HomeMy WebLinkAbout962923WHEN RECORDED RETURN TO:
SIMPSON, THACHER, BARTLETT LLC
909 Fannin Street, Suite 1475
Houston, TX 77010
Attn: Linda Daugherty
011236- 0011- 14623- Active.12749074.3
FROM
TO
RECEIVED 1/26/2012 at 11:00 AM
RECEIVING 962923
BOOK: 780j PAGE: 50
JEANNE WAGNER
LINCOLN COUNTY CLERK, KEMMERER, WY
vv
00050
1 Wyoming
MORTGAGE, LINE OF CREDIT MORTGAGE, DEED OF TRUST,
ASSIGNMENT OF AS- EXTRACTED COLLATERAL, SECURITY AGREEMENT AND
FINANCING STATEMENT
ROYALTY REPOSITORY II, LLC, AS MORTGAGOR,
A DELAWARE LIMITED LIABILITY COMPANY, WHOSE ADDRESS IS:
40 RICHARDS AVENUE, 3 FLOOR, NORWALK, CT 06854
(ORGANIZATIONAL I.D. NO. 3984165)
PARIBAS NORTH AMERICA, INC.
AS MORTGAGEE,
WHOSE ADDRESS IS:
787 7 AVENUE, NEW YORK, NEW YORK 10019
(TAXPAYER I.D. NO. 13- 192 -9559)
A CARBON, PHOTOGRAPHIC, OR OTHER REPRODUCTION OF THIS
INSTRUMENT IS SUFFICIENT AS A FINANCING STATEMENT.
A POWER OF SALE HAS BEEN GRANTED IN THIS INSTRUMENT. IN CERTAIN
STATES, A POWER OF SALE MAY ALLOW THE MORTGAGEE TO TAKE THE
MORTGAGED PROPERTY AND SELL IT WITHOUT GOING TO COURT IN A
FORECLOSURE ACTION UPON DEFAULT BY THE MORTGAGOR UNDER THIS
INSTRUMENT.
THIS INSTRUMENT CONTAINS AFTER ACQUIRED PROPERTY PROVISIONS.
THIS INSTRUMENT SECURES PAYMENT OF FUTURE ADVANCES.
THIS INSTRUMENT COVERS PROCEEDS OF MORTGAGED PROPERTY.
THIS INSTRUMENT COVERS AS- EXTRACTED COLLATERAL AND MINERALS
AND OTHER SUBSTANCES OF VALUE WHICH MAY BE EXTRACTED FROM THE
EARTH (INCLUDING WITHOUT LIMITATION OIL AND GAS) AND WHICH WILL
BE FINANCED AT THE WELLHEADS OF THE WELL OR WELLS LOCATED ON
THE PROPERTIES DESCRIBED IN THE EXHIBITS HERETO. THIS FINANCING
STATEMENT IS TO BE FILED OR FILED FOR RECORD, AMONG OTHER PLACES,
IN THE REAL ESTATE RECORDS OR SIMILAR RECORDS OF THE COUNTY
RECORDERS OF THE COUNTIES LISTED ON THE EXHIBITS HERETO. THE
MORTGAGOR HAS AN INTEREST OF RECORD IN THE REAL ESTATE
CONCERNED, WHICH INTEREST IS DESCRIBED IN THE EXHIBITS ATTACHED
HERETO.
PORTIONS OF THE MORTGAGED PROPERTY ARE GOODS WHICH ARE OR ARE
TO BECOME AFFIXED TO OR FIXTURES ON THE LAND DESCRIBED IN OR
REFERRED TO IN THE EXHIBITS HERETO. THIS FINANCING STATEMENT IS
TO BE FILED FOR RECORD OR RECORDED, AMONG OTHER PLACES, IN THE
REAL ESTATE RECORDS OR SIMILAR RECORDS OF EACH COUNTY IN WHICH
SAID LAND OR ANY PORTION THEREOF IS LOCATED. THE MORTGAGOR IS
THE OWNER OF RECORD INTERESTS IN THE REAL ESTATE CONCERNED.
THIS INSTRUMENT IS ALSO TO BE INDEXED IN THE INDEX OF FINANCING
STATEMENTS.
01 1236- 0011- 14623- Active.12749074.3
00051
Section 1.01.
Section 1.02.
Section 1.03.
Section 1.04.
Section 1.05.
Section 2.01.
Section 2.02.
Section 3.01.
Section 3.02.
Section 3.03.
Section 3.04.
Section 3.05.
Section 3.06.
Section 3.07.
Section 4.01.
Section 4.02.
Section 4.03.
Section 4.04.
Section 4.05.
Section 4.06.
Section 4.07.
Section 4.08.
Section 4.09.
Section 4.10.
Section 4.11.
011236- 0011 14623- Active.12749074.3
TABLE OF CONTENTS
Page
ARTICLE I
GRANT OF LIEN AND INDEBTEDNESS SECURED
Grant of Liens 1
Grant of Security Interest 4
Indebtedness Secured 5
Pro Rata Benefit 6
Defined Terms 6
ARTICLE II
ASSIGNMENT OF AS- EXTRACTED COLLATERAL
Assignment 7
No Modification of Payment Obligations 8
ARTICLE III
REPRESENTATIONS, WARRANTIES AND COVENANTS
Title 8
Defend Title 8
Not a Foreign Person 9
Power to Create Lien and Security 9
Revenue and Cost Bearing Interest 9
Abandon, Sales 9
Failure to Perform 9
ARTICLE IV
RIGHTS AND REMEDIES
Event of Default 10
Foreclosure and Sale 10
Judicial Foreclosure; Receivership 11
Foreclosure for Installments 11
Separate Sales 12
Possession of Mortgaged Property 12
Occupancy After Foreclosure 12
Remedies Cumulative, Concurrent and Nonexclusive 13
No Release of Obligations 13
Release of and Resort to Collateral 13
Waiver of Redemption, Notice and Marshalling of Assets, Etc 13
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Section 5.01.
Section 5.02.
Section 5.03.
Section 5.04.
Section 5.05.
Section 5.06.
Section 5.07.
Section 5.08.
Section 5.09.
Section 5.10.
Section 5.11.
Section 5.12.
Section 4.12. Discontinuance of Proceedings 14
Section 4.13. Application of Proceeds 14
Section 4.14. Indemnity 14
ARTICLE V
MISCELLANEOUS
Instrument Construed 15
Release of Mortgage 15
Severability 15
Successors and Assigns of Parties 15
Satisfaction of Prior Encumbrance 16
Nature of Covenants 16
Notices 16
Counterparts 16
Governing Law 16
Financing Statement; Fixture Filing 16
Exculpation Provisions 17
References 17
Exhibit A Hydrocarbon Property
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00053
MORTGAGE, LINE OF CREDIT MORTGAGE, DEED OF TRUST,
ASSIGNMENT OF AS- EXTRACTED COLLATERAL, SECURITY AGREEMENT
AND FINANCING STATEMENT
This MORTGAGE, LINE OF CREDIT MORTGAGE, MORTGAGE, ASSIGNMENT
OF AS- EXTRACTED COLLATERAL, SECURITY AGREEMENT AND FINANCING
STATEMENT (this "Mortgage is entered into as of the effective time and date hereinafter
stated (the "Effective Date by ROYALTY REPOSITORY II, LLC, a Delaware limited liability
company, whose address is 40 Richards Avenue, 3 Floor, Norwalk, CT 06854 (the
"Mortgagor in favor of PARIBAS NORTH AMERICA, INC., whose address is 787 7th
Avenue, New York, NY 10019, as collateral agent (in such capacity, together with its successors
and assigns in such capacity, "Mortgagee and the Lenders and the other holders of the
Indebtedness as defined herein.
RECITALS:
uuu54
A. On even date herewith, American Assurance 2000, L.P., as borrower (the
"Borrower the financial institutions from time to time party thereto (the "Lenders BNP
Paribas, as Administrative Agent for the Lenders, and the other Agents from time to time parties
thereto, are executing an Amended and Restated Credit Agreement (such agreement, as may
from time to time be amended or supplemented, the "Credit Agreement pursuant to which,
upon the terms and conditions stated therein, the Lenders have agreed to make loans and
extensions of credit to the Borrower.
B. On even date herewith, the Mortgagor, the Grantors, and Mortgagee, are
executing an Amended and Restated Guarantee and Collateral Agreement (such agreement, as
may from time to time be amended or supplemented, the "Guarantee pursuant to which, upon
the terms and conditions stated therein, the Mortgagor and the Grantors have agreed to grant a
security interest to Mortgagee in the collateral therein described.
C. BNP Paribas and the Lenders have conditioned their obligations under the Credit
Agreement upon the execution and delivery by Mortgagor of this Mortgage, and Mortgagor has
agreed to enter into this Mortgage to secure its obligations under the Guarantee and the
Borrower's obligations under the Credit Agreement.
D. Therefore, in order to comply with the terms and conditions of the Credit
Agreement and for other good and valuable consideration, the receipt and sufficiency of which
are hereby acknowledged, Mortgagor hereby agrees as follows:
ARTICLE I
GRANT OF LIEN AND INDEBTEDNESS SECURED
Section 1.01. Grant of Liens. To secure payment of the Indebtedness (as hereinafter
defined) and the performance of the covenants and obligations herein contained, Mortgagor does
hereby MORTGAGE, ASSIGN, WARRANT, HYPOTHECATE and PLEDGE to Mortgagee
with a POWER OF SALE (pursuant to Mortgage and applicable law), and grants a security
011236- 0011 14623- Active.12749074.3
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interest in, the real and personal property, rights, titles, interests and estates described in the
following Section 1.01(a) through (g) (collectively called the "Mortgaged Property
(a) All rights, titles, interests and estates now owned or hereafter acquired by
Mortgagor in and to the oil and gas leases and /or oil, gas and other mineral leases and
other interests and estates and the lands and premises covered or affected thereby which
are described on Exhibit A hereto (collectively called the "Hydrocarbon Property or
which Hydrocarbon Property is otherwise referred to herein, and specifically, but without
limitation, the undivided interests of Mortgagor which are more particularly described on
attached Exhibit A.
(b) All rights, titles, interests and estates now owned or hereafter acquired by
Mortgagor in and to (i) the properties now or hereafter pooled or unitized with the
Hydrocarbon Property; (ii) all presently existing or future unitization, communitization,
pooling agreements and declarations of pooled units and the units created thereby
(including, without limitation, all units created under orders, regulations, rules or other
official acts of any Federal, State or other governmental body or agency having
jurisdiction and any units created solely among working interest owners pursuant to
operating agreements or otherwise) which may affect all or any portion of the
Hydrocarbon Property including, without limitation, those units which may be described
or referred to on attached Exhibit A; (iii) all agreements described or referred to in this
Mortgage or which relate to any of the Hydrocarbon Property or interests in the
Hydrocarbon Property described or referred to herein or on attached Exhibit A; (iv) all
geological, geophysical, engineering, accounting, title, legal and other technical or
business data concerning the Mortgaged Property, the Hydrocarbons or any other item of
Property which are in the possession of any Mortgagor and in which such Mortgagor can
grant a security interest without violating any restrictions on assignment therein, and all
books, files, records, magnetic media, computer records and other forms of recording or
obtaining access to such data; and (v) the Hydrocarbon Property described on attached
Exhibit A and covered by this Mortgage even though Mortgagor's interests therein be
incorrectly described or a description of a part or all of such Hydrocarbon Property or
Mortgagor's interests therein be omitted; it being intended by Mortgagor and Mortgagee
herein to cover and affect hereby all interests which Mortgagor may now own or may
hereafter acquire in and to the Hydrocarbon Property notwithstanding that the interests as
specified on Exhibit A may be limited to particular lands, specified depths or particular
types of property interests.
(c) All rights, titles, interests and estates now owned or hereafter acquired by
Mortgagor in and to all oil, gas, casinghead gas, condensate, distillate, liquid
hydrocarbons, gaseous hydrocarbons and all products refined therefrom and all other
minerals (collectively called the "Hydrocarbons which may be produced and saved
from or attributable to the Hydrocarbon Property, the lands pooled or unitized therewith
and Mortgagor's interests therein, including all oil in tanks and all rents, issues, profits,
proceeds, products, revenues and other income from or attributable to the Hydrocarbon
Property, the lands pooled or unitized therewith and Mortgagor's interests therein which
are subjected or required to be subjected to the Liens and security interests of this
Mortgage.
011236 -0011- 14623- Active.12749074.3
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(d) All tenements, hereditaments, appurtenances and properties in anywise
appertaining, belonging, affixed or incidental to the Hydrocarbon Property, rights, titles,
interests and estates described or referred to in paragraphs (a) and (b) above, which are
now owned or which may hereafter be acquired by Mortgagor, including, without
limitation, any and all property, real or personal, now owned or hereafter acquired by
Mortgagor, held for use, or useful in connection with the development of any of such
Hydrocarbon Property or the lands pooled or unitized therewith and other surface and
subsurface rights together with all additions, substitutions, replacements, accessions and
attachments to any and all of the foregoing properties.
(e) Any property that may from time to time hereafter, by delivery or by writing
of any kind, be subjected to the Lien and security interest hereof by Mortgagor or by
anyone on Mortgagor's behalf.
(f) All of the rights, titles and interests of every nature whatsoever now owned or
hereafter acquired by Mortgagor in and to the Hydrocarbon Property rights, titles,
interests and estates and every part and parcel thereof, including, without limitation, the
Hydrocarbon Property rights, titles, interests and estates as the same may be enlarged by
the discharge of any payments out of production or by the removal of any charges or
Permitted Encumbrances (as hereinafter defined in Section 3.01) to which any of the
Hydrocarbon Property rights, titles, interests or estates are subject, or otherwise; all rights
of Mortgagor to Liens and security interests securing payment of proceeds from the sale
of production from the Mortgaged Property; together with any and all renewals and
extensions of any of the Hydrocarbon Property rights, titles, interests or estates; all
contracts and agreements supplemental to or amendatory of or in substitution for the
contracts and agreements described or mentioned above; and any and all additional
interests of any kind hereafter acquired by Mortgagor in and to the Hydrocarbon Property
rights, titles, interests or estates.
(g) All property of every kind and character which the Mortgagor has or at any
time hereafter acquires, whether real or personal property, tangible or intangible, or
mixed, all other interests of every kind and character which Mortgagor has or at any time
hereafter acquires in and to the types and items of property and interests described in
Section 1.01(a) through (f) preceding, all property which is used or useful in connection
with the Mortgaged Property or otherwise, and the proceeds and products of all of the
foregoing, whether now owned or hereafter acquired, including, without limitation:
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(i) All present and future personal property;
(ii) All present and future increases, profits, combinations,
reclassifications, improvements and products of, accessions, attachments and
other additions to, tools, parts and equipment used in connection with, and
substitutes and replacements for, all or any part of the Mortgaged Property
described in this or any other clause of this Section 1.01(g);
(iii) All present and future As- extracted collateral, Accounts,
Equipment, Inventory, contract rights, General Intangibles, Chattel Paper,
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Documents, Instruments, Fixtures, cash and noncash Proceeds and other rights
arising from or by virtue of, or from the voluntary or involuntary sale or other
disposition of or collections with respect to, or insurance proceeds or unearned
insurance premiums payable with respect to, or proceeds payable by virtue of
warranty or other claims against manufacturers of, or claims against any other
person or entity with respect to, all or any part of the Hydrocarbons or the
Mortgaged Property; and
(iv) All present and future security for the payment to the Mortgagor of
any of the Mortgaged Property and goods which gave or will give rise to any of
such Mortgaged Property or are evidenced, identified, or represented therein or
thereby.
Notwithstanding any provision in this Deed of Trust to the contrary, in no event is any
Building (as defined in the applicable Flood Insurance Regulation) or Manufactured (Mobile)
Home (as defined in the applicable Flood Insurance Regulation) included in the definition of
"Mortgaged Property" and no Building or Manufactured (Mobile) Home is hereby encumbered
by this Deed of Trust. As used herein, "Flood Insurance Regulations" shall mean (i) the National
Flood Insurance Act of 1968 as now or hereafter in effect or any successor statute thereto, (ii) the
Flood Disaster Protection Act of 1973 as now or hereafter in effect or any successor statute
thereto, (iii) the National Flood Insurance Reform Act of 1994 (amending 42 USC 4001, et.
seq.), as the same may be amended or recodified from time to time, and (iv) the Flood Insurance
Reform Act of 2004 and any regulations promulgated thereunder.
Any fractions or percentages specified on attached Exhibit A in referring to Mortgagor's
interests are solely for purposes of the warranties made by Mortgagor pursuant to Sections 3.01
and 3.05 hereof and shall in no manner limit the quantum of interest affected by this Section 1.01
with respect to any Hydrocarbon Property or with respect to any unit or well identified on said
Exhibit A.
TO HAVE AND TO HOLD the Mortgaged Property unto Mortgagee and to Mortgagee's
successors and assigns forever, upon the terms, provisions and conditions herein set forth.
Section 1.02. Grant of Security Interest. The Mortgagor hereby grants to the
Mortgagee, for its benefit and the benefit of the Lenders, a security interest in and to all of the
Mortgagor's right, title and interest in and to the following Mortgaged Property now owned or at
any time hereafter acquired by the Mortgagor or in which the Mortgagor now has or at any time
in the future may acquire any right, title or interest and whether now existing or hereafter coming
into existence (collectively, the "Collateral as collateral security for the prompt and complete
payment and performance when due (whether at the stated maturity, by acceleration or
otherwise) of the Indebtedness (as defined herein):
(1) all Accounts;
(2) all Chattel Paper (whether Tangible Chattel Paper or Electronic Chattel Paper);
(3) all Deposit Accounts other than payroll, withholding tax and other fiduciary
Deposit Accounts;
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(4) all Documents;
(5) all General Intangibles (including, without limitation, rights in and under any
Swap Agreement) and all rights under insurance contracts and rights to insurance proceeds;
(6) all Instruments;
(7) all Goods (including, without limitation, all Inventory, all Equipment and all
Fixtures relating to the Mortgaged Properties);
(8) all Letter -of- Credit Rights (whether or not the letter of credit is evidenced by a
writing);
(9)
011 236 0011- 14623- Active.12749074.3
all As- extracted collateral;
(10) all books and records pertaining to the Collateral;
00058
(11) to the extent not otherwise included in the Collateral, the Mortgaged Property
insofar as the Mortgaged Property consists of personal property of any kind or character; and
(12) to the extent not otherwise included, all Proceeds and products of any and all of
the foregoing and all collateral security, guarantees and other Supporting Obligations given with
respect to any of the foregoing.
Section 1.03. Indebtedness Secured. This Mortgage is executed and delivered by
Mortgagor to secure and enforce the following (collectively, the "Indebtedness
(a) Payment of and performance of any and all indebtedness, obligations and
liabilities, including interest whether accruing pre petition or post petition, of the
Borrower pursuant to the Credit Agreement or any other Loan Document, whether now
existing or hereafter arising and being in the original principal amount of Sixty Million
and 00 /100 United States Dollars (US $60,000,000.00) with final maturity on or before
September 30, 2015.
(b) Any sums which may be advanced or paid by Mortgagee, BNP Paribas or the
Lenders under the terms hereof or of the Credit Agreement or any Loan Document on
account of the failure of the Borrower, or any of the Borrower's Subsidiaries to comply
with the covenants of the Borrower contained in the Credit Agreement or any other Loan
Document; and all other indebtedness of the Mortgagor arising pursuant to the provisions
of this Mortgage.
(c) Any additional loans or advances made by any Lender to or for the benefit of
the Borrower or any other Subsidiary of the Borrower pursuant to the Credit Agreement
or any other Loan Document (it being contemplated that the Lenders may lend additional
sums to the Borrower pursuant to the Credit Agreement from time to time, but shall not
be obligated to do so, and the Mortgagor agrees that the payment of any such additional
loans shall be secured by this Mortgage).
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(d) Payment of and performance of any and all present or future obligations of the
Borrower (or any Subsidiary of the Borrower with respect to Swap Agreements) under
any Loan Document or Swap Agreement between the Borrower or any Subsidiary of the
Borrower and any Lender or any Affiliate of any Lender while such Person (or, in the
case of an Affiliate of a Lender, the Person affiliated therewith) is a Lender, to the
Borrower, the Mortgagee, the Issuing Banks, the Lenders and each Affiliate of a Lender
party to a Swap Agreement between such Affiliate and the Borrower (or any Subsidiary
of the Borrower), including any Swap Agreement between such Persons in existence
prior to the date hereof "Secured Swap Agreements For the avoidance of doubt, a
Swap Agreement ceases to be a Secured Swap Agreement under this Mortgage if the
Person that is the counterparty to the Borrower or a Subsidiary of the Borrower under
such Swap Agreement ceases to be a Lender under the Credit Agreement (or, in the case
of an Affiliate of a Lender, the Person affiliated therewith ceases to be a Lender under the
Credit Agreement).
(e) Performance of all Letter of Credit Agreements executed from time to time by
the Borrower or any Subsidiary of the Borrower under or pursuant to the Credit
Agreement and all reimbursement obligations for drawn or undrawn portions under any
Letter of Credit now outstanding or hereafter issued under or pursuant to the Credit
Agreement.
(f) All renewals, extensions, amendments and changes of, or substitutions or
replacements for, all or any part of the Obligations described under Section 1.03 (a)
through (f).
Section 1.04. Pro Rata Benefit. This Mortgage is executed and granted for the pro rata
benefit and security of the Lenders, any Person secured hereby and any and all future holders of
an interest in the Indebtedness and the interest thereon for so long as same remains unpaid and
thereafter for so long as any Lender or any Person secured hereby (or any Affiliate of a Lender)
has any obligations under the Credit Agreement or any Secured Swap Agreement to lend money
or issue Letters of Credit in favor of the Borrower or has any obligations under any Secured
Swap Agreements or until the Liens hereby created are released by the Mortgagee or such
Person; it being understood and agreed that possession of any Note (or any replacements of any
said Note) at any time by the Borrower shall not in any manner extinguish the Indebtedness, such
Notes or this Mortgage securing payment thereof, and the Borrower shall have the right to issue
and reissue any of the Notes from time to time as its interest or as convenience may require,
without in any manner extinguishing or affecting the Indebtedness, the obligations under any of
the Notes, or the security of this Mortgage.
Section 1.05. Defined Terms. Any capitalized term used in this Mortgage and not
defined in this Mortgage shall have the meaning assigned to such term in the Credit Agreement,
and any capitalized or uncapitalized terms which are defined in the Uniform Commercial Code
on the date hereof shall have the meaning assigned thereto. As used herein, "Uniform
Commercial Code" means the Uniform Commercial Code presently in effect in the State of
Wyoming, as the same may be amended from time to time, and any successor statute thereto,
except to the extent that the Uniform Commercial Code of some other jurisdiction applies
mandatorily.
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Section 2.01. Assignment. (a) The Mortgagor has absolutely and unconditionally
assigned, transferred, conveyed and granted a security interest, and does hereby absolutely and
unconditionally assign, transfer, convey and grant a security interest unto the Mortgagee, its
successors and assigns, in and to:
011236 0011- 14623 Active. 12749074.3
ARTICLE II
ASSIGNMENT OF AS- EXTRACTED COLLATERAL
v0060
(i) its As- extracted collateral located in or relating to Oil and Gas
Properties located in the county where this Mortgage is filed, including without
limitation, all As- extracted collateral relating to the Hydrocarbon Properties, the
Hydrocarbons and all products obtained or processed therefrom;
(ii) the revenues and proceeds now and hereafter attributable to such
Oil and Gas Properties, Hydrocarbon Properties, including the Hydrocarbons, and
said products and all payments in lieu, such as "take or pay" payments or
settlements; and
(iii) all amounts and proceeds hereafter payable to or to become
payable to Mortgagor or now or hereafter relating to any part of the subject
interests or the surface rights and all amounts, sums, monies, revenues and
income which become payable to the Mortgagor from, or with respect to, any of
the Mortgaged Property, present or future, now or hereafter constituting a part of
the Mortgaged Property.
(b) The Hydrocarbons and products are to be delivered into pipe lines connected
with the Mortgaged Property, or to the purchaser thereof, to the credit of the Mortgagee,
free and clear of all taxes, charges, costs, and expenses; and all such revenues and
proceeds shall be paid directly to the Mortgagee, at its banking offices in Houston, Harris
County, Texas with no duty or obligation of any party paying the same to inquire into the
rights of the Mortgagee to receive the same, what application is made thereof, or as to
any other matter. The Mortgagor agrees to perform all such acts, and to execute all such
further assignments, transfers and division orders, and other instruments as may be
required or desired by the Mortgagee or any party in order to have said proceeds and
revenues so paid to the Mortgagee. In addition to any and all rights of a secured party
under Sections 9 -607 and 9 -609 of the Uniform Commercial Code, the Mortgagee is fully
authorized to receive and receipt for said revenues and proceeds; to endorse and cash any
and all checks and drafts payable to the order of the Mortgagor or the Mortgagee for the
account of the Mortgagor received from or in connection with said revenues or proceeds
and to hold the proceeds thereof in a bank account as additional collateral securing the
Indebtedness; and to execute transfer and division orders in the name of the Mortgagor,
or otherwise, with warranties binding the Mortgagor. During the continuation of an
Event of Default, all proceeds received by the Mortgagee pursuant to this grant and
assignment shall be at the Mortgagee's sole discretion either remitted to the Mortgagor or
applied as provided in Section 4.13. The Mortgagee shall not be liable for any delay,
neglect, or failure to effect collection of any proceeds or to take any other action in
connection therewith or hereunder; but the Mortgagee shall have the right, at its election,
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in the name of the Mortgagor or otherwise, to prosecute and defend any and all actions or
legal proceedings deemed advisable by the Mortgagee in order to collect such funds and
to protect the interests of the Mortgagee, and /or the Mortgagor, with all costs, expenses
and attorneys' fees incurred in connection therewith being paid by the Mortgagor. The
Mortgagor hereby appoints the Mortgagee as its attorney -in -fact to pursue any and all
rights of the Mortgagor to Liens on and security interests in the Hydrocarbons securing
payment of proceeds of runs attributable to the Hydrocarbons. In addition to the rights
granted to the Mortgagee in Section 1.01 of this Mortgage, the Mortgagor hereby further
transfers and assigns to the Mortgagee any and all such Liens, security interests,
financing statements or similar interests of the Mortgagor attributable to its interest in the
Hydrocarbons and proceeds of runs therefrom arising under or created by any statutory
provision, judicial decision or otherwise. The power of attorney granted to the
Mortgagee in this Section 2.01, being coupled with an interest, shall be irrevocable so
long as the Indebtedness or any part thereof remains unpaid. Until such time as an Event
of Default has occurred and is continuing, the Mortgagee hereby grants to the Mortgagor
a license to sell and receive proceeds from the sale of Hydrocarbons, which license shall
automatically terminate upon such Event of Default and for so long as the same
continues.
00061
Section 2.02. No Modification of Payment Obligations. Nothing herein contained shall
modify or otherwise alter the obligation of the Borrower or any Subsidiary of the Borrower to
make prompt payment of all principal and interest owing on the Indebtedness when and as the
same become due regardless of whether the proceeds of the Hydrocarbons are sufficient to pay
the same and the rights provided in accordance with the foregoing assignment provision shall be
cumulative of all other security of any and every character now or hereafter existing to secure
payment of the Indebtedness. Nothing in this Article II is intended to be an acceptance of
collateral in satisfaction of the Indebtedness.
ARTICLE III
REPRESENTATIONS, WARRANTIES AND COVENANTS
Mortgagor hereby represents, warrants and covenants as follows:
Section 3.01. Title. To the extent of the undivided interests specified on attached
Exhibit A, Mortgagor has good and defensible title to and is possessed of the Mortgaged
Property. The Mortgaged Property is free of any and all Liens except Liens permitted to be
placed on the Mortgaged Properties under Section 9.03 of the Credit Agreement (collectively,
the "Permitted Encumbrances
Section 3.02. Defend Title. This Mortgage is, and always will be kept, a direct first
priority Lien and security interest upon the Mortgaged Property subject only to Permitted
Encumbrances (and no intent to subordinate the first priority of the Liens created hereby is
intended or inferred), and Mortgagor will not create or suffer to be created or permit to exist any
Lien, security interest or charge prior to or on a parity with the Lien and security interest of this
Mortgage upon the Mortgaged Property or any part thereof or upon the rents, issues, revenues,
profits and other income therefrom. Mortgagor will warrant and defend the title to the
Mortgaged Property against the claims and demands of all other persons whomsoever and will
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maintain and preserve the Lien created hereby so long as any of the Indebtedness secured hereby
remains unpaid. Should an adverse claim be made against or a cloud develop upon the title to
any part of the Mortgaged Property other than Permitted Encumbrances, Mortgagor agrees it will
immediately defend against such adverse claim or take appropriate action to remove such cloud
at Mortgagor's cost and expense, and Mortgagor further agrees that Mortgagee may take such
other action as they deem advisable to protect and preserve their interests in the Mortgaged
Property, and in such event Mortgagor will indemnify Mortgagee against any and all cost,
attorney's fees and other expenses which they may incur in defending against any such adverse
claim or taking action to remove any such cloud.
Section 3.03. Not a Foreign Person. Mortgagor is not a "foreign person" within the
meaning of the Code, Sections 1445 and 7701 (i.e. Mortgagor is not a non resident alien, foreign
corporation, foreign partnership, foreign trust or foreign estate as those terms are defined in the
Code and any regulations promulgated thereunder).
Section 3.04. Power to Create Lien and Security. The Mortgagor has full power and
lawful authority to grant, bargain, sell, assign, transfer and convey a security interest in all of the
Mortgaged Property and the Collateral in the manner and form herein provided. No
authorization, approval, consent or waiver of any lessor, sublessor, Governmental Authority or
other party or parties whomsoever is required in connection with the execution and delivery by
Mortgagor of this Mortgage except to the extent the approval or consent of the Department of the
Interior, United States of America or similar Governmental Authority, as the case may be, is
required by applicable law or regulation to the transfer or assignment of an interest in any of the
Mortgaged Property.
Section 3.05. Revenue and Cost Bearing Interest. Mortgagor's ownership of the
Hydrocarbon Property and the undivided interests therein as specified on attached Exhibit A will,
after giving full effect to all Permitted Encumbrances, afford Mortgagor not less than those net
interests (expressed as a fraction, percentage or decimal) in the production from or which is
allocated to such Hydrocarbon Property.
Section 3.06. Abandon, Sales. Mortgagor will not sell, lease, assign, transfer or
otherwise dispose or abandon any of the Mortgaged Property except as permitted by the Credit
Agreement.
Section 3.07. Failure to Perform. Mortgagor agrees that if Mortgagor fails to perform
any act or to take any action which Mortgagor is required to perform or take hereunder or pay
any money which Mortgagor is required to pay hereunder, Mortgagee, in Mortgagor's name or
its or their own name, may, but shall not be obligated to, perform or cause to perform such act or
take such action or pay such money, and any expenses so incurred by either of them and any
money so paid by either of them shall be a demand obligation owing by Mortgagor to
Mortgagee, and Mortgagee, upon making such payment, shall be subrogated to all of the rights
of the Person receiving such payment. Each amount due and owing by Mortgagor to Mortgagee
pursuant to this Mortgage shall bear interest from the date of such expenditure or payment to
such Person until paid at the rate set forth in Section 3.02(c)(i) of the Credit Agreement, and all
011236 -0011- 14623- Active.12749074.3
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011236 -0011- 14623 Active. 12749074.3
such amounts together with such interest thereon shall be a part of the Indebtedness described in
Section 1.03 hereof.
ARTICLE IV
RIGHTS AND REMEDIES
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Section 4.01. Event of Default. An "Event of Default" under the Credit Agreement
shall be an Event of Default under this Mortgage.
Section 4.02. Foreclosure and Sale. (a) If an Event of Default shall occur and be
continuing, Mortgagee shall have the right and option to proceed with foreclosure and to sell, to
the extent permitted by law, all or any portion of the Mortgaged Property at one or more sales, as
an entirety or in parcels, at such place or places in otherwise such manner and upon such notice
as may be required by law, or, in the absence of any such requirement, as Mortgagee may deem
appropriate, and to make conveyance to the purchaser or purchasers. Where the Mortgaged
Property is situated in more than one jurisdiction, notice as above provided shall be posted and
filed in all such jurisdictions (if such notices are required by law), and all such Mortgaged
Property may be sold in any such jurisdiction and any such notice shall designate the jurisdiction
where such Mortgaged Property is to be sold. Nothing contained in this Section 4.02 shall be
construed so as to limit in any way Mortgagee's rights to sell the Mortgaged Property, or any
portion thereof, by private sale if, and to the extent that, such private sale is permitted under the
laws of the applicable jurisdiction or by public or private sale after entry of a judgment by any
court of competent jurisdiction so ordering. Mortgagor hereby irrevocably appoints Mortgagee
to be the attorney of Mortgagor and in the name and on behalf of Mortgagor to execute and
deliver any deeds, transfers, conveyances, assignments, assurances and notices which Mortgagor
ought to execute and deliver and do and perform any and all such acts and things which
Mortgagor ought to do and perform under the covenants herein contained and generally, to use
the name of Mortgagor in the exercise of all or any of the powers hereby conferred on
Mortgagee. At any such sale: (i) whether made under the power herein contained or any other
legal enactment, or by virtue of any judicial proceedings or any other legal right, remedy or
recourse, it shall not be necessary for Mortgagee to have physically present, or to have
constructive possession of, the Mortgaged Property (Mortgagor hereby covenanting and agreeing
to deliver to Mortgagee any portion of the Mortgaged Property not actually or constructively
possessed by Mortgagee immediately upon demand by Mortgagee) and the title to and right of
possession of any such property shall pass to the purchaser thereof as completely as if the same
had been actually present and delivered to purchaser at such sale, (ii) each instrument of
conveyance executed by Mortgagee shall contain a general warranty of title, binding upon
Mortgagor and their successors and assigns, (iii) each and every recital contained in any
instrument of conveyance made by Mortgagee shall conclusively establish the truth and accuracy
of the matters recited therein, including, without limitation, nonpayment of the Indebtedness,
advertisement and conduct of such sale in the manner provided herein and otherwise by law, (iv)
any and all prerequisites to the validity thereof shall be conclusively presumed to have been
performed, (v) the receipt of Mortgagee or of such other party or officer making the sale shall be
a sufficient discharge to the purchaser or purchasers for its purchase money and no such
purchaser or purchasers, or its assigns or personal representatives, shall thereafter be obligated to
see to the application of such purchase money, or be in any way answerable for any loss,
misapplication or nonapplication thereof, (vi) to the fullest extent permitted by law, Mortgagor
00064
shall be completely and irrevocably divested of all of its right, title, interest, claim and demand
whatsoever, either at law or in equity, in and to the property sold and such sale shall be a
perpetual bar both at law and in equity against Mortgagor, and against any and all other persons
claiming or to claim the property sold or any part thereof, by, through or under Mortgagor, and
(vii) to the extent and under such circumstances as are permitted by law, Mortgagee may be a
purchaser at any such sale, and shall have the right, after paying or accounting for all costs of
said sale or sales, to credit the amount of the bid upon the amount of the Indebtedness (in the
order of priority set forth in Section 4.13 hereof) in lieu of cash payment.
A POWER OF SALE HAS BEEN GRANTED IN THIS MORTGAGE. A POWER OF
SALE MAY ALLOW MORTGAGEE TO TAKE THE MORTGAGED PROPERTIES AND
SELL THEM WITHOUT GOING TO COURT IN A FORECLOSURE ACTION UPON
DEFAULT BY MORTGAGOR UNDER THIS MORTGAGE.
WARNING: THIS MORTGAGE CONTAINS A POWER OF SALE AND UPON
DEFAULT MAY BE FORECLOSED BY ADVERTISEMENT. IN FORECLOSURE BY
ADVERTISEMENT AND THE SALE OF THE MORTGAGED PROPERTY IN
CONNECTION THEREWITH, NO HEARING IS REQUIRED.
(b) If an Event of Default shall occur and be continuing, this Mortgage may be
foreclosed as to the Mortgaged Properties, or any part thereof, in any manner permitted
by applicable law. Cumulative of the foregoing and the other provisions of this Section
4.02, as to any portion of the Mortgaged Properties located within the offshore area over
which the United States of America asserts jurisdiction and to which the laws of such
state are applicable with respect to this Mortgage and /or the Liens or security interests
created hereby, the Mortgagee may foreclose this Mortgage by executory process subject
to, and on the terms and conditions required or permitted by, applicable law, and shall
have the right to appoint a keeper of such Mortgaged Properties.
Section 4.03. Judicial Foreclosure; Receivership. If any of the Indebtedness shall
become due and payable and shall not be promptly paid, Mortgagee shall have the right and
power to proceed by a suit or suits in equity or at law, whether for the specific performance of
any covenant or agreement herein contained or in aid of the execution of any power herein
granted, or for any foreclosure hereunder or for the sale of the Mortgaged Property under the
judgment or decree of any court or courts of competent jurisdiction, or for the appointment of a
receiver pending any foreclosure hereunder or the sale of the Mortgaged Property under the order
of a court or courts of competent jurisdiction or under executory or other legal process, or for the
enforcement of any other appropriate legal or equitable remedy. Any money advanced by
Mortgagee in connection with any such receivership shall be a demand obligation (which
obligation Mortgagor hereby expressly promises to pay) owing by Mortgagor to the Mortgagee
and shall bear interest from the date of making such advance by Mortgagee until paid at the at
the rate per annum charged on amounts not paid when due under Section 3.02(c) of the Credit
Agreement.
Section 4.04. Foreclosure for Installments. Mortgagee shall also have the option to
proceed with foreclosure in satisfaction of any installments of the Indebtedness which have not
been paid when due either through the courts or by proceeding with foreclosure in satisfaction of
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the matured but unpaid portion of the Indebtedness as if under a full foreclosure, conducting the
sale as herein provided and without declaring the entire principal balance and accrued interest
due; such sale may be made subject to the unmatured portion of the Indebtedness, and any such
sale shall not in any manner affect the unmatured portion of the Indebtedness, but as to such
unmatured portion of the Indebtedness this Mortgage shall remain in full force and effect just as
though no sale had been made hereunder. It is further agreed that several sales may be made
hereunder without exhausting the right of sale for any unmatured part of the Indebtedness, it
being the purpose hereof to provide for a foreclosure and sale of the security for any matured
portion of the Indebtedness without exhausting the power to foreclose and sell the Mortgaged
Property for any subsequently maturing portion of the Indebtedness.
Section 4.05. Separate Sales. The Mortgaged Property may be sold in one or more
parcels and in such manner and order as Mortgagee, in its sole discretion, may elect, it being
expressly understood and agreed that the right of sale arising out of any Event of Default shall
not be exhausted by any one or more sales.
Section 4.06. Possession of Mortgaged Property. Mortgagor agrees to the full extent
that they lawfully may, that, in case one or more of the Events of Default shall have occurred and
shall not have been remedied, then, and in every such case, Mortgagee shall have the right and
power to enter into and upon and take possession of all or any part of the Mortgaged Property in
the possession of Mortgagor, its successors or assigns, or its or their agents or servants, and may
exclude Mortgagor, its successors or assigns, and all persons claiming under Mortgagor, and its
or their agents or servants wholly or partly therefrom; and, holding the same, Mortgagee may
use, administer, manage, operate and control the Mortgaged Property and conduct the business
thereof to the same extent as Mortgagor, its successors or assigns, might at the time do and may
exercise all rights and powers of Mortgagor, in the name, place and stead of Mortgagor, or
otherwise as Mortgagee shall deem best. All costs, expenses and liabilities of every character
incurred by Mortgagee in administering, managing, operating, and controlling the Mortgaged
Property shall constitute a demand obligation (which obligation Mortgagor hereby expressly
promises to pay) owing by Mortgagor to Mortgagee and shall bear interest from date of
expenditure until paid at the Post Default Rate, all of which shall constitute a portion of the
Indebtedness and shall be secured by this Mortgage and all other Security Instruments.
Section 4.07. Occupancy After Foreclosure. In the event there is a foreclosure sale
hereunder and at the time of such sale any Mortgagor or Mortgagor's heirs, devisees,
representatives, successors or assigns or any other person claiming any interest in the Mortgaged
Property by, through or under any Mortgagor, are occupying or using the Mortgaged Property or
any part thereof, each and all shall immediately become the tenant of the purchaser at such sale,
which tenancy shall be a tenancy from day to day, terminable at the will of either the landlord or
tenant, or at a reasonable rental per day based upon the value of the property occupied, such
rental to be due daily to the purchaser; to the extent permitted by applicable law, the purchaser at
such sale shall, notwithstanding any language herein apparently to the contrary, have the sole
option to demand immediate possession following the sale or to permit the occupants to remain
as tenants at will. In the event the tenant fails to surrender possession of said property upon
demand, the purchaser shall be entitled to institute and maintain a summary action for possession
of the Mortgaged Property (such as an action for forcible entry and detainer) in any court having
jurisdiction.
011236 -0011- 14623- Active.12749074.3
12
O
Section 4.08. Remedies Cumulative, Concurrent and Nonexclusive. Every right, power
and remedy herein given to Mortgagee shall be cumulative and in addition to every other right,
power and remedy herein specifically given or now or hereafter existing in equity, at law or by
statute (including specifically those granted by the Uniform Commercial Code in effect and
applicable to the Mortgaged Property or any portion thereof) each and every right, power and
remedy whether specifically herein given or otherwise existing may be exercised from time to
time and so often and in such order as may be deemed expedient by the Mortgagee, and the
exercise, or the beginning of the exercise, of any such right, power or remedy shall not be
deemed a waiver of the right to exercise, at the same time or thereafter any other right, power or
remedy. No delay or omission by Mortgagee in the exercise of any right, power or remedy shall
impair any such right, power or remedy or operate as a waiver thereof or of any other right,
power or remedy then or thereafter existing.
Section 4.09. No Release of Obligations. Neither the Borrower, any Guarantor nor any
other Person hereafter obligated for payment of all or any part of the Indebtedness shall be
relieved of such obligation by reason of (a) the failure of Mortgagee to comply with any request
of Mortgagor, or any Guarantor or any other Person so obligated to foreclose the Lien of this
Mortgage or to enforce any provision hereunder or under the Credit Agreement; (b) the release,
regardless of consideration, of the Mortgaged Property or any portion thereof or interest therein
or the addition of any other property to the Mortgaged Property; (c) any agreement or stipulation
between any subsequent owner of the Mortgaged Property and Mortgagee extending, renewing,
rearranging or in any other way modifying the terms of this Mortgage without first having
obtained the consent of, given notice to or paid any consideration to Mortgagor, any Guarantor
or such other Person, and in such event Mortgagor, Guarantor and all such other Persons shall
continue to be liable to make payment according to the terms of any such extension or
modification agreement unless expressly released and discharged in writing by Mortgagee; or (d)
by any other act or occurrence save and except the complete payment of the Indebtedness and the
complete fulfillment of all obligations hereunder or under the Credit Agreement.
Section 4.10. Release of and Resort to Collateral. Mortgagee may release, regardless of
consideration, any part of the Mortgaged Property without, as to the remainder, in any way
impairing, affecting, subordinating or releasing the Lien or security interest created in or
evidenced by this Mortgage or its stature as a first and prior Lien and security interest in and to
the Mortgaged Property, and without in any way releasing or diminishing the liability of any
person or entity liable for the repayment of the Indebtedness. For payment of the Indebtedness,
Mortgagee may resort to any other security therefor held by Mortgagee in such order and manner
as Mortgagee may elect.
Section 4.11. Waiver of Redemption, Notice and Marshalling of Assets, Etc. To the
fullest extent permitted by law, Mortgagor hereby irrevocably and unconditionally waives and
releases (a) all benefits that might accrue to Mortgagor by virtue of any present or future
moratorium law or other law exempting the Mortgaged Property from attachment, levy or sale on
execution or providing for any appraisement, valuation, stay of execution, exemption from civil
process, redemption or extension of time for payment; (b) all notices of any Event of Default or
of Mortgagee's intention to accelerate maturity of the Indebtedness or of Mortgagee's election to
exercise or his actual exercise of any right, remedy or recourse provided for hereunder or under
the Credit Agreement; and (c) any right to a marshalling of assets or a sale in inverse order of
011236- 0011 14623- Active.12749074.3
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alienation. If any law referred to in this Mortgage and now in force, of which Mortgagor or its
successor or successors might take advantage despite the provisions hereof, shall hereafter be
repealed or cease to be in force, such law shall thereafter be deemed not to constitute any part of
the contract herein contained or to preclude the operation or application of the provisions hereof;
provided, however, that if the laws of any state do not permit the redemption period to be
waived, the redemption period is specifically reduced to the minimum amount of time allowable
by statute.
Section 4.12. Discontinuance of Proceedings. In case Mortgagee shall have proceeded
to invoke any right, remedy or recourse permitted hereunder or under the Credit Agreement and
shall thereafter elect to discontinue or abandon same for any reason, Mortgagee shall have the
unqualified right so to do and, in such an event, Mortgagor and Mortgagee shall be restored to
their former positions with respect to the Indebtedness, this Mortgage, the Credit Agreement, the
Mortgaged Property and otherwise, and the rights, remedies, recourses and powers of Mortgagee
shall continue as if same had never been invoked.
Section 4.13. Application of Proceeds. The proceeds of any sale of the Mortgaged
Property or any part thereof and all other monies received by Mortgagee in any proceedings for
the enforcement hereof or otherwise, whose application has not elsewhere herein been
specifically provided for, shall be applied:
(a) First, to the extent permitted by applicable law, to the payment of all
reasonable expenses incurred by Mortgagee incident to the enforcement of this Mortgage,
the Credit Agreement or any of the Indebtedness (including, without limiting the
generality of the foregoing, expenses of any entry or taking of possession, of any sale, of
advertisement thereof, and of conveyances, and court costs, compensation of agents and
employees and legal fees), and to the payment of all other reasonable charges, expenses,
liabilities and advances incurred or made by Mortgagee under this Mortgage or in
executing any trust or power hereunder;
Section 4.14. Indemnity. IN CONNECTION WITH ANY ACTION TAKEN BY
MORTGAGEE, ANY PERSON SECURED HEREBY AND /OR ANY LENDER PURSUANT
TO THIS MORTGAGE, MORTGAGEE AND THEIR OFFICERS, DIRECTORS,
EMPLOYEES, REPRESENTATIVES, AGENTS, ATTORNEYS, ACCOUNTANTS AND
EXPERTS "INDEMNIFIED PARTIES SHALL NOT BE LIABLE FOR ANY LOSS
SUSTAINED BY MORTGAGOR RESULTING FROM AN ASSERTION THAT
MORTGAGEE HAS RECEIVED FUNDS FROM THE PRODUCTION OF
HYDROCARBONS CLAIMED BY THIRD PERSONS OR ANY ACT OR OMISSION OF
ANY INDEMNIFIED PARTY IN ADMINISTERING, MANAGING, OPERATING OR
CONTROLLING THE MORTGAGED PROPERTY INCLUDING SUCH LOSS WHICH MAY
RESULT FROM THE ORDINARY NEGLIGENCE OF AN INDEMNIFIED PARTY UNLESS
SUCH LOSS IS CAUSED BY THE WILLFUL MISCONDUCT OR GROSS NEGLIGENCE
OF AN INDEMNIFIED PARTY, NOR SHALL MORTGAGEE, ANY PERSON SECURED
HEREBY AND /OR ANY LENDER BE OBLIGATED TO PERFORM OR DISCHARGE ANY
OBLIGATION, DUTY OR LIABILITY OF MORTGAGOR. MORTGAGOR SHALL AND
011236 -0011- 14623- Active.12749074.3
(b) Second, as set forth in Section 10.02(c) of the Credit Agreement.
14
011236 -0011- 14623- Active.12749074.3
ARTICLE V
MISCELLANEOUS
15
u0068
DOES HEREBY AGREE TO INDEMNIFY EACH INDEMNIFIED PARTY FOR, AND TO
HOLD EACH INDEMNIFIED PARTY HARMLESS FROM, ANY AND ALL LIABILITY,
LOSS OR DAMAGE WHICH MAY OR MIGHT BE INCURRED BY ANY INDEMNIFIED
PARTY BY REASON OF THIS MORTGAGE OR THE EXERCISE OF RIGHTS OR
REMEDIES HEREUNDER; SHOULD MORTGAGEE, ANY PERSON SECURED HEREBY
AND /OR ANY LENDER MAKE ANY EXPENDITURE ON ACCOUNT OF ANY SUCH
LIABILITY, LOSS OR DAMAGE, THE AMOUNT THEREOF, INCLUDING COSTS,
EXPENSES AND REASONABLE ATTORNEYS' FEES, SHALL BE A DEMAND
OBLIGATION (WHICH OBLIGATION MORTGAGOR HEREBY EXPRESSLY PROMISES
TO PAY) OWING BY MORTGAGOR TO MORTGAGEE, ANY PERSON SECURED
HEREBY AND /OR ANY LENDER AND SHALL BEAR INTEREST FROM THE DATE
EXPENDED UNTIL PAID AT THE RATE SET FORTH IN SECTION 3.02(C)(i) OF THE
CREDIT AGREEMENT, SHALL BE A PART OF THE INDEBTEDNESS AND SHALL BE
SECURED BY THIS MORTGAGE AND ANY OTHER SECURITY INSTRUMENT.
MORTGAGOR HEREBY ASSENTS TO, RATIFIES AND CONFIRMS ANY AND ALL
ACTIONS OF MORTGAGEE, ANY PERSON SECURED HEREBY AND /OR ANY
LENDERS WITH RESPECT TO THE MORTGAGED PROPERTY TAKEN UNDER AND IN
COMPLIANCE WITH THE TERMS OF THIS MORTGAGE. THE LIABILITIES OF THE
MORTGAGOR AS SET FORTH IN THIS SECTION 4.16 SHALL SURVIVE THE
TERMINATION OF THIS MORTGAGE.
Section 5.01. Instrument Construed. This Mortgage may be construed as a mortgage,
deed of trust, chattel mortgage, conveyance, assignment, security agreement, pledge, financing
statement, hypothecation or contract, or any one or more of them, in order fully to effectuate the
Lien hereof and the purposes and agreements herein set forth.
Section 5.02. Release of Mortgage. If all Indebtedness secured hereby shall be paid and
the Credit Agreement and all of the Commitments thereunder terminated, Mortgagee shall
forthwith cause satisfaction and discharge of this Mortgage to be entered upon the record at the
expense of Mortgagor and shall execute and deliver or cause to be executed and delivered such
instruments of satisfaction and reassignment as may be appropriate. Otherwise, this Mortgage
shall remain and continue in full force and effect.
Section 5.03. Severability. If any provision hereof is invalid or unenforceable in any
jurisdiction, the other provisions hereof shall remain in full force and effect in such jurisdiction
and the remaining provisions hereof shall be liberally construed in favor of Mortgagee in order to
effectuate the provisions hereof, and the invalidity or unenforceability of any provision hereof in
any jurisdiction shall not affect the validity or enforceability of any such provision in any other
jurisdiction.
Section 5.04. Successors and Assigns of Parties. The term "Mortgagee" as used herein
shall mean and include any legal owner, holder, assignee or pledgee of any of the Indebtedness
secured hereby. The terms used to designate Mortgagee and Mortgagor shall be deemed to
include the respective heirs, legal representatives, successors and assigns of such parties.
Section 5.05. Satisfaction of Prior Encumbrance. To the extent that proceeds of the
Credit Agreement are used to pay indebtedness secured by any outstanding Lien, security
interest, charge or prior encumbrance against the Mortgaged Property, such proceeds have been
advanced by Mortgagee at Mortgagor's request, and Mortgagee shall be subrogated to any and
all rights, security interests and Liens owned by any owner or holder of such outstanding Liens,
security interests, charges or encumbrances, irrespective of whether said Liens, security interests,
charges or encumbrances are released, and it is expressly understood that, in consideration of the
payment of such other indebtedness by Mortgagee, Mortgagor hereby waives and releases all
demands and causes of action for offsets and payments to, upon and in connection with the said
indebtedness.
Section 5.06. Nature of Covenants. The covenants and agreements herein contained
shall constitute covenants running with the land and interests covered or affected hereby and
shall be binding upon the heirs, legal representatives, successors and assigns of the parties
hereto.
Section 5.07. Notices. All notices, requests, consents, demands and other
communications required or permitted hereunder shall be in writing and shall be deemed
sufficiently given or furnished if delivered by registered or certified United States mail, postage
prepaid, or by personal service (including express or courier service) at the addresses specified in
Section 12.01 of the Credit Agreement (unless changed by similar notice in writing given by the
particular party whose address is to be changed). Any such notice or communication shall be
deemed to have been given either at the time of personal delivery or, in the case of delivery at the
address and in the manner provided herein, upon receipt; provided that, service of notice as
required by the laws of any state in which portions of the Mortgaged Property may be situated
shall for all purposes be deemed appropriate and sufficient with the giving of such notice.
Section 5.08. Counterparts. This Mortgage is being executed in several counterparts, all
of which are identical, except that to facilitate recordation, if the Mortgaged Property is situated
in more than one county, descriptions of only those portions of the Mortgaged Property located
in the county in which a particular counterpart is recorded shall be attached as Exhibit A thereto.
An Exhibit A containing a description of all Mortgaged Property wheresoever situated will be
attached to that certain counterpart to be attached to a Financing Statement and filed with the
Secretary of State of Delaware in the Uniform Commercial Code Records. Each of such
counterparts shall for all purposes be deemed to be an original and all such counterparts shall
together constitute but one and the same instrument.
Section 5.09. Governing Law. Insofar as permitted by otherwise applicable law, this
Mortgage and the indebtedness shall be construed under and governed by the laws of the State of
Wyoming (excluding choice of law and conflict of law rules).
Section 5.10. Financing Statement; Fixture Filing. This Mortgage shall be effective as a
financing statement filed as a fixture filing with respect to all fixtures included within the
Mortgaged Property and is to be filed or filed for record in the real estate records of each
011236- 0011 -14623 Active.12749074.3
16
00069
u0070
jurisdiction where any part of the Mortgaged Property (including said fixtures) are situated. This
Mortgage shall also be effective as a financing statement covering As- extracted collateral,
including minerals or the like (including oil and gas and all other substances of value which may
be extracted from the ground) and accounts financed at the wellhead or minehead of wells or
mines located on the properties subject to the Uniform Commercial Code and is to be filed for
record in the real estate records of each jurisdiction where any part of the Mortgaged Property is
situated. In addition, Mortgagor shall execute and deliver to Mortgagee, upon Mortgagee's
request, any financing statements or amendments thereof or continuation statements thereto that
Mortgagee may require to perfect a security interest in said items or types of property.
Mortgagor shall pay all costs of filing such instruments.
Section 5.11. Exculpation Provisions. EACH OF THE PARTIES HERETO
SPECIFICALLY AGREES THAT IT HAS A DUTY TO READ THIS MORTGAGE; AND
AGREES THAT IT IS CHARGED WITH NOTICE AND KNOWLEDGE OF THE TERMS OF
THIS MORTGAGE; THAT IT HAS IN FACT READ THIS MORTGAGE AND IS FULLY
INFORMED AND HAS FULL NOTICE AND KNOWLEDGE OF THE TERMS,
CONDITIONS AND EFFECTS OF THIS MORTGAGE; THAT IT HAS BEEN
REPRESENTED BY INDEPENDENT LEGAL COUNSEL OF ITS CHOICE THROUGHOUT
THE NEGOTIATIONS PRECEDING ITS EXECUTION OF THIS MORTGAGE; AND HAS
RECEIVED THE ADVICE OF ITS ATTORNEY IN ENTERING INTO THIS MORTGAGE;
AND THAT IT RECOGNIZES THAT CERTAIN OF THE TERMS OF THIS MORTGAGE
RESULT IN ONE PARTY ASSUMING THE LIABILITY INHERENT IN SOME ASPECTS
OF THE TRANSACTION AND RELIEVING THE OTHER PARTY OF ITS
RESPONSIBILITY FOR SUCH LIABILITY. EACH PARTY HERETO AGREES AND
COVENANTS THAT IT WILL NOT CONTEST THE VALIDITY OR ENFORCEABILITY
OF ANY EXCULPATORY PROVISION OF THIS MORTGAGE ON THE BASIS THAT THE
PARTY HAD NO NOTICE OR KNOWLEDGE OF SUCH PROVISION OR THAT THE
PROVISION IS NOT "CONSPICUOUS."
Section 5.12. References. The words "herein," "hereof," "hereunder" and other words
of similar import when used in this Mortgage refer to this Mortgage as a whole, and not to any
particular article, section or subsection. Any reference herein to a Section shall be deemed to
refer to the applicable Section of this Mortgage unless otherwise stated herein. Any reference
herein to an exhibit or schedule shall be deemed to refer to the applicable exhibit or schedule
attached hereto unless otherwise stated herein. Each reference to the phrase "any Person secured
hereby" in this Mortgage shall include the counterparties to the Secured Swap Agreements.
011 236- 0011 14623- Active.12749074.3
17
Executed on the 6th day of January, 2012, to be effective as of the 3rd day of January,
2012 (the "Effective Date
STATE OF CALIFORNIA
COUNTY OF SAN DIEGO
The foregoing instrument was acknowledged before me by Derren Geiger, as Manager of
Royalty Repository 1I, LLC, a Delaware limited liability company, this C day of January 2012.
Seal:
01 123 6 -001 1 -14623 -Act ive.12749074.3
Witness my hand and official seal.
KURT HARTMAN
COMM. 1912799 2
NOTARY PUBLIC CALIFORNIA
SAN DIEGO COUNTY
My Comm. Expires Nov. 11, 2014
18
ROYALTY REPOSITORY II, LLC
By:
Derren Geig
Manager
Nottiry Public
Signature Page RR11 Wyoming Mortgage
00071
LEASE NUMBER:
LESSOR:
LESSEE:
LEASE DATE:
RECORDED:
WY 000000 000442 -000
BUREAU OF LAND MANAGEMENT
DONNA V HELLWIG
04/01/1973
BOOK PAGE
ENTRY
000 000
DESCRIPTION:
T2ON R112W, SEC.4, S/2 NW /4 SW /4
T2ON R112W, SEC.8, E/2
EXHIBIT "A"
ANDERSON 4 -1A F (491326 -336)
STATE
WYOMING
COUNTY
LINCOLN
PAGE
00072
LEASE NUMBER:
LESSOR:
LESSEE:
LEASE DATE:
RECORDED:
DESCRIPTION:
T2ON R112W, SEC.3, SESW
EXHIBIT "A"
ALTROGGE FEDERAL #1 2 -18 (491326 -060)
WY 000000 001679 -000
BUREAU OF LAND MANAGEMENT
JAMES F LACOY MILDRED H LACOY, TRSTES, LACOY FAMILY TR
04/01/1965
BOOK PAGE ENTRY STATE COUNTY
WYOMING LINCOLN
PAGE 1
00073
LEASE NUMBER:
LESSOR:
LESSEE:
LEASE DATE:
RECORDED:
WY 000000 000442 -000
BUREAU OF LAND MANAGEMENT
DONNA V HELLWIG
04/01/1973
BOOK PAGE
000 000
EXHIBIT "A"
ANDERSON 4 -3 (491326 -286)
ENTRY
DESCRIPTION:
T2ON R112W, SEC.4, S/2 NW /4 SW /4
T2ON R112W, SEC.8, E/2
STATE
WYOMING
COUNTY
LINCOLN
PAGE 1
00074
LEASE NUMBER:
LESSOR:
LESSEE:
LEASE DATE:
RECORDED:
WY 000000 000334 -000
BUREAU OF LAND MANAGEMENT
ARDEN R BOLAND
01/01/1966
BOOK PAGE
000 000
DESCRIPTION:
T2ON R112W, SEC.8: SW /4 NW /4
LEASE NUMBER:
LESSOR:
LESSEE:
LEASE DATE:
RECORDED:
ENTRY
WY 000000 000442 -000
BUREAU OF LAND MANAGEMENT
DONNA V HELLWIG
04/01/1973
BOOK PAGE
ENTRY
000 000
DESCRIPTION:
T2ON R112W, SEC.4, S/2 NW /4 SW /4
T2ON R112W, SEC.8, E/2
EXHIBIT "A"
BALCRON HELLWIG FED #31 (491326 -146)
STATE
WYOMING
STATE
WYOMING
COUNTY
LINCOLN
COUNTY
LINCOLN
PAGE 1
00075
LEASE NUMBER:
LESSOR:
LESSEE:
LEASE DATE:
RECORDED:
LEASE NUMBER:
LESSOR:
LESSEE:
LEASE DATE:
RECORDED:
EXHIBIT "A"
BEARD FEDERAL #1 -3 (491326 -407)
BEARD FEDERAL 2 -3 (491326 -491)
WY 000000 000336 -000
BUREAU OF LAND MANAGEMENT
JAMES D. BEARD
01/01/1966
BOOK PAGE
ENTRY
000 000 WYOMING
DESCRIPTION:
T22N R112W, SEC.2: LOTS 5 -8, SWNE, S /2NW N /2SW, NWSE
T22N R112W, SEC.3: LOTS 5 -7, S /2NE, SENW NESW, N /2SE
WY 000000 000776 -000
BUREAU OF LAND MANAGEMENT
UNKNOWN
01/01/1966
BOOK PAGE
ENTRY
000 000
DESCRIPTION:
T22N R112W, SEC.2: SENE, NESE
T22N R112W, SEC.3: LOT 8 SWNW, NWSW
T22N R112W, SEC.4: LOTS 5 -8 S /2N/2 N /2S/2
STATE
STATE
WYOMING
COUNTY
LINCOLN
COUNTY
LINCOLN
PAGE 1
00070
LEASE NUMBER:
LESSOR:
LESSEE:
LEASE DATE:
RECORDED:
CHAMPLIN 122 AMOCO DAKOTA (491326 -213)
WY 000000 001213 -000
BUREAU OF LAND MANAGEMENT
MARGARET P. PARTRIDGE
01/01/1964
BOOK PAGE
000 000
DESCRIPTION:
T2ON R112W, SEC.3, LOT 4
T2ON R112W, SEC.3, E /2SE, SENE
EXHIBIT "A"
ENTRY
STATE
WYOMING
COUNTY
LINCOLN
PAGE
00077
1
LEASE NUMBER:
LESSOR:
LESSEE:
LEASE DATE:
RECORDED:
LEASE NUMBER:
LESSOR:
LESSEE:
LEASE DATE:
RECORDED:
LEASE NUMBER:
LESSOR:
LESSEE:
LEASE DATE
RECORDED:
LEASE NUMBER:
LESSOR:
LESSEE:
LEASE DATE:
RECORDED:
WY- 000000 000335 -000
BUREAU OF LAND MANAGEMENT
UNKNOWN
01/01/1966
BOOK PAGE
WY- 000000 000336 -000
BUREAU OF LAND MANAGEMENT
JAMES D. BEARD
01/01/1966
BOOK PAGE
000 000
WY- 491305 000330 -000
BUREAU OF LAND MANAGEMENT
UNKNOWN
12/01/1965
BOOK PAGE
DESCRIPTION:
T22N R112W, SEC.15: NE, E/2 NW
DESCRIPTION:
T22N R112W, SEC.36: ALL
EXHIBIT "A"
COW HOLLOW UNIT (999999 -U48)
ENTRY
000 000
DESCRIPTION:
T23N R112W, SEC.33: NE, E/2 NW, N/2 SE
ENTRY
ENTRY
STATE
WYOMING
STATE
WYOMING
DESCRIPTION:
T22N R112W, SEC.2: LOTS 5 -8, SW NE, S/2 NW, N/2 SW, NW SE
T22N R112W, SEC.3: LOTS 5 -7, S/2 NE, SE NW, NE SW, N/2 SE
STATE
WYOMING
WY 491305 000461 -000
WYOMING STATE LAND AND FARM LOAN OFFICE
ERMA B TOLAN
04/02/1966
BOOK PAGE ENTRY STATE
WYOMING
COUNTY
LINCOLN
COUNTY
LINCOLN
COUNTY
SWEETWATER
COUNTY
LINCOLN
PAGE 1
00078
LEASE NUMBER:
LESSOR:
LESSEE:
LEASE DATE:
RECORDED:
LEASE NUMBER
LESSOR:
LESSEE:
LEASE DATE:
RECORDED:
DESCRIPTION:
LEASE NUMBER:
LESSOR:
LESSEE:
LEASE DATE:
RECORDED:
T22N R112W, SEC.3:
LEASE NUMBER:
LESSOR:
LESSEE:
LEASE DATE:
RECORDED:
WY 00 0 0 00 000336 -000
BUREAU OF LAND MANAGEMENT
JAMES D. BEARD
01/01/1966
BOOK PAGE
WY 491 305 000330 -000
BUREAU OF LAND MANAGEMENT
UNKNOWN
12/01/1965
BOOK PAGE
DESCRIPTION:
T22N R112W, SEC.15: NE, E/2 NW
DESCRIPTION:
T22N R112W, SEC.36: ALL
EXHIBIT "A"
COW HOLLOW #212 -23 (491305 -012)
COW HOLLOW #40 -24 (491326 -638)
COW HOLLOW 213 -10 (491326 -670)
COW HOLLOW 214 -30 (491326 -698)
EMIGRANT #1 -27 (491326 -430)
WY 000000 000335 -000
BUREAU OF LAND MANAGEMENT
UNKNOWN
01/01/1966
BOOK PAGE
000 000
DESCRIPTION:
T23N R112W, SEC.33: NE, E/2 NW, N/2 SE
000 000
GROSS: 320.000000 NET: 320.000000
ENTRY STATE COUNTY
WYOMING
GROSS: 760.460000 NET: 760.460000
ENTRY STATE COUNTY
WYOMING
T22N R112W, SEC.2: LOTS 5 -8, SW NE, S/2 NW, N/2 SW, NW SE
LOTS 5 -7, S/2 NE, SE NW, NE SW, N/2 SE
GROSS: 240.000000 NET: 240.000000
ENTRY STATE COUNTY
WYOMING
LINCOLN
LINCOLN
SWEETWATER
WY 491 305 000461 -000
WYOMING STATE LAND AND FARM LOAN OFFICE
ERMA B TOLAN
04/02/1966 GROSS: 640.000000 NET: 640.000000
BOOK PAGE ENTRY STATE
COUNTY,
WYOMING LINCOLN
PAGE
00079
1
LEASE NUMBER:
LESSOR:
LESSEE:
LEASE DATE:
RECORDED:
DESCRIPTION:
T26N R112W, SEC..31, LOTS 1, 2, 3, 4, (W2 W2), E2,
T26N R112W, SEC.32, NW, NW SW,
T26N R112W, SEC.32, NE SW, SW SW
LEASE NUMBER:
LESSOR:
LESSEE:
LEASE DATE:
RECORDED:
LEASE NUMBER:
LESSOR:
LESSEE:
LEASE DATE:
RECORDED:
DESCRIPTION:
T25N R112W,
T25N R112W,
LEASE NUMBER:
LESSOR:
LESSEE:
LEASE DATE:
RECORDED:
DESCRIPTION:
T25N R112W,
T25N R112W,
6, 7, 8
T25N R112W,
14
T25N R112W,
T25N R112W,
5, 7, 8,
T25N R112W,
3, 4, 6, 7,
T25N R112W,
LEASE NUMBER:
LESSOR:
LESSEE:
LEASE DATE:
RECORDED:
FONTENELLE UNIT NEW (491312 -002) (999999• -U43)
FONTENELLE UNIT OLD (491312 -001) (999999 -U43)
WY 000000 000150 -000
BUREAU OF LAND MANAGEMENT
CARL E JENKINS
08/01/1964
BOOK PAGE
WY 000000 000151 -000
BUREAU OF LAND MANAGEMENT
SAMUEL MANDEL
03/01/1965
BOOK PAGE ENTRY
WY 000000 000152 -000
BUREAU OF LAND MANAGEMENT
ETTA MANDEL
02/01/1966
BOOK PAGE
SEC.4, SE SE
SEC.6, SE
000 000
WY 000000 000153 -000
BUREAU OF LAND MANAGEMENT
B J BRADSHAW
04/01/1966
BOOK PAGE
T25N R112W, SEC.28, BEDS
2, 10, 11, 12, 13, 14
WY 000000 000154 -000
BUREAU OF LAND MANAGEMENT
ESTATE OF F.J. BRADSHAW
04/01/1966
BOOK PAGE
DESCRIPTION:
T025N R112W, SEC.5, S/2 SE
EXHIBIT "A"
ENTRY STATE COUNTY
WYOMING
WYOMING
OF GREEN RIVER RIPARIAN TO
WYOMING LINCOLN
WYOMING
E2 W2
STATE COUNTY
000 000 WYOMING LINCOLN
DESCRIPTION:
T25N R112W, SEC.4, LOTS 1, 2, 3, NE, E/2 NW, SW, W/2 SE,
NE SE
ENTRY STATE COUNTY
SEC.5, BED OF GREEN RIVER RIPARIAN TO LOT 12
SEC.8, BEDS OF GREEN RIVER RIPARIAN TO LOT 2
SEC.17, BEDS OF GREEN RIVER RIPARIAN TO LOTS 4,
SEC.20, BEDS OF GREEN RIVER RIPARIAN TO LOTS 1,
8, 11
SEC.21, BEDS OF GREEN RIVER RIPARIAN TO LOT 2
LOTS 1,
T25N R112W, SEC.29, BEDS OF GREEN RIVER RIPARIAN TO LOTS 3,
4, 5, 6, 8, 9
LINCOLN
LINCOLN
ENTRY STATE COUNTY
WYOMING LINCOLN
SEC.4, BEDS OF GREEN RIVER RIPARIAN TO LOTS 1 -3
SEC.5, BED OF GREEN RIVER RIPARIAN TO LOTS 1,
ENTRY STATE COUNTY
LINCOLN
PAGE
1 00080
LEASE NUMBER:
LESSOR:
LESSEE:
LEASE DATE:
RECORDED:
DESCRIPTION:
T26N R112W, SEC.33: LOTS 1, 2, 3, 6, 7, 10, 11, SE
T26N R112W, SEC.33:
LEASE NUMBER:
LESSOR:
LESSEE:
LEASE DATE:
RECORDED:
DESCRIPTION:
WYOMING LINCOLN
T26N R112W, SEC.33, BEDS OF GREEN RIVER RIPARIAN TO LOTS 1,
2, 3, 6, 7, 9, 10, 11
LEASE NUMBER:
LESSOR:
LESSEE:
LEASE DATE:
RECORDED:
DESCRIPTION: WYOMING
T026N R112W, SEC.33, LOT 9 (PTN N2 N2 SW SW)
LEASE NUMBER:
LESSOR:
LESSEE:
LEASE DATE:
RECORDED:
LEASE NUMBER:
LESSOR:
LESSEE:
LEASE DATE:
RECORDED:
DESCRIPTION:
T26N R112W,
T26N
T26N
T26N
T26N
T26N
T26N
LEASE NUMBER:
LESSOR:
LESSEE:
LEASE DATE:
RECORDED:
R112W,
R112W,
R112W,
R112W,
R112W,
R112W,
WY 000000- 000155 -000
BUREAU OF LAND MANAGEMENT
WILLIAM D HEWIT
09/01/1966
BOOK PAGE
SE NE
ENTRY
WY 000000 000156 -000
BUREAU OF LAND MANAGEMENT
ESTATE OF RAYMOND CHORNEY
11/01/1967
BOOK PAGE
ENTRY
WY 000000 000157 -000
BUREAU OF LAND MANAGEMENT
ESTATE OF RAYMOND CHORNEY
08/01/1968
BOOK PAGE
DESCRIPTION:
T25N R112W, SEC.2: SW SW SW
T26N R112W, SEC.34: W /2, W/2 SE
T26N R112W, SEC.34: E/2 NE, NE SE
T26N R112W, SEC.34: W/2 NE, SE SE
WY 0 00000 000159 -000
BUREAU OF LAND MANAGEMENT
MILLARD A. TROXELL
01/01/1971
BOOK PAGE
EXHIBIT "A"
ENTRY
ENTRY
DESCRIPTION:
T25N R111W, SEC.6, LOTS 1, 2, 4, 5
T25N R111W, SEC.6, S/2 NE
WY 000000 000160 -000
BUREAU OF LAND MANAGEMENT
EST OF GERALD T TRESNER
05/01/1971
BOOK PAGE ENTRY
SEC.24, LOTS 1,
SEC.25, LOTS 3,
SEC.25, W/2
SEC.27, S/2 NW, SW, W/2 SE
SEC.24, LOT 4
SEC.25, LOTS 1, 2
SEC.27, E/2 SE, N/2 NW, NE
WY 0 00000 000163 -000
BUREAU OF LAND MANAGEMENT
ROBERT A. READ
07/01/1971
BOOK PAGE ENTRY
STATE
WYOMING
STATE
STATE
STATE
2, 3, W/2 E /2, W/2
4, W/2 E/2
WYOMING
STATE
WYOMING
STATE
WYOMING
WYOMING
WYOMING
COUNTY
LINCOLN
COUNTY
COUNTY
LINCOLN
COUNTY
LINCOLN
COUNTY
LINCOLN
COUNTY
LINCOLN
LINCOLN
LINCOLN
00081
PAGE r
LEASE NUMBER:
LESSOR:
LESSEE:
LEASE DATE:
RECORDED:
WY- 000000 000164 -000
BUREAU OF LAND MANAGEMENT
RICHARD WHEELER JR
12/01/1971
BOOK PAGE ENTRY
DESCRIPTION:
T25N R112W, SEC.3, S/2 NE, W /2, SE
T25N R112W, SEC.3, N/2 NE
LEASE NUMBER:
LESSOR:
LESSEE:
LEASE DATE:
RECORDED:
WY- 000000 000165 -000
BUREAU OF LAND MANAGEMENT
NINA HEINRICHS
12/01/1971
BOOK PAGE ENTRY
DESCRIPTION:
T25N R112W, SEC.9, N /2, E/2 SW, SE
T25N R112W, SEC.9, W/2 SW
LEASE NUMBER:
LESSOR:
LESSEE:
LEASE DATE:
RECORDED:
WY- 000000 000166 -000
BUREAU OF LAND MANAGEMENT
H.W. STRANGE
12/01/1971
BOOK PAGE ENTRY
DESCRIPTION:
T25N R112W, SEC.10, ALL
T25N R112W, SEC.11, N /2, SW, NW SE
T25N R112W, SEC.11, S/2 SE, NE SE
LEASE NUMBER:
LESSOR:
LESSEE:
LEASE DATE:
RECORDED:
WY- 000000 000167 -000
BUREAU OF LAND MANAGEMENT
VINCENT ANTONGIOVANNI
03/01/1972
BOOK PAGE ENTRY
DESCRIPTION:
T25N R112W, SEC.1, LOTS 1, 2, 3, 4
T25N R112W, SEC.1, W/2 E /2, W/2
T25N R112W, SEC.2, SE NE, SE
T25N R112W, SEC.2, N/2 NE, SW NE
LEASE NUMBER:
LESSOR:
LESSEE:
LEASE DATE:
RECORDED:
LEASE NUMBER:
LESSOR:
LESSEE:
LEASE DATE:
RECORDED:
WY 000000 000168 -000
BUREAU OF LAND MANAGEMENT
C. MCL. CADES
03/01/1972
BOOK PAGE
DESCRIPTION:
T26N R112W, SEC.35, NW
102 499
151 207
DESCRIPTION:
T026N R111W, SEC.31, SE
TO26N R111W, SEC. 31, NE
T026N R111W, SEC.19, W/2 E/2
EXHIBIT "A"
ENTRY
STATE
WYOMING
WYOMING
STATE
WYOMING
STATE
WYOMING
STATE
WYOMING
STATE
WYOMING
WY- 000000 000169 -000
BUREAU OF LAND MANAGEMENT
JOHN T FORT KENDRICK B. HUDSON
04/01/1972
BOOK PAGE ENTRY STATE
WYOMING
LEASE NUMBER: WY- 000000 000170 -000
LESSOR: WYOMING STATE LAND AND FARM LOAN OFFICE
LESSEE: JOAN CHORNEY
LEASE DATE: 05/02/1967
RECORDED: BOOK PAGE ENTRY STATE
COUNTY
LINCOLN
LINCOLN
COUNTY
LINCOLN
COUNTY
LINCOLN
COUNTY
LINCOLN
COUNTY
LINCOLN
COUNTY
LINCOLN
COUNTY
WYOMING LINCOLN
PAGE
3 00082
DESCRIPTION:
T25N R112W, SEC.16, N/2 NE, NE NW
T25N R112W, SEC.16, S2 NE, S2 NW, NW NW, S2
LEASE NUMBER:
LESSOR:
LESSEE:
LEASE DATE:
RECORDED:
DESCRIPTION:
T25N R112W, SEC.5, LOTS
T26N R112W, SEC.32, N/2
T26N R112W, SEC.33, W/2
T26N R112W, SEC.32, NE
LEASE NUMBER:
LESSOR:
LESSEE:
LEASE DATE:
RECORDED:
T26N
T26N
T26N
T26N R112W,
GREEN RIVER
LEASE NUMBER:
LESSOR:
LESSEE:
LEASE DATE:
RECORDED:
LEASE NUMBER:
LESSOR:
LESSEE:
LEASE DATE:
RECORDED:
LEASE NUMBER:
LESSOR:
LESSEE:
LEASE DATE:
RECORDED:
R112W,
R112W,
R112W,
DESCRIPTION:
T26N R111W,
T26N R111W,
T26N R111W,
WY 000000 000171 -001
BRUCE E JONES ETAL
WILLIAM J COLMAN
05/16/1968
BOOK PAGE
84
WY 000000 000171 -002
CHESTER E. BUCK, ET UX
JACK E. BLANKENSHIP
09/12/1972
BOOK PAGE
SEC.19,
SEC.19,
SEC.30,
101 453
SEC.28, S/2 SW
140 142
DESCRIPTION:
T26N R112W, SEC.28, S/2 SW
DESCRIPTION:
T25N R112W, SEC.2, SW NW
T26N R112W, SEC.35, E/2 NE, NE SE
T26N R112W, SEC.35, W/2 NE, SW, NW SE
T25N R112W, SEC.2, N/2 NW, SE NW
T26N R112W, SEC.35, S/2 SE
WY 000000 000173 -000
BUREAU OF LAND MANAGEMENT
ROBERT B. MEE
01/01/1973
BOOK PAGE
EXHIBIT "A"
ENTRY
000021
2, 3
SE, SW SE, LOT 1
NW, LOTS 4, 5, 8
ENTRY
ENTRY
STATE
WYOMING
STATE
WYOMING
DESCRIPTION:
T25N R112W, SEC.5, LOTS 2, 3 THAT PTN OF LOTS 2, 3
RIPARIAN TO BED OF GREEN RIVER
SEC.32, LOT 1, W/2 SE
SEC.32, NE SE (EXCL LAND DESCD IN TR 62A)
SEC.33, LOTS 4, 5, 8, W/2 NW, THAT PTN OF
RIPARIAN TO LOTS 4, 5, 8
WY 000000 000171 -003
GRAYSON H JONES, ET AL
PACIFIC TRANSMISSION SUPPLY CO
07/26/1977
BOOK PAGE ENTRY STATE
WYOMING
WY 000000- 000172 -000
BUREAU OF LAND MANAGEMENT
DOROTHY CHORNEY C/O SUMMIT OIL CO
03/01/1972
BOOK PAGE ENTRY STATE
WYOMING
STATE
WYOMING
LOTS 1, 2, 3
LOT 4, E/2 W/2
LOTS 1, 2, E/2 NW, W/2 SE, W/2 NE
COUNTY
LINCOLN
COUNTY
LINCOLN
COUNTY
LINCOLN
COUNTY
LINCOLN
COUNTY
LINCOLN
PAGE 4 00083
LEASE NUMBER:
LESSOR:
LESSEE:
LEASE DATE:
RECORDED:
DESCRIPTION:
T25N R112W, SEC.5, LOTS 1 (16.68), 6 (18.87), 7
(35.13), NE SE
T25N R112W, SEC.5, LOT 12
T25N R112W, SEC.B, LOT 2
T25N R112W, SEC.20, E/2 NE, NE SE
T25N R112W, SEC.21, LOT 2, SE SW, SW SE
LEASE NUMBER:
LESSOR:
LESSEE:
LEASE DATE:
RECORDED:
WYOMING LINCOLN
T25N R111W, SEC.6, LOTS 6, 7 (W2SW), E2 SW, N2 SE, SW SE
T25N R111W, SEC.7, LOTS 3, 4 (W2SW), E/2 SW, W/2 SE
T25N R111W, SEC.6, SE SE
T25N R111W, SEC.7, E2 SE
DESCRIPTION:
LEASE NUMBER:
LESSOR:
LESSEE:
LEASE DATE:
RECORDED:
DESCRIPTION:
T26N R112W, SEC.22, SE, S/2 NE, NE NE
T26N R112W, SEC.23, E/2 NW, SW, SW NW, E /2, NW NW
T26N R112W, SEC.22, W/2
LEASE NUMBER:
LESSOR:
LESSEE:
LEASE DATE:
RECORDED:
DESCRI
T25N
T25N
T25N
T25N
T25N
T25N
T25N
T25N
T25N
000
PTION:
T25N R112W, SEC.12,
SEC.12,
SEC.12,
SEC.12,
SEC.12,
SEC.13,
SEC.13,
SEC.13,
SEC.13,
SEC.13,
LEASE NUMBER:
LESSOR:
LESSEE:
LEASE DATE:
RECORDED:
R112W,
R112W,
R112W,
R112W,
R112W,
R112W,
R112W,
R112W,
R112W,
WY- 000000 000176 -000
BUREAU OF LAND MANAGEMENT
CARL E JENKINS BAYARD D REA
03/01/1973
BOOK PAGE ENTRY STATE
0168 000271
WY- 000000 000178 -000
BUREAU OF LAND MANAGEMENT
MALCOM F JUSTICE JR
03/01/1973
BOOK PAGE ENTRY
WY 000000 000227 -000
BUREAU OF LAND MANAGEMENT
CHARLES WEXALL
02/01/1959
BOOK PAGE ENTRY
000 000
WY- 000000 000305 -000
BUREAU OF LAND MANAGEMENT
SHIRLEY BIRDSONG
10/01/1964
BOOK PAGE ENTRY
NW SW
000
W/2 SE
LOTS 3, 4
NW
NE SW
W/2 SW, SE
SE NW, E/2
LOTS 1, 2,
LOTS 3, 4,
SW
SW,
W/2
W/2
NE NW, W/2 NW
WY 000000 000306 -000
BUREAU OF LAND MANAGEMENT
SHIRLEY BIRDSONG
10/01/1964
BOOK PAGE
EXHIBIT "A"
ENTRY
SW SW
NE
SE
WYOMING
STATE
STATE
WYOMING
STATE
WYOMING
STATE
WYOMING
DESCRIPTION:
T25N R112W, SEC.14, NE, NE NW, NE SE, SE SE, SW NW,
(29.48), 8
COUNTY
LINCOLN
COUNTY
COUNTY
LINCOLN
COUNTY
LINCOLN
COUNTY
LINCOLN
PAGE 500004
DESCRIPTION:
SE NW, SW, W/2 SE
T25N R112W, SEC.14, NW NW
T25N R112W, SEC.15, E /2, SW,
LEASE NUMBER:
LESSOR:,
LESSEE:
LEASE DATE:
RECORDED:
LEASE NUMBER:
LESSOR:
LESSEE:
LEASE DATE:
RECORDED:
LEASE NUMBER:
LESSOR:
LESSEE:
LEASE DATE:
RECORDED:
DESCRIPTION:
T26N R112W,
T26N R112W,
T26N R112W,
LEASE NUMBER:
LESSOR:
LESSEE:
LEASE DATE:
RECORDED:
LEASE NUMBER
LESSOR:
LESSEE:
LEASE DATE:
RECORDED:
T26N R112W, SEC.36,
T26N R112W, SEC.36,
LEASE NUMBER:
LESSOR:
LESSEE:
LEASE DATE:
RECORDED:
NW
EXHIBIT "A"
WY 000000 000350 -000
BUREAU OF LAND MANAGEMENT
WILLIAM H. SHORT FRANKLIN KNOBEL
09/01/1966
BOOK PAGE ENTRY STATE
DESCRIPTION:
T26N R111W, SEC.30, LOT 4
T26N R111W, SEC.30, LOT 3, E/2 SW
WY 000000 000388 -000
BUREAU OF LAND MANAGEMENT
ESTATE OF F.J. BRADSHAW
10/01/1967
BOOK PAGE
DESCRIPTION:
T25N R111W, SEC.7, SE NW, LOTS 1, 2, NE NW
SEC.36,
SEC.36,
SEC.36,
LOTS 1 -2, W/2 NE
LOTS 3, 4, W/2 SE
W/2 W /2, E/2 NW
NE SW
SE SW
103 395
DESCRIPTION:
T26N R112W, SEC.26, S/2 SE, NE SE
T26N R112W, SEC.26, NW SE
WY 000000 000569 -000
BUREAU OF LAND MANAGEMENT
C. MCL. LADES
03/01/1972
BOOK PAGE
102 497
DESCRIPTION:
T26N R112W, SEC.26, NE, SE NW, N/2 NW
T26N R112W, SEC.26, SW NW, SW
WY 000000 000632 -000
BUREAU OF LAND MANAGEMENT
EST OF GERALD T TRESNER
05/01/1971
BOOK PAGE
WYOMING
WYOMING
ENTRY STATE
WYOMING
WYOMING
WY 000000 000462 -000
WYOMING STATE LAND AND FARM LOAN OFFICE
HAROLD FURST
07/02/1966
BOOK PAGE ENTRY STATE
WYOMING
WY 000000 000568 -000
BUREAU OF LAND MANAGEMENT
DOROTHY CHORNEY -NON PARTNER
03/01/1972
BOOK PAGE ENTRY STATE
WYOMING
ENTRY STATE
WYOMING
ENTRY STATE
000 000 WYOMING
DESCRIPTION:
T26N R112W, SEC.28, LOTS 5 -7, 10 (NE PTN OF SWNE, SENE,
NESE, E2SESE, E2W2SESE)
COUNTY
LINCOLN
LINCOLN
COUNTY
LINCOLN
LINCOLN
COUNTY
LINCOLN
COUNTY
LINCOLN
COUNTY
LINCOLN
COUNTY
LINCOLN
PAGE
00085
DESCRIPTION:
T26N R112W, SEC.28, LOT 1(PTN OF NWNE &NENW EAST OF GREEN
RIVER), NE NE
LEASE NUMBER:
LESSOR:
LESSEE:
LEASE DATE:
RECORDED:
DESCRIPTION:
T25N R111W,
T25N R111W,
T25N R111W,
LEASE NUMBER:
LESSOR:
LESSEE:
LEASE DATE:
RECORDED:
DESCRIPTION:
LEASE NUMBER
LESSOR:
LESSEE:
LEASE DATE:
RECORDED:
LEASE NUMBER:
LESSOR:
LESSEE:
LEASE DATE:
RECORDED:
WY 0 00000 001661 -000
BUREAU OF LAND MANAGEMENT
C.B. WOODMAN, JR.
10/01/1965
BOOK PAGE
000 000
SEC.6, LOT 3, SE NW
SEC.7, W/2 NE
SEC.7, E/2 NE
WY 0 00000 001668 -000
BUREAU OF LAND MANAGEMENT
PETROLEUM INC
06/01/1971
BOOK PAGE
T26N R111W, SEC.31, LOTS 1, 2, 3, 4, E/2 W/2
WY 000000 002044 -000
BUREAU OF LAND MANAGEMENT
GREAT WESTERN DRILLING
06/01/1972
BOOK PAGE
000 000
DESCRIPTION:
T25N R112W, SEC.5, NW NW
WY 000000 002045 -000
BUREAU OF LAND MANAGEMENT
J. C. DAVIS
05/01/1978
BOOK PAGE
000 000
EXHIBIT "A"
ENTRY STATE COUNTY
ENTRY STATE
WYOMING LINCOLN
ENTRY STATE COUNTY
WYOMING LINCOLN
ENTRY STATE COUNTY
WYOMING LINCOLN
WYOMING LINCOLN
DESCRIPTION:
T26N R112W, SEC.28, THAT PTN OF THE BED OF GREEN RIVER
RIPARIAN LOTS 5,6,7,10
LEASE NUMBER:
LESSOR:
LESSEE:
LEASE DATE:
RECORDED:
DESCRIPTION:
T25N R112W, SEC.5, A TRACT LOCATED IN LOT 5, DEEDED TO
HISTORICAL LANDMARK COMM. OF WYOMING
LEASE NUMBER:
LESSOR:
LESSEE:
LEASE DATE:
RECORDED:
DESCRIPTION:
T25N R112W, SEC.5,
KEMMERER -BIG PINEY
IN TRACT 66C
LEASE NUMBER
LESSOR:
LESSEE:
LEASE DATE:
RECORDED:
T26N R112W, SEC.32,
KEMMERER -BIG PINEY
SE 200' WIDE (ROW)
HWY
WY 0 00000- 0.02046 -000
WYOMING STATE LAND AND FARM LOAN OFFICE
ARCH W. DEUEL
05/02/1976
BOOK PAGE ENTRY
000 000
WY 000000 002047 -000
LINCOLN COUNTY, WYOMING
ARCH W. DEUEL
02/27/1976
BOOK PAGE
00123 00000649
WY- 000000 002048 -000
JULIUS E LOUMA, ETUX
JACK E. BLANKENSHIP
09/13/1972
BOOK PAGE
ENTRY STATE
PT OF SE SW BEING THAT PTN IN
WY STATE HWY ROW (6.00 ACS) PTN OF W/2
FOR PTN OF KEMMERER -BIG PINEY WY STATE
102 199
ENTRY STATE
COUNTY
STATE COUNTY
WYOMING LINCOLN
COUNTY
WYOMING LINCOLN
PT OF LOTS 4, 5 BEING THAT PTN IN
WY STATE HWY ROW (12.12 ACS) LESS LAND
COUNTY
WYOMING LINCOLN
PAGE 7 00086
DESCRIPTION:
T25N R112W, SEC.5, LOTS 4, 5 BED OF GREEN RIVER RIPARIAN
TO LOTS 4 (2.19 ACS) 5 (8.48 ACS), LESS THAT PTN
IN KEMMERER -BIG PINEY WY STATE HWY ROW (12.12 ACS) BEING PT
OF TRACT 66
EXHIBIT "A"
T26N R112W, SEC.32, SE SW, LESS THAT PTN IN KEMMERER-
BIG PINEY WY STATE HWY ROW (6.00 ACS) BEING PT OF TR 66
LEASE NUMBER: WY- 000000 002049 -001
LESSOR: EUBANKS CATTLE CO
LESSEE: ARCH W. DEUEL
LEASE DATE: 10/02/1972
RECORDED: BOOK PAGE
r
118 141
ENTRY STATE COUNTY
WYOMING LINCOLN
DESCRIPTION:
T26N R112W, SEC.28, LOTS 4,8,9, NE SW BED OF GREEN RIVER
RIPARIAN TO LOTS 4,8,9
LEASE NUMBER:
LESSOR:
LESSEE:
LEASE DATE:
RECORDED:
WY- 000000- 002049 -002
ELIZABETH B HOWARD, ET AL
JACK E. BLANKENSHIP
10/02/1972
BOOK PAGE
102 495
ENTRY STATE COUNTY
WYOMING LINCOLN
DESCRIPTION:
T26N R112W, SEC.28, LOTS 4, 8, 9, NE SW BED OF GREEN
RIVER RIPARIAN TO LOTS 4, 8, 9
PAGE
00087
LEASE NUMBER:
LESSOR:
LESSEE:
LEASE DATE:
RECORDED:
FONT FED #1 -19 (491328 -005)
FONT FED #2 -19 (491326 -590)
FONT FED #22 -19 (491328 -007)
FONT FED #23 -19 (491328 -008)
FONT FED #3 -19 (491326 -591)
FONT FED #4 -19 (491328 -006)
FONT FEDERAL 14 -19 (431312 -009)
FONTENELLE FED 42 -19 (491312 -022)
FONTENELLE FEDERAL #21 -19 (491326 -401)
FONTENELLE FEDERAL 22 -19 (491312 -017)
FONTENELLE FEDERAL 23 -19 (491312 -018)
FONTENELLE FEDERAL 31 -19 (491312 -020)
FONTENELLE FEDERAL 34 -19 (491312 -021)
WY 000000 000161 -000
BUREAU OF LAND MANAGEMENT
WILLIAM H SHORT JR
06/01/1971
BOOK PAGE
176 340
EXHIBIT "A"
ENTRY STATE
DESCRIPTION:
T25N R111W, SEC.19, LOTS 3,4, E /2SW, SE
T25N R111W, SEC.20, SE, SW, S/2
WYOMING
COUNTY
LINCOLN
PAGE 1
00088
LEASE NUMBER:
LESSOR:
LESSEE:
LEASE DATE:
RECORDED:
EXHIBIT "A"
FONT FED #4 -20 (491328 -009)
FONT FEDERAL 14 -20 (491312 -007)
FONT FEDERAL 21 -20 (491312 -006)
FONT FEDERAL 34 -20 (491312 -008)
FONTENELLE FEDERAL 12 -20 (491312 -015)
FONTENELLE FEDERAL 13 -20 (491312 -016)
FONTENELLE FEDERAL 23 -20 (491312 -019)
WY 000000 000161 -000
BUREAU OF LAND MANAGEMENT
WILLIAM H SHORT JR
06/01/1971
BOOK PAGE
176 340
ENTRY
DESCRIPTION:
T25N R111W, SEC.19, LOTS 3,4, E /2SW, SE
T25N R111W, SEC.20, SE, SW, S/2
STATE
WYOMING
COUNTY
LINCOLN
PAGE 1.
00089
LEASE NUMBER:
LESSOR:
LESSEE:
LEASE DATE:
RECORDED:
WY 000000 000165 -000
BUREAU OF LAND MANAGEMENT
NINA HEINRICHS
12/01/1971
BOOK PAGE ENTRY
DESCRIPTION:
T25N R112W, SEC.9, N /2, E /2SW
T25N R112W, SEC.9, SE
T25N R112W, SEC.9, W /2SW
EXHIBIT "A" PAGE 1
FONT FED 413 -9 (491328 -002)
STATE
WYOMING
COUNTY
LINCOLN
00090
LEASE NUMBER:
LESSOR:
LESSEE:
LEASE DATE:
RECORDED:
WY 000000 000160 -000
BUREAU OF LAND MANAGEMENT
EST OF GERALD T TRESNER
05/01/1971
BOOK PAGE ENTRY
EXHIBIT "A"
FONT FED #13 -24 (491328 -018)
FONT FED #42 -24 (491328 -019)
FONTENELLE FED 44 -24 (491312 -012)
DESCRIPTION:
T26N R112W, SEC.24, LOTS 1,2,3,
T26N R112W, SEC.24, W /2E/2,W/2
T26N R112W, SEC.25, LOTS 3,4, W /2E/2
T26N R112W, SEC.25, W/2
T26N R112W, SEC.27, S /2NNW, SW,
T26N R112W, SEC.27, W /2SE
T26N R112W, SEC.24, LOT 4
T26N R112W, SEC.25, LOTS 1,2
T26N R112W, SEC.27, E /2SE, N /2NW,
T26N R112W, SEC.27, NE
STATE
WYOMING
COUNTY
LINCOLN
PAGE 1
00091
LEASE NUMBER
LESSOR:
LESSEE:
LEASE DATE:
RECORDED:
WY 000000 000568 -000
BUREAU OF LAND MANAGEMENT
DOROTHY CHORNEY -NON PARTNER
03/01/1972
BOOK PAGE ENTRY
103 395
DESCRIPTION:
T26N R112W, SEC.26, S /2SE,NESE
T26N R112W, SEC.26, NWSE
EXHIBIT "A"
FONT FED #14 -26 (491328 -014)
STATE
WYOMING
COUNTY
LINCOLN
PAGE 1
00092
LEASE NUMBER:
LESSOR:
LESSEE:
LEASE DATE:
RECORDED:
WY 000000 001668 -000
BUREAU OF LAND MANAGEMENT
PETROLEUM INC
06/01/1971
BOOK PAGE ENTRY
DESCRIPTION: I
T26N R111W, SEC.31, LOTS 1,2
T26N R111W, SEC.31, LOTS 3,4,E/2W/2
EXHIBIT "A" PAGE 1
FONT FED #14 -31 (491326 -593)
STATE
WYOMING
COUNTY
LINCOLN
00093
LEASE NUMBER:
LESSOR:
LESSEE:
LEASE DATE:
RECORDED:
DESCRIPTION:
T26N R112W, SEC.36, LOTS 1 -2, W /2NE
T26N R112W, SEC.36, LOTS 3,4,W /2SE
T26N R112W, SEC.36, W /2W /2,E /2NW,
T26N R112W, SEC.36, NESW
T26N R112W, SEC.36, SESW
EXHIBIT "A"
FONT FED ##24 -36 (491328 -020)
WY 000000 000462 -000
WYOMING STATE LAND AND FARM LOAN OFFICE
HAROLD FURST
07/02/1966
BOOK PAGE ENTRY STATE
WYOMING
COUNTY
LINCOLN
PAGE 1
LEASE NUMBER:
LESSOR:
LESSEE:
LEASE DATE:
RECORDED:
WY 000000 000167 -000
BUREAU OF LAND MANAGEMENT
VINCENT ANT.ONGIOVANNI
03/01/1972
BOOK PAGE ENTRY
DESCRIPTION:
T25N R112W, SEC.1, LOTS 1,2,3,4,
T25N R112W, SEC.1, W /2E/2, W/2
T25N R112W, SEC.2, SENE,SE
T25N R112W, SEC.2, N /2NE,SWNE
EXHIBIT "A"
FONT FED #32. -2 (491328 -001)
STATE
WYOMING
COUNTY
LINCOLN
PAGE 1
00095
LEASE NUMBER:
LESSOR:
LESSEE:
LEASE DATE:
RECORDED:
WY 000000 000227 -000
BUREAU OF LAND MANAGEMENT
CHARLES WEXALL
02/01/1959
BOOK PAGE
000 000
DESCRIPTION:
T26N R112W, SEC.22, SE, S /2NE, NENE
T26N R112W, SEC.23, E /2NW, SW
T26N R112W, SEC.23, SWNW
T26N R112W, SEC.23, E/2
T26N R112W, SEC.23, NWNW
T26N R112W, SEC.23, NWNW
T26N R112W, SEC.22, W/2
EXHIBIT "A" PAGE 1
FONT FED #32 -22 (491328 -015)
FONT FED #42 -22 (491328 -021)
FONT FED UNIT #41 -22 (491326 -589)
FONT FED #11 -23B (491328 -010)
FONT FED #13 -23 (491328 -016)
FONT FED #14 -23 (491328 -011)
FONT FED #21 -23 (491328 -017)
FONT FED #23 -23 (491326 -399)
FONT FED #32 -23 (491328 -012)
FONT FED #34 -23 (491328 -013)
FONT FED #41 -23 (491326 -592)
ENTRY STATE
WYOMING
COUNTY
LINCOLN
00096
LEASE NUMBER:
LESSOR:
LESSEE:
LEASE DATE:
RECORDED:
WY 000000 000155 -000
BUREAU OF LAND MANAGEMENT
WILLIAM D HEWIT
09/01/1966
BOOK PAGE ENTRY
EXHIBIT "A"
FONT FED #42 -33 (491326 -594)
STATE
WYOMING
DESCRIPTION:
T26N R112W, SEC.33: LOTS 1,2,3,6, 7,10,11, SE
T26N R112W, SEC.33: SENE
COUNTY
LINCOLN
PAGE 1
00097
LEASE NUMBER:
LESSOR:
LESSEE:
LEASE DATE:
RECORDED:
WY 000000 000305 -000
BUREAU OF LAND MANAGEMENT
SHIRLEY BIRDSONG
10/01/1964
BOOK PAGE
000 000
DESCRIPTION:
T25N R112W, SEC.13, SENW
T25N R112W, SEC.13, E /2SW, SWSW
T25N R112W, SEC.12, W /2SE
T25N R112W, SEC.13, LOTS 1,2, W /2NE
T25N R112W, SEC.13, LOTS 3,4, W /2SE
T25N R112W, SEC.12, LOTS 3,4
T25N R112W, SEC.13, NWSW
T25N R112W, SEC.12, LOTS 1,2, W /2NE,
T25N R112W, SEC.12, NW
T25N R112W, SEC.12, NESW
T25N R112W., SEC.12, W /2SW, SESW
T25N R112W, SEC.13, NENW, W /2NW
EXHIBIT "A"
FONTENELLE FEDERAL #14 -12 (491326 -400)
FONT FEDERAL 13 -12 (491312 -005)
ENTRY
STATE
WYOMING
COUNTY
LINCOLN
PAGE 1
00098
LEASE NUMBER:
LESSOR:
LESSEE:
LEASE DATE:
RECORDED:
WY 000000- 000306 -000
BUREAU OF LAND MANAGEMENT
SHIRLEY BIRDSONG
10/01/1964
BOOK PAGE
ENTRY
DESCRIPTION:
T25N R112W, SEC.14, NE,NENW,NESE
T25N R112W, SEC.14, SESE
T25N R112W, SEC.14, SWNW, SENW, SW,
T25N R112W, SEC.14, W /2SE
T25N R112W, SEC.15, E /2, SW
T25N R112W, SEC.15, NW
T25N R112W, SEC.14, NWNW
EXHIBIT "A" PAGE 1
FONTENELLE FEDERAL 11 -15 (491312 -013)
FONT FED 023 -14 (49132b -uu.3)
FONT FED #41 -14E (491328 -004)
FONT FEDERAL 34 -14 (491312 -004)
STATE
WYOMING
COUNTY
LINCOLN
00099
LEASE NUMBER:
LESSOR:
LESSEE:.
LEASE DATE:
RECORDED:
FONTENELLE FEDERAL 43 -11 (491312 -014)
WY 000000 000166 -000
BUREAU OF LAND MANAGEMENT
H.W. STRANGE
12/01/1971
BOOK PAGE
DESCRIPTION:
T25N R112W, SEC.1, ALL
T25N R112W, SEC.1, ALL
T25N R112W, SEC.11, N /2,SW,NWSE
T25N R112W, SEC.11, S /2SE,NESE
EXHIBIT "A"
ENTRY
STATE
WYOMING
COUNTY
LINCOLN
PAGE 1
00.x.00
LEASE NUMBER: WY- 000000 000462 -000
LESSOR: WYOMING STATE LAND AND FARM LOAN OFFICE
LESSEE: HAROLD FURST
LEASE DATE: 07/02/1966
RECORDED: BOOK PAGE ENTRY STATE COUNTY
DESCRIPTION:
T26N R112W, SEC.36, LOTS 1 -2, W /2NE
T26N R112W, SEC.36, LOTS 3,4,W /2SE
T26N R112W, SEC.36, W /2W /2,E /2NW,
T26N R112W, SEC.36, NESW
T26N R112W, SEC.36, LOTS 3,4,W /2SE,
T26N R112W, SEC.36, W /2W /2,E /2NW,
T26N R112W, SEC.36, NESW
T26N R112W, SEC.36, SESW
T26N R112W, SEC.36, SESW
EXHIBIT "A°
FONTENELLE STATE 33 -36 (491326 -341)
WYOMING LINCOLN
PAGE 1
001.01
LEASE NUMBER:
LESSOR:
LESSEE:
LEASE DATE:
RECORDED:
WY- 000000 000334 -000
BUREAU OF LAND MANAGEMENT
ARDEN R BOLAND
01/01/1966
BOOK PAGE
000 000
DESCRIPTION:
T20N R112W, SEC.8: SW /4 NW /4
EXHIBIT "A" PAGE 1
HELLWIG #30 -8 (491326 -364)
ENTRY
STATE
WYOMING
COUNTY
LINCOLN
LEASE NUMBER:
LESSOR:
LESSEE:
LEASE DATE:
RECORDED:
WY 0 00000 000334 -000
BUREAU OF LAND MANAGEMENT
ARDEN R BOLAND
01/01/1966
BOOK PAGE
000 000
DESCRIPTION:
T2ON R112W, SEC.B: SW /4 NW /4
EXHIBIT "A"
HELLWIG FED #31 -8 (491326 -194)
ENTRY
STATE
WYOMING
COUNTY
LINCOLN
PAGE
LEASE NUMBER:
LESSOR:
LESSEE:
LEASE DATE:
RECORDED:
WY 00.0000- 000346 -000
BUREAU OF LAND MANAGEMENT
F.G. GRIGSBY, TRUST FNB-CASPER, TRUSTEE
07/01/1966
BOOK PAGE ENTRY STATE
DESCRIPTION:
T19N R112W, SEC.30: SENW
EXHIBIT "A"
LAWLER FEDERAL 1- 30,2- 30,3 -30 (491326 -171)
LAWLER FEDERAL 4 -30 (491326 -235)
COUNTY
WYOMING LINCOLN
PAGE 1
001
LEASE NUMBER:
LESSOR:
LESSEE:
LEASE DATE:
RECORDED:
DESCRIPTION:
T19N R113W,
T19N R113W,
T19N R113W,
T19N R113W,
EXHIBIT "A" PAGE 1
ROCKY CROSSING 41 -24 (491326 -412)
WY 000000 000296 -000
BUREAU OF LAND MANAGEMENT
SARAH M. IDEEN
11/01/1963
BOOK PAGE
000 000
SEC.12, SW, S /2SE,
SEC.12, NWSE, S /2NW
SEC.12, NWNW
SEC.24, ALL
ENTRY
STATE
WYOMING
COUNTY
LINCOLN
00105
LEASE NUMBER:
LESSOR:
LESSEE:
LEASE DATE:
RECORDED:
DESCRIPTION:
T23N R112W, SEC.33: W /2NW, SW, SWSE
LEASE NUMBER:
LESSOR:
LESSEE:
LEASE DATE:
RECORDED:
DESCRIPTION:
T22N R112W, SEC.2:
T22N R112W, SEC.3:
T22N R112W, SEC.4:
WY 000000 000775 -000
BUREAU OF LAND MANAGEMENT
UNKNOWN
01/01/1966
BOOK PAGE
000 000
ENTRY
WY 000000 000776 -000
BUREAU OF LAND MANAGEMENT
UNKNOWN
01/01/1966
BOOK PAGE
EXHIBIT "A"
SHUTE CREEK UNIT (999999 -U85)
000 000
ENTRY
SENE, NESE
LOT 8 SWNW, NWSW
LOTS 5 -8 S /2N/2 N /2S/2
STATE
WYOMING
STATE
WYOMING
COUNTY
LINCOLN
COUNTY
LINCOLN
PAGE 1
00106
LEASE NUMBER:
LESSOR:
LESSEE:
LEASE DATE:
RECORDED:
DESCRIPTION:
T22N R112W, SEC.2:
T22N R112W, SEC.3:
T22N R112W, SEC.4:
WY 000000 000776 -000
BUREAU OF LAND MANAGEMENT
UNKNOWN
01/01/1966
BOOK PAGE
000 000
ENTRY
EXHIBIT "A"
SHUTE CREEK UNIT 13 -04 (491326 -691)
SENE, NESE
LOT 8 SWNW, NWSW
LOTS 5 -8 S /2N/2 N /2S/2
STATE
WYOMING
COUNTY
LINCOLN
PAGE 1
00107
LEASE NUMBER: WY- 491323- 000471 -000
LESSOR: WYOMING STATE LAND AND FARM LOAN OFFICE
LESSEE: MARY ELLEN WINN
LEASE DATE: 10/02/1967
RECORDED: BOOK PAGE ENTRY STATE
DESCRIPTION:
T21N R112W, SEC.16: ALL
T21N R112W, SEC.36: S /2NE, NWNE, NW
T21N R112W, SEC.36: NENE
EXHIBIT "A" PAGE
UPRC 229 AMOCO B (491326 -145)
COUNTY
WYOMING LINCOLN
00108
LEASE NUMBER:
LESSOR:
LESSEE:
LEASE DATE:
RECORDED:
WY 000000 000296 -000
BUREAU OF LAND MANAGEMENT
SARAH M. IDEEN
11/01/1963
BOOK PAGE
000 000
DESCRIPTION:
T19N R113W, SEC.12, SW, S /2SE,
T19N R113W, SEC.12, NWSE, S /2NW
T19N R113W, SEC.12, NWNW
T19N R113W, SEC.24, ALL
EXHIBIT "A" PAGE 1
USA BANNON #2 (491326 -211)
ENTRY
STATE
WYOMING
COUNTY
LINCOLN
00109
LEASE NUMBER:
LESSOR:
LESSEE:
LEASE DATE:
RECORDED:
000 000
DESCRIPTION:
T2ON R112W, SEC.4, S/2 NW /4 SW /4
LEASE NUMBER:
LESSOR:
LESSEE:
LEASE DATE:
RECORDED:
LEASE NUMBER
LESSOR:
LESSEE:
LEASE DATE:
RECORDED:
T2ON R112W, SEC.8, E/2
EXHIBIT "A" PAGE 1
WHISKEY BUTTES UNIT (491323 -001) (999999 -U93)
WHISKEY BUTTES #116 (491323 -010)
SEVEN. MILE WASH FED 30 -18 (491326 -632)
SEVEN MILE WASH FED 20 -18 (491326 -631)
UV FEDERAL 1 -8 (491326 -252)
UPRC 290 AMOCO UNIT B (491326 -214)
WY 000000 000442 -000
BUREAU OF LAND MANAGEMENT
DONNA V HELLWIG
04/01/1973
BOOK PAGE
WY 490020 002505 -001
BUREAU OF LAND MANAGEMENT W- 0309532
ABKO, INC.
07/01/1964
BOOK PAGE ENTRY
ENTRY STATE COUNTY
118 509 WYOMING
DESCRIPTION:
T21N R111W, SEC.6: LOTS 8 -14; S/2 NE /4; SE /4 NW /4; E/2
SW /4; N/2 SE /4; SW /4 SE /4
WY 491323 000302 -000
BUREAU OF LAND MANAGEMENT
F.G. GRIGSBY, TRUST FNB- CASPER
09/01/1964
BOOK PAGE ENTRY
DESCRIPTION:
T21N R112W, SEC.32: N /2, NE /4 SW /4
WYOMING LINCOLN
STATE COUNTY
TRUSTEE
STATE
LEASE NUMBER: WY 491323-000471 -000
LESSOR: WYOMING STATE LAND AND FARM LOAN OFFICE
LESSEE: MARY ELLEN WINN
LEASE DATE: 10/02/1967
RECORDED: BOOK PAGE ENTRY
DESCRIPTION:
T21N R112W, SEC.16: ALL
T21N R112W, SEC.36: S/2 NE /4, NW /4 NE /4, NW /4
T21N R112W, SEC.36: NE /4 NE /4
LINCOLN
COUNTY
WYOMING LINCOLN
STATE COUNTY
WYOMING LINCOLN
LEASE NUMBER
LESSOR:
LESSEE:
LEASE DATE:
RECORDED:
WY 000000 000296 -000
BUREAU OF LAND MANAGEMENT
SARAH M. IDEEN
11/01/1963
BOOK PAGE
000 000
DESCRIPTION:
T19N R113W, SEC.12, SW, S /2SE,
T19N R113W, SEC.12, NWSE, S /2NW
T19N R113W, SEC.12, NWNW
T19N R113W, SEC.24, ALL
LEASE NUMBER
LESSOR:
LESSEE:
LEASE DATE:
RECORDED:
EXHIBIT "A"
WILSON RANCH FEDERAL 12 -2 (491324 -011)
WILSON RANCH FEDERAL #12 -4 (491326 -659)
ENTRY
WY 000000- 001212 -000
BUREAU OF LAND MANAGEMENT
SARAH M. IDEEN
11/01/1963
BOOK PAGE
ENTRY
DESCRIPTION:
T19N R113W, SEC.12, NE, NENW, NESE
STATE
WYOMING
STATE
WYOMING
COUNTY
LINCOLN
COUNTY
LINCOLN
PAGE 1
001.1!
LEASE NUMBER:
LESSOR:
LESSEE:
LEASE DATE:
RECORDED:
DESCRIPTION:
T19N R113W, SEC.12, NE, NENW, NESE
LEASE NUMBER:
LESSOR:
LESSEE:
LEASE DATE:
RECORDED:
LEASE NUMBER:
LESSOR:
LESSEE:
LEASE DATE:
RECORDED:
DESCRIPTION:
T2ON R112W, SEC.30, MERIDIAN: LOT 3
LEASE NUMBER:
LESSOR:
LESSEE:
LEASE DATE:
RECORDED:
WY 000000- 001212 -000
BUREAU OF LAND MANAGEMENT
SARAH M. IDEEN
11/01/1963
BOOK PAGE
WY 000000 001213 -000
BUREAU OF LAND MANAGEMENT
MARGARET P. PARTRIDGE
01/01/1964
BOOK PAGE
WY 000000 001678 -000
BUREAU OF LAND MANAGEMENT
MARGARET P. PARTRIDGE
01/01/1964
BOOK PAGE
DESCRIPTION:
T2ON R112W, SEC.30, MERIDIAN: SESW
EXHIBIT "A"
WILSON RANCH UNIT (999999 -U21)
ENTRY
ENTRY
ENTRY
STATE
WYOMING LINCOLN
STATE
000 000 WYOMING
DESCRIPTION:
T2ON R112W, SEC.30, MERIDIAN: LOT 4 E /2SE, SENE
STATE
WYOMING
WYOMING
COUNTY
COUNTY
LINCOLN
COUNTY
LINCOLN
WY 000000 001679 -000
BUREAU OF LAND MANAGEMENT
JAMES F LACOY MILDRED H LACOY, TRSTES, LACOY FAMILY TR
04/01/1965
BOOK PAGE ENTRY STATE COUNTY
LINCOLN
PAGE 1
001.12
LEASE NUMBER:
LESSOR:
LESSEE:
LEASE DATE:
RECORDED:
LEASE NUMBER:
LESSOR:
LESSEE:
LEASE DATE:
RECORDED:
LEASE NUMBER:
LESSOR:
LESSEE:
LEASE DATE:
RECORDED:
LEASE NUMBER:
LESSOR:
LESSEE:
LEASE DATE:
RECORDED:
LEASE NUMBER:
LESSOR:
LESSEE:
LEASE DATE:
RECORDED:
EXHIBIT "A"
ZIEGLERS WASH #11 -30 (491326 -413)
WY- 000000 000320 -000
BUREAU OF LAND MANAGEMENT
JAMES F LACOY MILDRED H LACOY, TRSTES, LACOY FAMILY TR
04/01/1965
BOOK PAGE ENTRY STATE COUNTY
DESCRIPTION:
T2ON R112W, SEC.30, W /2E/2, E /2NW, NESW
T2ON- R113W, SEC 26, E/2
WY 000000 000741 -000
BUREAU OF LAND MANAGEMENT
MARGARET P. PARTRIDGE
01/01/1964
BOOK PAGE
000 000
ENTRY
DESCRIPTION:
T2ON R112W, SEC.30, MERIDIAN: LOTS 1, 2
WY 000000 001213 -000
BUREAU OF LAND MANAGEMENT
MARGARET P. PARTRIDGE
01/01/1964
BOOK PAGE
ENTRY
WY 000000 001678 -000
BUREAU OF LAND MANAGEMENT
MARGARET P. PARTRIDGE
01/01/1964
BOOK PAGE ENTRY
DESCRIPTION:
T2ON R112W, SEC.30, MERIDIAN: LOT 3
DESCRIPTION:
T2ON R112W, SEC.30, MERIDIAN: SESW
WYOMING
STATE
WYOMING
STATE
000 000 WYOMING
DESCRIPTION:
T2ON R112W, SEC.30, MERIDIAN: LOT 4 E /2SE, SENE
STATE
WYOMING
LINCOLN
COUNTY
LINCOLN
C OUNT Y
LINCOLN
COUNTY
LINCOLN
WY 000000 001679 -000
BUREAU OF LAND MANAGEMENT
JAMES F LACOY MILDRED H LACOY, TRSTES, LACOY FAMILY TR
04/01/1965
BOOK PAGE ENTRY STATE
WYOMING
COUNTY
LINCOLN
PAGE 1
00113
LEASE NUMBER:
LESSOR:
LESSEE:
LEASE DATE:
RECORDED:
LEASE NUMBER:
LESSOR:
LESSEE:
LEASE DATE:
RECORDED:
EXHIBIT "A PAGE 1
ZIEGLER'S WASH #1 -30 (DAKOTA) (FRONTIER) (491325 -001)
WY- 000000 000320 -000
BUREAU OF LAND MANAGEMENT
JAMES F LACOY MILDRED H LACOY, TRSTES, LACOY FAMILY TR
04/01/1965
BOOK PAGE ENTRY STATE COUNTY
WY- 000000 000741 -000
BUREAU OF LAND MANAGEMENT
MARGARET P. PARTRIDGE
01/01/1964
BOOK PAGE ENTRY
000 000
DESCRIPTION:
T2ON R112W, SEC.3, LOTS 1, 2 (SUBJ
T2ON R112W, SEC.3, TO COMM AGMT)
WYOMING
DESCRIPTION:
T2ON R112W, SEC.30, W /2E/2, E /2NW, NESW SUBJ TO COMM AGMT
DATED 1 -25 -1991.
T2ON- R113W, SEC 26, E/2 SUBJECT TO THE REYNARD UNIT
AGREEMENT EFFECTIVE 4 -21 -1997.
STATE
WYOMING
LINCOLN
COUNTY
LINCOLN
00114