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HomeMy WebLinkAbout886790BOOK ~.)~ ,L~' pR PAGE REOEIVED LII',~OOLN COUNTY CLERK 90 (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 1NC.), 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, ('iMarathon"), as Farmor, and Cabot (successor in interest to Cabot Oil & Gas Production CorporatiOn), as Farmee, previously entered into that certain Wellbore Farmout Agreement ("Farmout Agreement") dated January 25, 1994; 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 #77 well (hereinafter called the "Well") located in the SE/4SE/4 of Section 22, 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 wmxant, 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: Township 21 North, Range 112 West, 6th P.M. Section 22:SE/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 leases interests pursuant to the Farmout Agreement; and -1- WHEREAS, for purposes of this Assignment, ChevronTexaco's "Pre-Farmout Working Interest" shall mean the working interest derived from the leases committed to the Farmout Agreement (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 Buttes Unit Agreement, or in the absence of a participating area, that ChevronTexaco would be entitled to in the lands contributing to the Drilling Block assuming the absence of this Assignment or any assignment or relinquishment of rights pursuant to this Assignment, and assuming ChevronTexaco participated fully in its share of the costs to drill, equip, complete and operate the Well based upon its current working interest in the Affected Leases; and WHEREAS, the Affected Leases are described in Exhibit "A' attached hereto and made a part hereof for all purposes; and WHEREAS, under the terms of the Farmout Agreement, prior to payout of the Well, Cabot was entitled to one hundred percent (100%) ofChevronTexaco' 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 of the total depth drilled (being 11,285'), but in no event deeper than the base of the Frontier formation, as well as one hundred percent (100%) 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, subject to ChevronTexaco's reservation of an overriding royalty interest in and to all production l~om the Well, and the proceeds therefrom, equal to six and twenty-five one-hundredths percent (6.25%) of all (8/Sths) oil, gas and other hydrocarbons produced and saved from the Well, reduced to be proportionate to ChevronTexaco's Pre-Farmout Working Interest in the applicable producing horizon(s); and WHEREAS, the Well has paid out as of May 06, 2001; and WHEREAS, effective as of May 07, 2001, ChevronTexaco elected to convert its reserved overriding royalty in the Well to an undivided forty percent (40%) of its pre-Farmout Working Interest; and WHEREAS, the purpose of this Assignment is to reflect the parties' respective interests in the Well, derived from the Affected Leases, as of May 07, 2001. NOW, THEREFORE, in consideration of the sum ofTen and more Dollars ($10.00+) and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, ChevronTexaco does hereby assign, transfer, release, remise and quitclaim, without representation or warranty of title, express or implied, unto Cabot, its successors and assigns, an undivided sixty per cent (60%) 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 stratigraphi¢ equivalent of the total depth drilled (being 11,285% but in no event deeper than the base of the Frontier formation, as well as an undivided sixty per cent (60%) of ChevronTexaco's fight, 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. -2- 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 Farmout Agreement) with respect to the Well or production therefrom existing as of January 25, 1994, or which may affect operations or burden production from the Well in the future as a result of the 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 oflessor's royalty burden and other payments out of production (including, but not limited to overriding 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 interest 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. ChevronTexae6 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 subh 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 -3- leasehold interests in the lands herein described and the interests in production from 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. -4- EXECUTED on the datos appeariug with the rospectivo sigr~tures bolow, but effective for all purposes, f~om May 07, 2001. Date: CI~VRON U.$,A. INC, Attorney-in-Fact CABOT OIL & GAS CORPORATION Date: ~.://- John' S. Mu~re . Attorney-in-FaCt -5- STATE OF TEXAS ) )ss. COUNTY OF HARRIS ) The foregoing instrument was ackn.o,wJedged before~.m~me by ~..t('~j~9,~rncy_in_ Fact for CHEVRON U.S.A. INC., this J//g/~ day of ?~_~,~,___~ ,2002. Witness my hand and official seal. My Commission Expire~ ] STATE OF COLORADO ) )ss. COUNTY OF '~'~ v o ~- ) The foregoing instrument was acknowledged before me by /, ,, J', /¥ o ?,~ ~_ ~ as Attomey-in-Eact for Cabot Oil & Gas Corporation, this day of -~oc e ~Le~" ,2002. Witness my hand and official seal. My Commission Expires: KATHRYN B. FLAGER NOTARY P'UBLIC STATE OF C(i!.ORADO lVly Comraiss[or~ E.~,'.;~i~ o~ 11/12/2003 -6- EXHIBIT "A" Attached to and made a part of that certain Partial Assignment of Oil and Gas Rights (Wellbore Only) Effective May 07, 2001, by and between Chevron U.S.A. Inc. And Cabot Oil and Gas Corporation 23O Chevron'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. 6%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.