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Home My WebLink About897000 RECEIVED ~47PRPAO~. 3 ~ 3 CONVEYANCE, ASSIGNMENT AND BILI~CsOAL~E COUNTY ,OLER~ Th~ Convey~ce, Assi~ent ~d Bffi of Sale ~ entered into By, ~d ~ees~E5 LTD., a Texas H~ted par~ership, P.O. Box 911, Brecke~id e, Texas LIMITED PARTNERSHIP, a Texas ~ited par~ership, P.O. Box 911, Brec~e~e, TeXas' ~2~0911 ("Par~ership'). For Ten Do~ars ($10.00) and o~er valuable considera~on ~d covenan~ here~er set for~, ~e receipt ~d s~ficien~ of which are hereby ac~owledged, S~tes does hereby ~fer, convey, assi~ ~d de~ver ~to Par~ership a~ of S~tes' righB, ~e ~d ~terest ~ and to ~e Proper~es described ~ Exhibit "A' a~ached hereto and made a part hereof (some~es referred to here~ as ~e "Proper~es'), ~clud~g a~ of States' righB, ~e ~d ~terest ~ and to the wel~, personal properS, f~mres ~d o~er o~eld equipment located upon said le~es and used or obm~ed co~ec~on ~erewi~, ~d S~tes' ~teresB in a~ related easement, fight-of-way, d~posal a~men~, opera~g a~eemen~ ~d o~er con~act righ~ owned ~ co~ec~on wi~ ~e Proper~es, whe~er or not specffica~y described ~ Ex,bit "A". Th~ Convey~ce, Assi~ent ~d B~ of Sale does not cover ~y fee, ~eral, royal~ or overrid~g royal~ ~teres~, produc~on payment, reversiOna~ righ~ ~d ~teres~, net profi~ ~te~es~ or any o~er s~lar ~teres~ ~at cover, ~ect or perm~ to ~e l~ds and leases described ~ a~ched E~bit "A", ~d ~ose ~teres~ are expressly excluded ~om Conveyance, Assi~ent ~d B~ of Sale ~d are re~ed by S~tes. General Provisions: 1. The effective date of this Conveyance, Assignment and Bill of Sale shall be 7:00 a.m., local time, on September 1, 2003 ("the Effective Date"). In this connection, all production of oil, gas and other minerals from the Properties occurring after the effective date, and all revenues, payments and funds attributable thereto shall belong to Partnership. All escrowed funds or suspended funds associated with the Properties and attributable to any time period before or after the effective date shah belong to Partnership, and States transfers and assigns these funds to Partnership. States shall pay ad valorem and similar taxes on the Properties fOr 2002 and prior years. Ad valorem taxes and similar taxes on the Properties for the current year shall be prorated between States and Partnership as of the effective date, using taxes assessed for the last year as a basis for estimating taxes for the current year for the purposes of such proration. Promptly after the effective date of this Conveyance, Assignment and Bill of Sale, settlement shall be made between States and Partnership based on such estimate of current taxes and the same shah be binding upon both parties. Thereafter, Partnership shall be responsible for the actual payment of ad valorem and similar taxes for the current year on the Properties as hereby conveyed. As to the oil and gas leases described in Exhibit "A" attached hereto, this conveyance is specifically made subject to all operating agreements, poolingagreements, rights-of-way, easements and any other contract rights which may affect the Properties, recorded or unrecorded. By its acceptance hereof, the Partnership agrees to assume all obligations of States accruing after the effective date hereof and agrees to comply with all governmental laws, rules and regulations, including the plugging of all wells as required by said regulations or leases. IT IS ACKNOWLEDGED THAT PARTNERSHIP HAS INSPECTED THE PROPERTIES AND HAS SATISFIED ITSELF AS TO THEIR PHYSICAL AND ENVIRONMENTAL CONDITION, BOTH SURFACE AND SUBSURFACE, AND THAT PARTNERSHIP SHALL ACCEPT THE PROPERTIES IN THEIR "AS IS, WHERE IS" CONDITION, WITH ALL FAULTS AND LIABILITIES, PAST, PRESENT AND FUTURE, INCLUDING ENVIRONMENTAL LIABILITY KNOWN OR UNKNOWN. All the terms and provisions of this Conveyance, Assignment and Bill of Sale shall be and shall be construed to be covenants running with the land binding upon States and Partnership and binding upon any other party who may in any way succeed to any part of the interest in the Properties hereby conveyed and assigned by States to Partnership. To expedite recording counterparts of this Conveyance, Assignment and Bill of Sale, the counterparts to be recorded in the various counties or parishes in which the Properties are situated may have attached thereto only partial exhibits limited to the Properties located in that particular county or parish; provided, however, a counterpart of this, Conveyance, Assignment and Bill of Sale with complete exhibits will be available in Partnership's office in the city of Breckenridge, Stephens County, Texas. 8. States and Partnership agree to take such further actions and to execute, acknowledge and deliver such additional documents and instruments as may be necessary Or useful in carrying out the purposes of this Conveyance, Assignment and Bill of Sale. TO HAVE AND TO HOLD the Properties, together with all and singular the rights and appurtenances thereto in anywise belonging, unto Partnership, its successors and assigns forever. States does hereby bind itself, its successors and assigns to warrant and forever defend all and singular the title to the Properties and rights Unto Partnership, its successors and assigns, against every person whomsoever lawfully claiming or to claim the same or any part thereof, by, through and under States only, and does hereby subrogate Partnership to any and all warranties that States may have relative to the Properties and interests Unto Partnership herein. · This Conveyance, Assignment and Bill of Sale is made without warranties (except for the special title warranty above), express or implied in fact or in law, as to merchantability, durability, use, operation, fitness for any particular purpose, condition or safety of the Properties, compliance with regulatory and environmental requirements or otherwise. EXECUTED this 21st day of January, 2004, but to be effective as of the 1st day of September, 2003. STATES, LTD. By: IBEX, INC., General Partner By:. President ~: BRAZOS LIMITED PARTNERSHIP By: BRECK OPERa. TING CORP., General Partner /at A.BrazosLP Revised 111303 After Recording Return to: Breck Operating Corp. P.O. Box 911 Breckenridge, TX 76424-0911 Attn: Land Department By: ~_ _ President ~PPROYEU AS TO FO~M A~ TO CONTENT A8 TO ~'~RE~'~ (Page 2 of Conveyance, Assignment and Bill of Sale from States, Ltd. to Brazos Limited Partnership effective September 1, 2003) " 3, 5 *** Acknowledgments *** THE STATE OF TEXAS § COUNTY OF STEPHENS § The foregoing instrument was acknowledged before me, a Notary Public, on the 215t day of January, 2004, by JOHN H. CONNALLY, President of IBEX, INC., a Texas corporation acting in its capacity as General Partner of STATES, LTD., a Texas limited partnership, on behalf said partnership. ~i~fi~ NOTARY PUBLIC ~ ~ ' ~%~ STATE OF T~X~S ~ THE STATE OF TEXAS COUNTY OF STEPHENS § The foregoing instrument was acknOwledged before me, a Notary Public, on the 215~ day of January, 2004, by JOHN H. CONNALLY, President of BRECK OPERATING CORP., a Texas corporation acting in its capacity as General Partner of BRAZOS LIMITED PARTNERSHIP, a Texas limited partnership, on behalf of said partnership. LINDA VENEKAMP NOTARY PUBLIC STATE OF TEXAS (Page 3 of Conveyance, Assignment and Bill of Sale from States, Ltd. to Brazos Limited Partnership effective September 1, 2003) . EXHIBIT "A' Attached to Conveyance, ASsignment and Bill of Sale From States, Ltd. to Brazos Limited Partnership LINCOLN couNTY, WYOMING 346 .Wyoming 28883 Lease (21~) Oil and Gas Lease No. WYW-28883 dated 06/01/71 from USA, as Lessor, to Petroleum, Inc., as Lessee, recorded in Book 136, Pg. 248, insofar as said lease covers E/2 E/2 Sec. 30-26N-111W, containing 160 acres, more or less, below 8830'. subsurface only. ..Wyoming 0126207 Lease [21544) Oil and Gas Lease No. WYW-0126207 dated 05/25/71 (eff. 06/01/71) from USA, as Lessor, to Petroleum, Inc., as Lessee, recorded in Book 136PR, Pg. 248, insofar as said lease covers Lots 1 & 2 Sec. 31-26N-111W, containing 73.48 acres, more or less, below B/Frontier formation only.