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Home My WebLink About892086 ' ' 8 9 2 O 8. 6 L NCOC coui ry ~'~- S~gpRPAGE 0 0 ~SSIG~ENT, BILL OF SALE ~D CO~EYANCCJ ,]U[ 3 I ll'fll: 1~6 g'OOK %bis AssJgnmem, 9i]] oE Sate a~d Conveyance (this "Assi~em"), ¢¢¢5~/~-, ~'~ ~ GNER ~[~ / ~ d~Z at 12:01 a.m.M.D.T. ("Effective Time") is from SEQUOYAH ~SO~CE P~TNERS, L.P. ("Sequoyah"),' whose address is 2311 Cedar Springs Road, Suite 405, Dallas, Texas 75201 (sometimes refe~ed to herein as "Assi~or"), to ~T~P~ OIL & GAS, LLC ("Intrepid"), whose address is 700 17th Street, Suite 1700, Denver, Colorado 80202, EME~LD ~SO~CES, ~C. ("Emerald"), whose address is 934 South Fillmore Way, Denver, Colorado 80209, and ROBERT J. GR~Y & ASSOC~TES, LLC ("Grundy") whose address is 22226 Meadow View Road, M0n'ison, Colorado 80465 (Intrepid, Emerald and Grundy sometimes collectively refen'ed to herein as "Assignees") (Assi~or and Assi~ees sometimes collectively refen'ed to herein as the "Pmties). For $10.00 and other good and valuable consideration, the receipt and sufficiency of Which are hereby acknowledged by Assignor, Assignor hereby transfers, grants, bargains, sells, conveys and assigns to Assignees all of Assignor's right, title and interest (the "Interests") set out below: All of Assignor's right, title and interest in and to the oil and gas leases described in Exhibit A-1 attached hereto (the "Leases"), covering the land described in Exhibit A-1 (the "Land"), whether or not such Leases or Land are accurately or completely described on Exhibit A-1, together with all the property and rights incident thereto, including without limitation Assignors' rights in, to and under all operating agreements, leases, permits, rights-of-way, easementS, licenses, options, declarations, orders, contracts, and instruments in any way relating to the Leases and Land. Ail of Assignor's right, title and interest in and to that Farmout with OPtion Agreement, Stillwater Prospect, Lincoln County, Wyoming, dated February 22, 2002, by and between EOG Resources, Inc. as Fan'nor and Intrepid Oil & Gas, LLC and Intrepid Mining, LLC, as Farmee, as accepted by letter of conditional acceptance dated March 27, 2002, and amended by Letter Agreements dated June 21, 2002, July 15, 2002, and December 9, 2002, which lands are described on Exhibit A-2, granting the right to earn or otherwise acquire interests in the Project At'ea. All of the files, records and data in the possession of Assignor or to which the Assignor is entitled relating to the items described in subsections (1) and (2) above (the "Records"), including without limitation, lease records, well records, well files and prospect files; title records (including title memoranda and title curative documents related to the Leases); contracts and contract files; correspondence; geological, geophysical and seismic records to the extent permissible under applicable license agreements, interpretations, data, maps and information, but excluding Assignor's income tax records, notes and internal communications regarding the transaction consummated by this Assignment, and documents that are subject to attorney-client privilege. 'To have and to hold the Interests unto Assignees and their successors and assigns forever. Assignor warrauts title to the Interests against all persons claiming an interest herein by, through or under Assignor but not otherwise THE INTERESTS ARE BEING ASSIGNED TO AND ACCEPTED BY ASSIGNEES IN. THEIR "AS IS, WHERE IS" CONDITION AND STATE OF REPAIR, AND WITH ALL FAULTS AND DEFECTS, WITHOUT ANY REPRESENTATION, WARRANTY OR COVENANT OF ANY KIND OR NATURE, EXPRESS, IMPLIED OR STATUTORY, INCLUDING, BUT NOT LIMITED TO WARRANTIES OF MARKETABILITY, QUALITY, CONDITION, MERCHANTABILITY, AND/OR FITNESS FOR A PARTICULAR PURPOSE, ALL OF WHICH ARE EXPRESSLY DISCLAIMED. This Assignment may be executed in any number of counterparts, and each counterpart hereof shall be deemed to be an original instrument, but all such counterparts shall constitute but one assignment. Separate counterparts of this Assignment may be executed for filing with government agencies to satisfy applicable statutory and regulatory requirements. Those counterparts shall be deemed to contain all of the exceptions, reservations, warranties, rights, titles, power and privileges set forth herein as fully as though they were set forth in each such counterpart. The interests conveyed by such separate counterparts are the same, and not in addition to, the Interests conveyed herein. This Assigmnent shall bind and inure to the benefit of Assignor and Assignees and their respective successors and assigns. EXECUTED as ofthe 2.~ day of /~[L. ., 2003, but effective AS SIGNOR; ASSIGNEES: SEQUOYAH RESOURCE PARTNERS, L.P. By LOCO Resources, L.L.C., general partner J.M. Kerr Operating Manager INTREPID OIL & GAS, LLC Attomey'in ~m~t~~ EMERALD RESOURCES, INC. ROBE T J. GR Y & ASSOCIATES, LLC Manager 008 Separate counterparts of this Assignment may be executed for filing with government agencies to satisfy applicable statutory and regulatory requirements. Those counterparts shall be deemed to contain all of the exceptions, reservations, warranties, rights, titles, power and privileges set forth herein as fully as though they were set forth in each such counterpart. The interests conveyed by such separate counterparts are the same, and not in addition to, the Interests conveyed herein. This Assignment shall bind and inure to the benefit of Assignor and Assignees and their respective successors and assigns. EXECUTED as of the ~61 ""/day of ,2003, but effective ASSIGNOR: ASSIGNEES: SEQUOYAH RESOURCE PARTNERS, L.P. By LOCO Resources, L.L.C., general partner INTREPD OIL & GAS, LLC Operating Manager Robert P. Jornayvaz II Attorney in Fact EMERALD RESOURCES, INc. Maureen S. Schultz, Vice President' ROBERT J. GRUNDY & ASSOCIATES, LLC Robert J. Grundy Manager ACKNOWLEDGMENT STATE OF ~.z 3 '> COUNTY OF~[I,~ 5 ) The foregoing instrument was aCknowledged before me this~r~_°40day of-~/3r ,' / , 2003, by J: M' Kerr as. Operating Manager of LOGO Resources, L.L.C., a Texas limited liability company, in its capacity as general partner of Sequoyah Resource Partners, L.P., a Texas limited partnership, on behalf of said company. Witness mY hand and official seal. My Commission Expires'~/-~,2-o3 STATE OF COLORADO CITY AND COUNTY OF DENVER) On the __ day of ,2003, personally appeared before me Robert P. Jomayvaz III who being by me duly sworn did say that he is the Attorney-in-Fact for Intrepid Oil & Gas, LLC, and is authorized to execute this assignment. Witness my hand and official seal. My Commission Expires: Notary Public Address: 700 17th Street, Suite 1700 Denver, CO 80202 STATE OF COLORADO ) CITY AND COUNTY OF DENVER) The foregoing instrument was acknowledged before me this day of 2003, by Maureen S. Schultz, as Vice President of Emerald Resources, Inc., a Colorado corporation. Witness my hand and official seal· My Commission Expires: Notary Public Address: 700 17th Street, Suite 1700 Denver, CO 80202 010 ACKNOWLEDGMENT STATE OF COUNTY OF The foregoing instrument was acknowledged before me this ~ day of 2003, by J. M. Kerr as Operating Manager of LOCO Resources, L.L.c., a Texas limited liability" company, in its capacity as general partner of Sequoyah ResOurce Partners, L.P., a Texas limited partnership, on behalf of said company. Witness my hand and official seal. My Commission Expires: Notary Public Address: STATE OF COLORADO ) CITY AND COUNTY OF DENVER) On the '2-~1~c~ day of /~/~[.L ,2003, personally appeared before me Robert P. Joruayvaz III who being by me duly sworn did say that he is the Attorney-in-Fact for Intrepid Oil & Gas, LLC, and is authorized to execute this assignment. witness my hand and official seai. Address: 700 17th Street, Suite 1700 Denver, CO 80202 STATE OF COLORADO CITY 'AND COUNTY OF DENVER) The fOregoing instrument was acknowledged before me this 2-~ kd ~-,.( C day of 2003, by Maureen S. Schultz, as Vice President of Emerald Resources, Inc., a Colorado corporation. Witness my hand and official seal. My Commission Expires:.~/~/~ /t0-~ : - ~ .C,r.-...' .... ,J~' ~ '-:9 -~ e; .......: 0~.~ < , t////llllll IliII/~X Address: 700 17th Street, Suite 1700 Denver, CO 80202 011 STATE OF COLORADO CITY AND COUNTY OF DENVER) On the'~_.~ FSay of ~,_{C. , 2003, personally appeared before me Robert J. Grundy who being by me duly sworn did say that he is the Manager for Robert J. Grundy & Associates, LLC, and is authorized to execute this assignment. Witness my hand and official seal. My Commission Expires: Notary Public' Address: 700 17th Street, Suite 1700 Denver, CO' 80202 012 013 ~ 0 ~ 0