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HomeMy WebLinkAbout886787 RECEIVED LINCOLH COUNTY CLERK PARTIAL ASSIGNM~ ~F"~ ~ND GAS RIGHTS (Wellbore Only) THIS PARTIAL ASSIGNMENT OF OIL AND GAS RIGHTS (Wellbore Only), hereinafter called the "Assignment" is made by and between CHEVRON U.S.A. INC., (successor in interest to TEXACO EXPLORATION AND PRODUCTION INC.), a Pennsylvania corporation, with a mailing address of 11111 S. Wilcrest, Houston, Texas 77099, ("ChevronTexaco"), and CABOT OIL & GAS CORPORATION, with a mailing address of 1200 Enclave Parkway, Houston, Texas 77077-1764, ("Cabot"). RECITALS WHEREAS, Marathon Oil Company, ("Marathon"), as Farmor, and Cabot (successor in interest to Cabot Oil & Gas Production Corporation), as Farmee, previously entered int~ that certain Wellbore Farmout Agreement ("Farmout Agreement") dated March 30, 1995; and Whereas, ChevronTexaco succeeded to Marathon's rights and obligations under the Farmout Agreement; and Whereas, Amoco Production Company ("Amoco") proposed to, and did drill the Whiskey Buttes Unit #104 weli (hereinafter called the "Well") located in the SE/4NE/4 of Section 4, Township 21 North, Range 112 West of the 6th P.M., Lincoln County, Wyoming, and Cabot participated in the Well pursuant to the Farmout Agreement; and WHEREAS, ChevronTexaco states, but does not warrant, that due to ChevronTexaco's ownership of leasehold rights committed to that certain federal "Unit Agreement for the Development and Operation of the Whiskey Buttes Unit Area, Counties of Lincoln and Sweetwater, State of Wyoming, No. 14-08-0001-13880," dated December 12, 1973, as amended; and that certain companion "Unit Operating Agreement, Whiskey Buttes Unit Area, Counties of Lincoln and Sweetwater, State of Wyoming,'! dated December 12, 1973; (hereinafter collectively referred to as the "Unit Agreements"), it is the owner of certain rights to production from the Frontier formation underlying the following described lands, situate in Lincoln County, Wyoming: TownshiP21 North, Range 112 West, 6th P.M. Section 4:SE/4NE/4 on which lands the Well is located; and, WHEREAS, ChevronTexaco's rights to said production are held by virtue of its interest in oil and gas leases committed to the Unit Agreements and located within the Consolidated Frontier Formation Participating Area "A-B", certain of which lease interests having been acquired from Marathon; and WHEREAS, Amoco drilled and completed the Well as a producing Well and Cabot thereby earned certain lease interests pursuant to the Farmout Agreement; and aO:7 WHEREAS, Texaco Exploration and Production Inc. previously conveyed to Cabot an u d~vlded s~xty percent (60 ~) of its right, title and interest derived from various leases committed to the Farmout Agreement (the "Affected Leases") in and to the wellbore of the Well, from the surface down to the stratigraphic equivalent of the total depth drilled, but in no event deeper than the base of the Frontier, as Well as an undivided sixty percent (60%) of its right, title and interest in any production from the assigned depths in the Well (the "previous Texaco assignment"); and WHEREAS, the Affected Leases arb described in Exhibit "A" attached hereto and made a part hereof for all purposes; and WHEREAS, the Well has not paid ~ut as of the date of this Assignment; and WHEREAS, under the terms of the Farmout Agreement, Cabot is entitled to an additional assignment of working interest rights derived from the Affected Leases in and to the wellbore of the Well; and WHEREAS, for purposes of this A!ssignment, ChevronTexaeo's "Pre-Farmout Working Interest" shall mean the working interest der!ved from the Affected Leases, by formation, in the Well that ChevronTexaco would be entitled to under the Unit Agreements in an applicable participating area within the Unit under the Whiskey Buttis Unit Agreement, or in the absence of a participating area, that ChevronTexaeo would be entitled to in the lands contributing to the Drilling Block, assuming the absence ofthf~ Assignment or any assignment or relinquishment of rights pursuant to this Assignment, assuming the absence 6f the previous Texaco assignment, and assuming ChevronTexaco participated fully in its sharle of the costs to drill, equip, complete and operate the Well based upon its current working interes~ in the Affected Leases. NOW, THEREFORE, in consideration of the sum often Dollars ($10.00) and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, ChevronTexaco does hereby assign, transfer, lrelease, remise and quitclaim, without representation or warranty of title, express or implied, unto Cabot, its successors and assigns, all of ChevronTexaco's right, title and interest derived from the Affected Leases in and to the wellbore of the Well from the surface down to the stratigraphic equivalent ~fthe total depth drilled (being 11,372'), but in no event deeper than the base of the Frontier f°rmati~n, as well as all of ChevronTexaco's right, title and interest derived from the Affected Leases in any production from the Well as to the assigned depths, as such interests are derived from ChevronTexaco s Pre-Farmout Working Interest, RESERVING AND EXCEPTING unto ChevronTexaco an overriding royalty interest in and to all production from the Well, and the proceeds therefrom, equal tp six and twenty-five one-hundredths percent (6.25%) of all (8/Sth's) oil, gas and other hydrocarbohs produced and saved from the Well, reduced to be proportionate to ChevronTexaco's Pre-Farmout Working Interest in the applicable producing horizon(s), until payout of the Well. Upon p~yout of the Well, ChevronTexaco shall have the option to convert its reserved overriding royalty into an undivided forty percent (40%) share of ChevronTexaco's Pre.Farmout Working Interest in the Well. THIS ASSIGNMENT IS SUBJECT TO, and Cabot accepts it subject to, the following terms, covenants and conditions: Insofar as the Affected Leases are concerned, the interests assigned to Cabot hereby are subject to, and Cabot agrees to assume, its proportionate share, equal to the interest so assigned, of all burdens, reservations, agreements and instruments of every kind and nature (including, but not limited to, the Unit Agreements and the Fannout Agreement) with respect to the Well or production therefrom existing as of March 30, 1995, or which may affect operations or burden production from the Well in the future as a result of the Whiskey Buttes Unit or the expansion or contraction of the participating area(s) which includes the Well. Insofar as the Affected Leases are concerned, Cabot agrees to and shall assume its proportionate share of ChevronTexaco's obligation and liability for the costs and expenses of operating and maintaining the Well and associated equipment and facilities (including, but not limited to, tangible and intangible well adjustments pursuant to the terms of the Unit Agreements), to promptly pay and discharge its proportionate share of lessor's royalty burden and other.payments out of Production (including, but not limited to oven!ding royalties and any other burdens on production) burdening ChevronTexaco's Pre-Farmout Working Interest, and the costs of plugging and abandonment and restoration of the surface, which are attributable to the interests assigned hereunder. It is expressly understood and agreed that the interests conveyed to Cabot may be increased or decreased by the creation, expansion or contraction of participating areas within the Whiskey Buttes Unit Area, and thereby Cabot's share of production from the Well and its proportionate share of the costs and expenses of operating, maintaining and developing the Well may increase or decrease. This Assignment is made and accepted without any representation or warranty or covenant of any kind, either express or implied. ChevronTexaco and Cabot each expressly reserve the right, at any time and from time to time, to take in kind or otherwise dispose of their proportionate shares of all oil, gas or other hydrocarbons produced from the Well. ChevronTexaco reserves all rights and interests not expressly assigned herein to Cabot. The rights and interests transferred to Cabot hereunder are nonassignable and nontransferable without the written consent of ChevronTexaco, and any such assignment or transfer without such written consent shall be of no force and effect in assigning or transferring to the assignee or transferee any of such rights and interest or vesting in such assignee or transferee any claim, right or cause of action against ChevronTexaco. ChevronTexaco's consent will not be unreasonably withheld. The terms, covenants and conditions hereof shall be binding upon and shall inure to the benefit of ChevronTexaco and Cabot, and their respective successors and assigns, and any such terms, covenants and conditions shall be covenants running with the leasehold interests in the lands herein described and the interests in production fi.om the wellbore of the Well herein assigned and with each transfer or assignment of said leasehold interests in the land~ or interests in production from the wellbore of the Well. 2O8 EXECUTED on the dates appearing with the respecti¥c signatures be]ow, hut effectiye £or all purposes, from June 13, 1995. CHEVRON U.S.A. INC. By:~ Attorney-in-Fact Date: CABOT OIL & GAS CORPORATION Attorney-I l ot alO STATE OF TEXAS ) ) ss. COUNTY OF HARRIS ) ~ The foregoing instrument was acknowledged~, before m~ b~t~om~y-in-Fa~t for U.S.A. ~C., this ff~ day of ~__, 2002. CHEVRON Witness my hand and official seal. My COII~'~.'xpi~]~'~J~OMMISSION EXPIRES STATE OF COLORADO ) )ss. COUNTY OF '~ va,' ) The foregoing ,J'ok,, .r. Pf~,'*,' I,ttk dayof "~ece~-,l~e,~ instrument was acknowledged before me by , as Attorney-in-Fact for Cabot Oil & Gas Corporation, this ,2002. Witness my hand and official seal. My Commission Expires: YN B. FLAGER RY PUBLIC TATE OF COLORADO ~ STATE OF ':~.~~ My Commission F;xpir~s 11/12/2003 EXHIBIT "A" ~ Attached to and made a part of that certain Partial Assignment of Oil and Gas Rights (Wellbore Only) Effective June 13,1995, by and between Chevron U.S.A. Inc. And Cabot Oil and Gas Corporation 211 Chewon's interest in the Consolidated Frontier Formation Participating Area "A-B" is derived from the following Oil and Gas Leases ("Affected Leases"): 1) That certain Oil and Gas Lease dated September 1, 1964, by and between the United States of America as Lessor and F.C. Grigsby as Lessee, Federal Serial No. WYW- 0311098. 2) That certain Oil and Gas Lease dated October 2, 1967, by and between the State of Wyoming as Lessor and Mary Ellen Winn as Lessee, State Serial No. St. Wy. 67-8942. 3) That certain Oil and Gas Lease dated September 1, 1965, by and between the United States of America as Lessor and Betty J. Woodman as Lessee, Federal Serial No. WYW- 031891. 4) That certain Oil and Gas Lease dated August 1, 1965, by and between the United States of America as Lessor and Shirley Birdsong as Lessee, Federal Serial No. WYW- 0318353. 5) That certain Oil and Gas Lease dated September 1, 1964, by and between the United States of America as Lessor and ABKO Inc. as Lessee, Federal Serial No. WYW- 311097.