenue interest listed on Exhibit A-2 for each Well and related Leases (insofar at they cover the Lands). 5, Amendment of Master Assignment. In furtherance of the foregoing Stipulation, the Parties agree that Section 1.5 of the Assignment is hereby further amended by changing the last sentence thereof in its entirety to read as follows: 2 '-, .~ ~~:~.,~_·~S:S·ì;.1 ~' i~J' {J r;~; 6 2 The Reserved Override shall be proportionately adjusted on a lease by lease basis to the extent that Assignor's working interest in the undivided oil and gas mineral fee estate in and under the Lane! covered by such Lease varies from the working interest set forth on Exhibit A-2. For example, if Crown represented in Exhibit A-2 that it owned a 45% working interest and the Exhibit A-2 target net revenue interest in the well was 36.25%, but the working interest actually owned by Crown was 30%, and the net revenue interest actually owned by Crown was 25%, then Crown's overriding royalty interest 1V0uld be 0.833333% (i.e., 25% - [36.25 x .30]/45%). 6. Amendment to Exhibit A-2 (Sweetwater CountYl Exhibit A-2 to the Master Assignment as recorded in Sweetwater County did not specify a net revenue interest in the Lincoln Road 42-6 well, situated in the SE/4NW/4, Section 6, Township 24 North, Range III West, 6th P.M., and related lease, Federal Lease Serial no. WYW47397. For the purposes of determining Crown's overriding royalty interest in the Lincoln Road 42-6 well only, Crown shall be deemed to have represented owning a net revenue interest of 57.755%, as shown on Exhibit A- 2 attached as part of Exhibit C to this Stipulation as recorded in Sweetwater County, Wyoming. 7. Amendment of Riders. In furtherance of the foregoing Stipulation, the Parties agree that, notwithstanding anything to the contrary expressed or implied in the Riders to the Related Transfers, Crown's Reserved Override shall be calculated and determined as provided in this Stipulation. 8. Correction of Certain Riders. (a) The Rider to the Transfer of Operating Rights related to Federal Lease WYW 0320802 incorrectly referenced federal Lease WYW 0309532A. That Rider is hereby amended to refer to Federal Lease WYW 0320802. (b) The Rider to the Transfer of Operating Rights related to Federal Lease WYW 65344 incorrectly referenced Federal Lease WYW 65334. That Rider is hereby amended to refer to Federal Lease WY \V 65344. 9. Conflicts and Non-Amended Provisions. In the event of any express contlict or inconsistency between the terms of the Assignment or of the Riders to the Related Transfers and the terms of this Stipulation, the terms of this Stipulation shall control and govern. 10. Exhibits. All Exhibits attached hereto are hereby made a part hereof fur all purposes. References in such Exhibits to instruments on tile in the public records are made for all purposes. Exhibits A and C to this Stipulation as recorded in the appropriate County records may include only those Wells and Leases located in such County. 11. Successors and Assigns. This Stipulation shall bind and inure to the benetìt of Crown and G&H and their respective successors and assigns. 12. Counterparts. This Stipulation may be executed by the Parties in any 1Iumber of counterparts, each of which sha1l be deemed an original instrument for all purposes and all of which together shalJ constitute one document. 3 -c_,.,_~¡ ~~~~~:) :'" ,-" ,.."\ r'''i n t.') 'J L· " \J .j EXECUTED on the dates first set forth below to be effective as of the Effective Time. CROWN OIL & GAS COMPANY, INC. a Wyoming Corporation By: David Neher, President Date: C & H RESOURCES LLC, a Colorado limited 1igbility company By: k~V--v;~/çfk'<--, Ward Gi,1tl)er,' ~,,'lanager Date: 11/./7 /C:> {------- By: ,../ Þ' /,// /;y!(/ / ./ /:7/(,;J/t?7c j/Y2/./'~/ Scott D. Hall, rvÚlI1ager /,.// 7 ~~"j'- Date: Acknowledgments STA TE OF WYOMING ) ) 55. COUNTY OF ) The foregoing instrument was acknowledged before me this ~_ day of November, 2005, by David Neher, as President of Crown Oil & Gas Company, Inc., a Wyoming corporation, on behalf of the corporation. WITNESS my hand and oftìcia! seal. Notary Public ivly Commission Expires: 4 (' ;f"'\ I"~ t'';; ,t"'\ _}/ '.. '\) ~ j ( D i1 u ,_! _ r'''''~f ~~ ( S STATE OF COLORADO ) DÒ"tLrDL /\5 Jdtss. COUNTY OF DENVER: ) The foregoing instrument was acknowledged before me this I tiIJ.!. day of November, 2005, by Ward Giltner and Scott Hall, as Managers of G & H Resources LLC, a Colorado limited liability company, on behalf of said entity. WITNESS my hand and official seal. Notary Public My Commission Expires: / D ""/2./ -,;](X') if 5 ... ., . . ,,',',',,',-, , (-. /...\ r\ to) '! r~ ·,./ucUJ EXHIBIT A To Stipulation Regarding Reserved Override County Recording Infonl1ation The Master Assignment described in the Stipulation to which this Exhibit B is attached was recorded as follows: 1. Recorded in Sweetwater County, Wyoming, on September 28, 2005, as Reception no. 1453734, in Book 1039, at Page 948; 2. Recorded in Sublette County, Wyoming, on September 29, 2005, as Reception no. 314214, in Book 130 O&G, at Page 711; 3. Recorded in Lincoln County, Wyoming, on September 29, 2005, as Reception no. 912306, in Book 599, at Page 448; 4. Recorded in Uinta County, Wyoming, on September 28, 2005, as Reception no. 127346, in Book 850, at Page 610; .,_J.j ~_~;.: __._ :'~~) ~2 ~Sl.~ r' 1-" r~ r· ..;; {', ("' ,:JurOu EXHTBlT B To Stipulation Regarding Reserved Override LEASES, LANDS AND WELLS (Lincoln County, Wyoming) I. Raptor #10-18 (Wcllhol"c Rights Only) WELL NAME AND LOCA_TION: Haptor #10-18 Township 24 North, Range III West, 6th P.M. Section 18: SE/4NW/4 Lincoln County, Wyoming AssocrA TED LEASES AND LANDS: Lessor: Lease #: Lease date: Lessee: Description: United States WYW 61042 February 1, 1978 Clair L Johnson Township 24 North, Range III West, 6th P.M. Section 18: Lots 5 and 6, E/2NW/4 Lincoln County, Wyoming INSOFAR AND ONLY INSOFAR as the leased lands contribute to the drill site spacing unit and limited to the Raptor Unit 10-18 wellbore anel the production therefrom. n. Raptor #40-18 (Wellborc Rights Only) WELL NAJvfE AND LOCATION: Raptor #40-18 Township 24 North, Range III West, 6th P.M. Section 18: C SW/4 Lincoln County, Wyoming ASSOCIATED LEASES AND LANDS: Lessor: Lease #: Lease date: Lessee: Description: United States WYW 61042 February 1, 1978 Clair L. Johnson Township 24 North, Range III West 6th P.M. Section 18: Lot 7 (19.26), 7 (19.16), E/2SW/4 Lincoln County, Wyoming INSOFAR AND ONLY INSOFAR as the leased lands contribute to the drill site spacing unit and limited to the Raptor Unit 40-18 well bore and the production therefrom. This Lxhibit ß (Linenl¡l) consists uf·1 pages. I,J;,-....:.:_~.._-; . .",. It '" , !...... r; ~~; /") '7 ' ' " '&',' ',' ,.,i ',' "v Ill. Raptor Fedel'al (:1.I(,a. Lincoln Road) #10-7 (Wellbore Rights Only) WELL NAME AND LOCA TfON: Raptor Felleral (a,k.a. Lincoln Road) #10-7 Township 24 North. Range 111 West, 6th P,M. Section 7: SE/4N\V/4 Lincoln County, Wyoming ASSOCIATED LEASES AND LANDS: Lessor: Lease if: Lease date: Lessee: Description: United States WYW47397 November 1, 1974 Eva Hecht Township 24 North, Range ¡ 1] West, 6th P,M. Section 7: Lots 5 and 6, E/2NW/4 Lincoln County, Wyoming INSOFAR AND ONLY INSOFAR as the leased lands contribute to the drill site spacing unit limited to the Lincoln Road (a,k.a, Raptor Federal 10-7) wellbore and the production thtTcfrom. IV. Hescrvoir Unit ]0-1 (Wellbol'e Hights Only) WELL NAME AND tOCA TION: Reservoir Unit 10-1 Township 24 North. Range 112 West, 6th P.M. Section I: SE/4NW/4 Lincoln County, Wyoming ASSOCIATED LEASES AND LANDS: Lessor: Lease #: Lease date: Lessee: Description: United States WYW85245 September 1, ¡ 983 Bergo Associates Township 24 North. Ral~illjVest. 6th P.M. Section 1: Lots 3 and 4, SE/4NW/4 Lincoln County, Wyoming INSOfAR AND ONLY INSOFAR as the leased lands contribute to the drill site spacing unit and limited to the Reservoir 10-] wellbore and the production therefrom. This Exhibit B (Lincoln) consists of ,¡ pngèS. 2 ". iJ ~~t7 (" .......~ I-~ '-j (! Q ,. ',j t_; . U u Lessor: Lease #: Lease date: Lessee: Description: United States WYW-61850 February I, 1978 Roy Waites Township 24 North, Range 112 West, 6th P.M. Section I: SW/4NW/4 Linco]n County, Wyoming INSOFAR AND ONLY INSOFAR as the leased lands contrihute to the drill site spacing unit and I im ited to the Reservoir 10-1 wellbore and the production therefrom. V. Whiskey Buttes 1-6 (Wellbon: Rights Only) WELL NAME AND LOCA TrON~ Whiskey Buttes 1-6 (aka Federal #1-6) Township 21 North, Range III West, 6th P.M. Section 6: NE/4SW/4 Lincoln County, Wyoming ASSOCIATED LEASES AND LANDS: Lessor: United States Lease #: WYW 0309532A Lease date: June 3, ] 964, effective July I, ] 964 Lessee: ABKO, Inc. Description: Township 21 North, Range III West, 6th P.M. Section 6: NE/4SW/4 Lincoln County, Wyoming This assignment is expressly limited to only insofar as the NE/4SW/4 of Section 6, T2JN, Rll ] W, 6th P.M., Lincoln County, 'Wyoming, and the wellbore of the Whiskey Buttes 1-6 well. Th is assignment also is lim ited in depth from the surface of the earth to a depth 0 f ] 1,300 feet, which is the total depth drilled in the Whiskey Buttes 1-6 well. Nothing in this assignment shall be construed as having assigned or conveyed any interest in the Whiskey Butte Unit, including, without limitation, any interest in the Whiskey Buttes Unit derived frol11 any portion of Federal Lease No. USA WY'vV 0309532A or the Whiskey Buttes 1-6 weJlbore. In addition, this '\ssignment does not convey any rights in and to any portion of Federal Lease No. USA WYW 0309532A that may become part of a future comll1unitized area in connection with any drilling or production operations. VI. Christmann #1-18 (Wellhore Rights Only) WELL NAME AND LOCATION: Christmann #1-18 Township 20 North, Range 112 West, 6th P.M. Section 18: SE/4NW/4 Lincoln County, Wyoming This Exhibit B (Lincoln) consists 01" 4 pages. ,., ~ f" I~, r., ¡'j I! 9,' ',., '..j'" , u \,1, ) '-i'1, " 5;-~ ASSOCIATED LEASES AND LANDS: Lease dated July 22, 1977, recorded in Book 143PR, at Page 638, Lincoln County, Wyoming, real property records, from Frank William Sears et aI., as lessor, to John J. Christmann, as lessee, insofar and only insofar as said Lease covers the tè>llowing described lands: Township 20 North, Range 112 West, 6th P,M. Section 18: Lots 1,2,3, E/2, E/2W/2 Lincoln County, Wyoming INSOFAR AND ONLY INSOFAR as the lcased lands contribute to the drill site spacing unit limited to the Christmann No.1 wellbore and the production therefrom. This E\hihit Ii (Lincoln) consists 01'4 pages. 4 "--:' -,',-, '. ~ I '.'.~, " . .' . ;J'(, 6.:' ~ i-";;,,· ,J) ¿ (' I"' Iì ~"í'"1 'J ,'.)u,/(I EXHIBIT C To Stipulation Regarding Reserved Override Exhibits A-2 to Master Assignment This Exhibit C consists of the following: 1. EXHIBIT A-2 To ASSIGNMENT, BILL OF SALE AND CONVEYANCE dated effective as of August 1,2005, at 7:00 A.M. Pacitìc Time, between CROWN OIL & GAS COMPANY, INC., a Wyoming corporation ("Assignor"), and G & H Resources, LLC, a Colorado limited liability company ("Assignee"): WORKING INTERESTS AND NET REVENUE INTERESTS (Lincoln County, Wyoming), consisting of one page; 2. EXHIBIT A-2 To ASSIGNMENT, BILL OF SALE AND CONVEYANCE dated effective as of August 1,2005, at 7:00 A.M. Pacific Time, between CROWN OIL & GAS COMPANY, INC., a Wyoming corporation ("Assignor"), and G & H Resources, LLC, a Colorado limited liability company ("Assignee"): WORKING INTERESTS AND NET REVENUE INTERESTS (Sweetwater County, Wyoming), consisting of two pages; 3. EXHIBIT A-2 To ASSIGNMENT, BILL OF SALE AND CONVEYANCE dated effective as of August 1,2005, at 7:00 A.M. Pacific Time, between CROWN OIL & GAS COI'vIPANY, INC., a Wyoming corporation ("Assignor"), and G & H Resources, LLC, a Colorado limited liability company ("Assignee"): WORKING INTERESTS AND NET REVENUE INTERESTS (Sublette County, Wyoming), consisting of one page; and 4. EXHIBIT A-2 To ASSIGNMENT, BILL OF SALE AND CONVEYANCE dated effective as of August 1, 2005, at 7:00 A.M. Pacitìc Time, between CROWN OIL & GAS COMPANY, fNC., a Wyoming corporation ("Assignor"), and G & H Resources, LLC, a Colorado limited liability company ("Assignee"): WORKING INTERESTS AND NI~T REVENUE INTERESTS (Uinta COLlnty, Wyoming), consisting of one page. When the Stipulation (to which this Exhibit C is attached) is recorded in each of Lincoln, Sweetvvater, Sublette and Uinta Counties, Wyoming, this Exhibit C may contain only the Exhibit A-2 for the county in which the Stipulation is being recorded. {- n (ì I') ~') "1 ,. ,) \,,} , . 1. " , 1.1, ~:: ,"~:I - ,_ ' EXHIBIT C - Lincoln County Exhibit A-2 EXHl13IT A-2 To ASSIGNMENT, BILL OF SALE AND CONVEYANCE dated effective as of August 1,2005, at 7:00 A.M. PacifIc Time, between CROWN OIL & GAS COMPANY, INC., a Wyoming corporation ("Assignor"), and G & H Resources, LLC, a Colorado lim ited I ¡ability company ("Assignee") WORKING INTERESTS AND NET REVENUE INTERESTS (Lincoln County, Wyoming) WELL NAME WOrU~ING INTEnEST NET REVENUE INTEREST -- ----- Raptor #] 0-18 99.57% 75.00% - Raptor #40-] 8 99.75% 75.00(% Raptor Federal (a.l-:.a. Lincoln 99.00% 75.00% Road) # I 0- 7 Reservoir Unit ]0-] ] 00.00% 75.00%* ._~~ Whiskey Buttes ]-6 100.00% 75.00% -- Christmann #]-]8 ] 00,00% 75.00% -_.._._--~._-~ *The NRl for the Reservo ir LJ n it ] 0-1 We II is represented for purposes 0 C determ in ing the Reserved Override only. 1\-2- 1