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RECEIVED
· LINOOLN COtJNTY CLERK
90116l
MEMORANDUM OF
EXPLORATION AND DEVELOPMENT AGREEMENT
(DARBY THRUST)
Palace Exploration Company ("Palace"), an Oklahoma corporation, whose address is
1202 East 33ra Street, Suite 100, Tulsa, Oklahoma 74105, Zinke & Trumbo, Inc. ("Zinke"), an
Oklahoma corporation, whose address is 1202 East 33rd Street, Suite 100, Tulsa,
Oklahoma 74105, Nevada Petroleum Corporation ("Nevada"), a Nevada corporation, whose
address is 7720 East Belleview, Suite #B-102, Greenwood Village, Colorado 80111, Condor
Exploration, LLC ("Condor"), a Nevada linfited liability company, whose address is 7720 East
Belleview, Suite #B-102, Greenwood Village, Colorado 80111 and Horsetrap Partners, LLC,
("Horsetrap"), a Wyoming limited liability company whose address is 7720 East Belleview,
Suite #B-102, Greenwood Village, Colorado 80111, have entered into an Exploration and
Development Agreement (Darby Thrust), effective September 24, 2003 (the "Darby Thrust
EDA").
The lands and leases subject to the Darby Thrust EDA are described in Exhibit B to this
Memorandum ("Subject Lands"), which is hereby incorporated by reference.
The Darby Thrust EDA provides, among other things, that Condor, Nevada, and
Horsetrap shall convey and Condor, Nevada and Horsetrap hereby agree to convey to Palace a
contractually determined working interest in all the Subject Lands upon the completion of a
drilling program set forth in the Darby Thrust EDA. The Darby Thrust EDA terminates five
yeats from the effective date of the Darby Thrust EDA.
The Darby Thrust EDA also creates an option on behalf of Palace and Condor, Nevada
and Horsetrap hereby convey to Palace an option to purchase certain facilities and a pipeline
further described on Exhibit B to this Memorandum, which is hereby incorporated by reference.
The Darby Thrust EDA creates an Area of Mutual Interest among Palace, Nevada,
Condor and Horsetrap in the area set forth on Exhibit A to 1 his Memorandum.
In the event of any conflict between the terms of the Darby Thrust EDA and this
Memorandum, the terms of the Darby Thrust EDA shall govern.
This Memorandum is binding upon and inures to the benefit of the parties hereto and to
their respective heirs, devisees, legal representatives, successors and assigns.
MemooIEDA Palace Memorandtm~ 6-23434
· 6£23/04 11:52 AM
This Memorandum may be executed in any number of counterparts, and by different
parties in separate counterparts, each of which shall be deemed to be an original instrument, but
all of which together shall constitute but one instrument. For purposes of recording in the real
property records of Lincoln and Uintah Counties, Wyoming, and Summit County, Utah only one
copy of this Memorandum with individual signature pages attached needs to be recorded.
· Executed on the dates set forth in the acknowledgment for each party, but effective
September 24, 2003.
PA~TION
CONDOR EXPLORATION, LLC
cOMPANY
I. NC.
NEVADA PETROLEUM
CORPORATION
HORSETRAP PARTNERS, LLC
STATE OF OKLAHOMA
COUNTY OF TULSA
)
) SS:
)
The foregoing instrument was acknowledged before me by Robert M. Zinke, Vice
President,f PALACE EXPLORATION COMPANY, an Oklahoma corporation, this ~
day of ~J0~,t.~ ,2004. ,
Witness my hand and official seal.
My commission expires
~Notary Public Oklahoma~
/' x-',-~:4 .'_-""~ OFFICIAL SEAL I
PUBLIC I JACQUEZEHREN I
~_.,~o%, ) TULSA COUNTY I
',~q,_~'""= _"~,../COMMISSION #: 040017701
Notary~Public/ -
(SEAL)
This Memorandum may be executed in any number of counterparts, and by different
parties in separate counterparts, each of which shall be deemed to be an original instrument, but
all of which together shall constitute but one instrument. For purposes of recording in the real
property records of Lincoln and Uintah Counties, Wyoming, and Summit County, Utah only one
copy of this Memorandum with individual signature pages attached needs to be recorded.
Executed on the dates set forth in the ackmowledgment for each party, but effective
September 24, 2003.
PA~RATION COMPANY
C~0RATION, LLC
'~O~OR1 / ~ /'; /
,~TR~,.PAI~TNERS, LLC
Z~, INC.
NEVADA PETROLEUM
CORPORATION
STATE OF OKLAHOMA
COUNTY OF TULSA
ss'.
The foregoing instrument was ac ~knowledged before me by Robert M. Zinke, Vic~'
President o£ ~,ALACE EXPLORATION COMPANY, an Oklahoma corporation, this
day of ,~r'r-..]dkm..~ , 2004.
Witness my hand and official seal.
My commission expires
I,/~'~'~ Nota~ Public Oklahoma
/ ~'~.-.'_~'~ OFFICIAL SEAL
I Pu~uc I JACQUEZEHREN
~ ~.,,L~,..~o.. ] TULSA COUNTY
COMMISSION #' 04001770
Notary Public - ' '
(SEAL)
This Memorandum may be executed in any number of counterparts, and by different
parties in separate counterparts, each of which shall be deemed to be an original instrument, but
all of which together shall constitute but one instrument. For proposes of recording in the real
property records of Lincoln and Uintah Counties, Wyoming, and Summit County, Utah only one
copy of this Memorandum with individual signature pages attached needs to be recorded
Executed on the dates set forth in the acknowledgment for each party, but effective
September 24, 2003.
RATION COMPANY
OR EXPLORATION, LLC
HORSETRAP PARTNERS, LLC
0, INC.
NEVADA PETROLEUM
COR~r6~A TION
STATE OF OKLAHOMA
COUNTY OF TULSA
The foregoing instrument was acknowledged before me by Robert M. Zinke, Vice
President ~)fPALACE EXPLORATION COMPANY, an Oklahoma corporation, this ~
day of ~)~j vx~L ,2004.
Witness my hand and official seal.
My commission expires
~Notarv Public Oklahoma'
/f~_~:_'<.".'~"~ O[:FICIAL SEAL
[ PUBLIL; I JACQUE ZEHREN
~, .L~o[ofi J TULSA COUNTY
~5),.._'~ .... ~'.w,..-/COMMISSION #: 04001770
Notary Put'lc
(SEA )
-2-
STATE OF (q C)[ CbC-Ok ~ t_'T) )
) SS:
COUNTY OF ~XX'-'_Cjt ~ (2¢~ )
~ J l )~ ochThe foregoing0~. [CcF~Cl~---~instrument was acknowledged befose me by
of CONDOR EXPLORATION, L'LC, a
company, this c~ )-J- day of , )Ct U~, ,2004.
Witness my hand and official seal.
My commission expires
I~y Conmssk)n Expires F~, ~, l~t
STATE OF
COUNTY OF
Notary Public
(SEAL)
) SS'
)
The foregoing instrument was acknowledged before me by
, of HORSETRAP
PARTNERS, LLC, a company, this
,2004.
day of
Witness my hand and ^cc.~;=~
My commission expires
Notary Public
(SEAL)
STATE OF
COUNTY OF
)
) SS:
)
.... o-.I-0
The foregoing instmmem was acknowledged betbre me by
of CONDOR EXPLORATION, LLC, a
company, this day of
,2004.
Witness my hand and official seal.
My commission expires
Notary Public
(SEAL)
STATE OF ~/e~*'~ )
)
cOUNTY OF 0 t~dqr,~- )
J
SS:
The foregoing instrument was acknowledged before me by
PARTNERS, LLC, a ~
2004.
Witness my hand and official seal.
My commission expires
o f HORSETRAP
company, this 23~"t day of
Not~y Public
(SEAL)
~r'~'~ RYAN OLSEN
~[~)~ NOTARY PUBLIC - OREGON
~,.~,/~/ COMMISSION NO. 367065
~. I~¥ COI~MISSIOPI EXPm(S aA,C, !7:2007
-4-
STATE OF OKLAHOMA
COUNTY OF TULSA
)
) SS:
)
The foregoing instrument was acknowledged before me by Robert M. Zinke, President of
_~~& TRUMBO, ~C., an Oklahoma corporation, this ~1~ dayof ,2004.
Witness my hand and official seal.
My commission expires
I~Nota~' Public' Oklahoma ~
/ ~,~.<..'ff ~ OFFICIAL SEAL I
( ~U'~L,U I JACQUEZEHREN I
\ "[T~°fi J TULSA COUNTY J
k4~)~""-~'~,./COMMISSION #: 04001770 [
N°t~ry public
(SEAL)
STATE OF OREGON
COUNTY OF Deschutes
)
)
)
SS:
The foregoing instrument was acknowledged before me by Patrick M. GiSler
, Agent of NE VAD,A~,ETROLEUM
CORPORATION, a Nevada corporation, this o25- day of
,../~,~ o.~ ,2004.
Witness 'my hand and official seal.
My commission expires
-3-
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