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Home My WebLink About918534 .'f<::. 0:: W ::;;: 0:: ~ W o .... ::;;: 'f-! ~ ..... 0:: ::;;: ~M~~~ .....&OW C'CCOøø~ CO ,.. ~ ~ 0:: gO')Q..>W N W-I (õ=it ZÜ :!:: ø Z ~ I()Zoi1Jz C>N,::> W¡:¡:¡CÞ 0 >Ü:;¿ Ü -WO Z Wo::O -I (.) m 0 W Ü 0:: Z :J COC471 OMNIBUS ASSIGNMENT AND CONVEYANCE This Omnibus Assignment and Conveyance ("Conveyance") is from Nelson Spear ("Assignor") to Conquistador Petroleum, LLC, a New Mexico limited liability company, P.O. Box 1684, Midland Texas 79702-1684, (hereinafter referred to as "Assignee"). This Conveyance shall be Effective as of January 1, 2006 (the "Effective Date"). RECITALS WHEREAS, Assignor owns Mineral Properties (defined herein) in Lincoln County, Wyoming described on Schedule A. WHEREAS, Mary Nan Spear, widow of the Howell Roberts Spear ("Decedent") and beneficiary under Item III of the Last Will and Testament of the Decedent (hereinafter referred to as "Will") has released, waived and conveyed to the Estate (defined herein) and to the residual beneficiaries, namely Nelson Spear, Rex Spèar and Shane R. Spear therein any interest that she may have had on the date of Decedent's death, or may have acquired by operation of law or otherwise, in and to Mineral Properties located in Lincoln County, Wyoming that were in the name of Decedent by execution of the Affirmation of Disclaimer filed in the Estate of Howell Roberts Spear, Probate No. 5210, District Court of the State of Wyoming, Eighth Judicial District, Converse County, Wyoming ("Estate") and the Omnibus Conveyance and Disclaimer filed of record in Lincoln County, Wyoming, on .2.Lday of Mur{ l ,2006, at Book ~(5 ,Page Number 7/0 ,("Widow's Conveyance"); ~ WHEREAS. Assignor is a residual beneficiary under item IV of the Will and desires to grant, assign, and convey to Assignee any and all of his interest in Mineral Properties located in Lincoln County and elsewhere in the State of Wyoming acquired as a residual beneficiary pursuant to the Final Decree of Distribution entered by the Court; WHEREAS. Assignor desires to execute and deliver this Conveyance to transfer, grant, assign and convey all of his interest in and to Mineral Properties in Lincoln County, Wyoming. which are described on Schedule A to the Assignee and in and to any and all Mineral Properties located in Lincoln County, Wyoming that were in the name of the Decedent at the date of the Decedent's death and any and all of his interest in and to Mineral Properties acquired pursuant to the execution of the Widow's Conveyance and/or otherwise owned by the Assignor, irrespective of whether such properties are described on Schedule A ; and WHEREAS. the Assignor intends, by the execution and delivery of this Conveyance, to transfer and convey to the Assignee all his interest in and to Mineral Properties located in Lincoln County, Wyoming, which are described on Schedule A, and in and to any and all Mineral Properties located in Lincoln County, Wyoming, and elsewhere in the State of Wyoming, if any, in the individual name of the Decedent and all of his interest in and to Mineral Properties acquired pursuant to the execution of the Widow's Conveyance and/or otherwise owned by the Assignor, irrespective of whether such properties are described on Schedule A, so that the Assignor owns no such specified interests. DEFINITIONS As used herein. "Mineral Properties" shall include all property and rights therein. whether real or personal, of whatever nature or kind, in or to minerals in, on or under the lands which are the subject of this Conveyance, and, without limiting the generality of the foregoing, shall include full mineral estates. fractional mineral estates, working interests, royalty rights. overriding royalty rights, production payment rights, net profit interests and other interests or rights in mineral production or the proceeds from mineral production, executive rights. rights to bonuses and rentals, and any other rights incidental to the mineral estate. As used herein, "minerals" or "mineral" shall include but not be limited to oil, gas, casinghead gas, other hydrocarbons (whether liquid or gaseous), carbon dioxide gas, uranium, coal, and sulfur and shall include all substances WY-ESTA TERNNS-CONQLlNCOLN 1 '. , '~9r8534 COC472 which are now, or may in the future become, intrinsically valuable, that is, valuable in themselves aside from their location within the earth, and which are now or may be in the future enjoyed through extraction from the earth. ASSIGNMENT AND CONVEYANCE NOW, THEREFORE, as a capital contribution to Assignee from Assignor for a membership interest in Assignee, and in consideration of the.foregoing recitals, and the terms and conditions of this Conveyance, all of which are incorporated herein, and other good and valuable consideration, the receipt, adequacy and sufficiency of which are hereby acknowledged and confirmed, Assignor does hereby disclaim, waive, grant, bargain, sell, transfer, set over, assign, and convey (collectively "Transfer") unto the Assignee the following: (a) All of the Assignor's interest in and to any and all Mineral Properties located in Lincoln County, Wyoming, that were in the name of the Decedent as of the date of the Decedent's death, April 26, 2003, and/or otherwise owned by the Assignor, which are described on Schedule A; (b) All of the Assignor's interest in and to any and all Mineral Properties located in Lincoln County, Wyoming released, disclaimed, distributed, and conveyed to Assignor including but not limited to, any and all interest in and to Mineral Properties transferred to the Assignor by Final Decree of Distribution and the Omnibus Conveyance and Disclaimer filed of record in Lincoln County, Wyoming, on ~ \ day of ¡VI A.,C ~ ,2006, at Book c.... (5 ,Page 110 ; (c) All of the Assignor's interest in and to any and all Mineral Properties located in Lincoln County, Wyoming, and elsewhere in the State of Wyoming, if any, in the individual name of the Decedent and/or otherwise owned by the Assignor, irrespective of whether such Mineral Properties are described on Schedule A; and Specifically, the foregoing Transfer shall include all of the Assignor's right, title and interest in the oil, gas and mineral leases and leaseholds, the overriding interests and other interests specifically described in Schedule A, as well as all of the Assignor's right, title and interest in, to, under, or derived from (i) all of the presently existing and valid unitization, communitization and pooling agreements, (ii) all of the presently existing and valid oil, casinghead gas and gas sales and purchase agreements, and (iii) all of the contracts, agreements and instruments, insofar and only to the extent that said unitization, communitization and pooling agreements, said oil, casinghead gas, gas sales and purchase agreements and said other contracts, agreements and instruments pertain to the interests described on Schedule A or any interests discovered in the individual name of the Decedent after the execution of this Conveyance. In addition, the foregoing Transfer shall include all of the Assignor's right, title and interest in, to or under all surface leases, rights-of-way, easements, permits, licenses and servitudes pertaining to or appurtenant to the development and operation of the interests described on Schedule A or any interests discovered in the individual name of the Decedent after the execution of this Conveyance. All of the above described properties, interests and rights are hereinafter collectively called the "Subject Interests." The term "Subject Interests" shall also include (i) the above described properties, interests and rights as the same may be enlarged or diminished by the provisions of any contract, agreement or other instrument, or by the removal of any charges or encumbrances to which any of said properties, interests or rights are subject, (ii) any and all renewals or extensions of any of said properties, interests or rights, (iii) all contracts and agreements supplemental to or amendatory of or in substitution for the contracts and agreements described above insofar as the same relate to any Subject Interests, (iv) all rights, titles and interests accruing or attributable to any Subject Interests by virtue of it being included in any unit, WY-ESTA TERNNS-CONQUNCOLN 2 / i/·":-~-";:~-;:~:'::;::::: .;:;. ~:..:. , .' Ò31..8534 and (v) any and all of the Assignor's right, title, and interest in any personal property and equipment used or associated therewith. 00473 TO HAVE AND TO HOLD the Subject Interests unto Assignee, their successors and assigns forever. " This Conveyance is made without any warranties, express or implied, but with full substitution and subrogation of the Assignee in and to all covenants and warranties by others heretofore given or made in respect of the interests assigned herein or any part thereof. EXECUTED on th~y of jj}'r,~ ,2006, but effective as of the Effective Date. ASSI~OR NæO§;R ACKNOWLEDGMENT STATE OF NEW MEXICO ) ) SS. COUNTY OF BERNALILLO ) IL. ñhe foregoing instrument was acknowledged before me on the :J,,;Lday of ~2006, by NELSON SPEAR. Al~ .,¿ ól.. " ..) ~. . . . . . '. ~ ti ' '0 '".0' ..~.. .;'->":·~OTAA ···~o {;.rt-·":< ;~~< PUBLIC .:():, -~ .., '. .' ,(.) "'f ~~ rJl!". . .<,_~ ,', ' . "'~' OF tv E\'4 \~\Y\j? / 11"", a . I ,,\' \¡;;....I ; ~ My Commission Expires: ~- j 3 -j6C>'; Return to: Cody Balzer Balzer Law Firm, P.C. 1770 Monarch Circle Loveland, CO 80538· WY·ESTA TERNNS-CONQLlNCOLN 3 .~ ~ 09l8S:Jt.~ (nn474 -- ..... t,.; . SCHEDULE A LINCOLN COUNTY, WYOMING Town/RGE Section Description Interest Ref/Tvpe 20N/112W 4 Anderson 4-3 .000016750RI 22N/113W 13 Blackjack 10-13 .0050000 ORI 13 Blackjack Federal 20-13 .00366650 ORI Net Minerai Acreage Undetermined Undetermined Undetermined Lincoln, WY 1 of 1