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1.0 Application
Garfield County Community Development Department 108 8th Street, Suite 401 Glenwood Springs, CO 81601 (970) 945-8212 www.garfietd-county,com ' TYPE OF APPLICATION ❑ Administrative Review ❑ Limited Impact Review ❑ Major Impact Review ❑ Amendments to an Approved LUCP ❑ LIR MIR ❑ SUP El Minor Temporary Housing Facility ❑ Vacation of a County Road/Public ROW ❑ Location and Extent Review ❑ Comprehensive Plan Amendment ❑ Major 0 Minor ❑ Pipeline Development ❑ Time Extension (also check type of original application) (./?-//y LAND USE CHANGE PERMIT APPLICATION FORM ❑ Development in 100 -Year Floodplain ❑ Development in 100 -Year Floodplain Variance ❑ Code Text Amendment ❑ Rezoning 0 Zone District❑ PUD 0 PUD Amendment ❑ Administrative Interpretation ❑ Appeal of Administrative Interpretation ❑ Areas and Activities of State Interest ❑ Accommodation Pursuant to Fair Housing Act ❑ Variance INVOLVED PARTIES Owner/Applicant Encana Oil and Gas, Attn: Jason Oates Phone: ( 720 ; 876-3228 Name: _ _ __.._______ Mailing Address: 370 17th Street, Suite 1700 City: Denver State: C E-mail: Zip Code: 80202 Representative (Authorization Required) Name: Jenna Hirsch, EHS Representative phone: ( 303 ) 999-4054 Mailing Address: 1999 Broadway, Suite 3700 City: DenverState: CO Zip Code: 80202 E-mail: jhirsch@Iinnenergy.com PROJECT NAME AND LOCATION Project Name: L-15 Man Camp Assessor's Parcel Number: 2135 - 273 - 00 - 015 _ Physical/Street Address: Legal Description: NWSW Section 15, Township 6 South, Range 96 West, 6th P.M., Garfield County, Colorado Zone District: R -L Plateau Property Size (acres): 283 2‘f' 4"l 9/ PROJECT DESCRIPTION Existing Use: Natural gas -producing well pad. Proposed Use (From Use Table 3-403): Temporary employee housing Description of Project: The existing, producing L-15 well pad is in close proximity to where drilling will take place and has ample room to accommodate the temporary employee housing facilities, as there is limited room where drilling will occur REQUEST FOR WAIVERS Submission Requirements 0 The Applicant requesting a Waiver of Submission Requirements per Section 4-202. List: Section: Section: Section: Section: Wa Iver of Standards The Applicant is requesting a Waiver of Standards per Section 4-118. List: Section: 7.20& (ISDS) (see section 2.0 cf written application) Section; Section: Section: I have read the statements above and have provided the required attached information which is correct and accurate to the best of my knowledge. Ste Aiinthmen4-3 1)0 4- Surfac lc a() ri/�j(i1/24/2014 " } Date ature of Property Owner OFFICIAL USE ONLY File Number: ___,__ Fee Paid: $ APPLICATION FOR MINOR ADMINISTRATIVE PERMIT GARFIELD COUNTY, COLORADO L-15 WELL PAD TEMPORARY HOUSING FOR NATURAL GAS WORKERS PICEANCE BASIN NATURAL GAS OPERATIONS LINN OPERATING SUBMITTED BY LINN OPERATING December 2014 1 APPLICATION FOR MINOR ADMINISTRATIVE PERMIT: TEMPORARY HOUSING FOR NATURAL GAS WORKERS TABLE OF CONTENTS 1.0 DESCRIPTION AND SPECIFICATIONS FOR THE PROPOSED TEMPORARY HOUSING FACILITY 1.1 Introduction 1.2 Project Location 1.3 Site Plan Description 1.4 Hours of Operation 1.5 Site Access and Anticipated Vehicle Traffic 1.6 Emergency Response 2.0 WATER USE AND WASTEWATER DISPOSAL 3.0 SITE PLANS 4.0 VICINITY MAP 5.0 GARFIELD COUNTY ASSESSOR'S MAPS 5.1 Mitigation of Impacts to Adjacent Landowners and Other Land Uses 6.0 DEED AND LEGAL DESCRIPTION OF PROPERTY 7.0 PERFORMANCE STANDARDS FIGURES REGIONAL MAP SITE PLAN EMERGENCY RESPONSE MAP AND ACCESS ROADS VICINITY MAP ATTACHMENTS Attachment 1 Garfield County Assessor's Parcel Map Attachment 2 Adjacent Landowners Maps/Surface Ownership Map Attachment 3 Deed to Subject Property, Assignment of Mineral Leases (Surface Use Agreement) Attachment 4 Encana's Authorization for Permit Application 2 Attachment 5 COGCC-Approved APD for L-15 Well Pad (Forms 2 & 2A) Attachment 6 Artesian Water Potable Water Service Confirmation Letter Attachment 7 United Site Services (a.k.a. Down Valley Septic) Wastewater Services Confirmation Letter and CPDHE Certification Attachment 9 Documentation of name change from Berry Petroleum Company to Berry Petroleum Company, LLC; and from Berry Petroleum Company, LLC to Linn Operating Attachment 10 Payment Agreement Form Attachment 11 Compliance Officer Performance Standards and Sign Off Attachment 12 Sheriff's Office Checklist and Sign Off Attachment 12 Fire Protection District Checklist and Sign Off Attachment 13 Statements of Authority and Supporting Documentation 3 APPLICATION FOR MINOR ADMINISTRATIVE PERMIT: TEMPORARY EMPLOYEE HOUSING FOR NATURAL GAS WORKERS 1.0 DESCRIPTION AND SPECIFICATIONS FOR THE PROPOSED TEMPORARY EMPLOYEE HOUSING QUARTERS 1.1 Introduction This Application for a Minor Temporary Employee Housing Administrative Permit is being submitted by LINN Operating (formerly Berry Petroleum Company, LLC) in support of its Piceance Basin natural gas operations, located near upper Parachute Canyon (Figure 1 -Regional Map and Figure 4 -Vicinity Map). In brief, LINN Operating (LINN) proposes to install temporary employee housing quarters, which would accommodate drilling personnel working on LINN's operations. Temporary housing quarters would consist of three individual mobile home buildings and would accommodate up to a maximum of 24 individuals, including geologic/drilling technicians, rig crew, and construction/maintenance workers. LINN anticipates having 20 individuals at the housing quarters at any one time. Upon approval from Garfield County, LINN anticipates that installation of the facility would occur on or around January 15, 2015. Although the exact removal date is not known at this time, removal will occur within 365 days of installation and LINN expects removal to occur before January 1, 2016. Employees will work 12 hour shifts for 7 successive days, after which the crews rotate and workers are off for 7 days. The proposed temporary housing quarters would house working crews during their 7 -day work weeks, thereby substantially reducing daily vehicle trips up and down the mountain. One-way travel times between the Town of Parachute and LINN's working locations are as great as two hours. The proposed temporary employee housing quarters would provide tired staff a safe alternative to driving down the mountain to housing in Parachute, Rifle, DeBeque, or elsewhere after their 12 hour work days/nights are complete. At the end of each 7 - day work week, crews would rotate. 1.2 Project Location LINN's proposed project location is in the southwest quarter of Section 15, Township 6 South, Range 96 West of the 6th Principal Meridian in Garfield County, Colorado. The proposed temporary housing quarters would be located entirely on an existing COGCC- permitted well pad for less than a cumulative 365 days. The housing quarters would be temporary and may relocate when the drilling rig is moved elsewhere on LINN's acreage. The goal is to provide temporary housing quarters close to LINN's active working area/drilling rigs to minimize commuting distances and traffic on local roads. 1.3 Site Plan Description LINN is proposing to install temporary employee housing quarters and any associated infrastructure on COGCC-permitted LINN L-15 well pad on lands owned by Encana Oil and 4 Gas, Inc. The proposed temporary housing quarters would consist of three mobile home buildings (Photo 1) provided by Outpost Office, Inc. In total, the temporary employee housing quarters would accommodate up to 24 individuals. In addition to bedrooms, each mobile home building would include a fully equipped bathroom, laundry machines, a kitchen, refrigerator, dining area, a couch, and a satellite television (Photo 2). Figure 2 provides a site plan showing the proposed layout of the temporary housing quarters on the L-15 well pad. Electric power for the proposed temporary housing quarters would be provided by diesel -fueled electric generators. Potable water and bottled drinking water would be transported by truck, as described in Section 2.0. 1.4 Hours of Operation The proposed temporary housing quarters are scheduled to be in continuous operation 24 hours per day, every day, until drilling is moved to a location elsewhere on LINN's acreage. 1.5 Site Access and Anticipated Vehicle Traffic Access to LINN's operations and the proposed temporary housing quarters will be via Wheeler Gulch Road from County Road 215, northwest of Parachute. The road is gated and access is controlled by guard shacks at the bottom of the road. From the top of Wheeler Gulch Road, vehicles would proceed north to the L-15 well pad location. Specific directions are as follows: From the intersection of Highway 6 & 24 and County Road 215 at Parachute, proceed Northwesterly along County Road 215 approximately 3.5 miles to an intersection with the Wheeler Gulch Road on the right. Proceed right in a general Northeasterly direction approximately 6 miles to the beginning of the Wheeler Gulch tunnel, proceed through the tunnel approximately 0.7 miles to the upper guard shack. Continue in a general Northerly, then Westerly, then Southerly direction approximately 9.3 miles to the L 15-696 well site, with the signed access road on the right. Vehicle traffic associated with each of the proposed temporary housing quarters would include approximately 10 light pickup truck trips per day, as well as 6 large truck trips per week for delivery of potable water, removal of wastewater, and removal of trash. 1.6 Emergency Response In order to ensure a safe and timely response to emergency situations, LINN has provided the Garfield County Sheriff's Department and the local fire department (Grand Valley Fire Protection District) with a detailed map showing the location of the proposed temporary housing quarters along with access roads, detailed directions to it, GPS coordinates to facilitate timely response and a map of a nearby helicopter landing pad (Figure 3), a layout of the pad (Figure 2 - Site Plan), a list of local emergency personnel with addresses and phone numbers, and contact information for LINN 24-hour emergency response contacts.. Since the temporary housing quarters would be located within an active field, roads will be well -maintained and snow plowed in the winter to facilitate vehicle access. LINN will also make best efforts to adequately sign access routes to the rig site/housing quarters at key road intersections. 5 The proposed temporary employee housing sites would be equipped with a cellular phone (assuming there is service) or a satellite telephone to be used to contact emergency response services as needed. A list of emergency contact numbers will be posted at the temporary housing quarters and all personnel occupying them will be informed as to use of the emergency contact list and the cellular/satellite telephone to summon emergency responders, should the need arise. Photo 1. Exterior of Mobile Home Housing Quarters. 6 Photo 2. Common Living and Dining Area in Mobile Home. Photo 3 Typical Approved Fire Extinguisher (Class ABC). 7 In the case of medical emergencies, the type of action taken will depend on the severity of the medical emergency. Should a life threatening medical emergency arise, LINN or its contractors would summon St. Mary's Care Flight for helicopter response. Helicopter landing sites have been established in close proximity to the L-15 well pad temporary housing quarters/drill rig locations. The GPS locations of the landing sites have been provided to both the Garfield County Sheriffs Department and Care Flight. Emergency contact numbers are located at the end of this document. In the case of injuries or medical problems that are not life threatening, the injured worker would either be transported down the mountain in a company/contractor vehicle to the nearest medical center for treatment or transported by ambulance summoned to the site, depending on the circumstances. A well-equipped first aid kit would be located in a central trailer. The proposed temporary housing quarters would be equipped with smoke and heat detecting fire alarms to alert the occupants of a fire. All occupants would be informed as to escape routes and fire extinguisher locations. All of the mobile home units would be equipped with fire extinguishers capable of fighting A, B, and C-type fires. Fire extinguishers would be mounted on the walls or in easily visible locations. Since the proposed temporary housing quarters would be placed on COGCC-permitted well pad that is clear of vegetation, the risk of wildfires would be minimal. Smoking would only be permitted in designated areas adjacent to the housing quarters. Open fires would not be permitted. Only gas grills would be used outdoors. 2.0 WATER USE AND WASTEWATER DISPOSAL Potable water would be delivered by truck to each of the proposed temporary employee housing quarters by a licensed contractor, as needed for washing and toilet consumption. Potable water would be obtained from Artesian Water Service, which is certified as potable to meet Colorado Department of Public Health and Environment regulations for public water supplies. Based on Colorado law, the potable water supply for the proposed temporary employee housing quarters is not subject to Colorado Primary Drinking Water regulations (5 CCR 1003-1-1.2). Potable water for the site would be stored in three (3) 3,000 gallon potable water tanks, which would be weather-proof and insulated to prevent freezing. The water would then be piped from this tank to the internal plumbing systems of the individual mobile home units. The 3,000 gallon tanks would serve all three mobile home units. Potable water would be pressurized by a pump that will deliver water at a pressure of 50 to 60 pounds per square inch to all fixtures in the housing quarters. LINN anticipates 20 individuals to be staying at the housing facility at any one time. Calculations for water usage are for 20 people using 75 gallons of water per day per person, which would be 1,500 gallons per day. LINN anticipates once -weekly deliveries of potable water. Accurate records would be kept to demonstrate that the water supplied is from an approved source and monthly records of potable water samples tested for coli form bacteria would be available to the County upon request. The Garfield County Public Health Department would be notified immediately if tests yield coli form bacteria contamination results. Although it would be suitable for drinking, the potable water to be used at the proposed temporary housing quarters is generally intended for washing, laundry, and toilet flushes. Drinking water would be supplied by 8 a vendor in 5 gallon bottles, and delivered as needed. Water deliveries would be via maintained county and well field access roads that will be kept open on a year-round basis. No on-site well water will be required for the project's duration. Wastewater would be temporarily stored in three (3) 4,000 gallon waste water holding tanks at the proposed employee housing quarters. The tanks would be heated to prevent freezing (Photo 4). Each wastewater holding tank would be equipped with overflow alarms that would be triggered when the tanks reach 80% of capacity. The tank and piping would be made of proper materials, would be water tight, properly sealed or screened to prevent entry and exit of insects and other vermin. The holding tanks would be pumped by vacuum trucks (Down Valley Septic) one to two times per week to maintain ample storage capacity. Wastewater haul trips would typically remove up to 4,000 gallons from each holding tank. The wastewater would then be hauled and disposed of (as appropriate) at the Garfield County Landfill. Records of all wastewater haul trips will be maintained on-site to verify the waste was hauled by an approved service and receipts from the hauler will be kept on record. Letters from both the potable water supplier and the wastewater hauler certifying that they will provide service to the rigs associated with the L-15 temporary employee housing quarters are attached. Although Garfield County has required the use of Individual Sewage Disposal Systems (ISDS) for wastewater treatment and disposal, LINN would like to request an exception from this requirement due to the short duration the proposed temporary housing quarters would be used at the proposed site. The proposed temporary employee housing quarters on the L-15 well pad would only be used for less than one year, then would be relocated elsewhere. Given this short- term use, the installation of a septic system or other ISDS is not deemed practical at this time. 3.0 SITE PLAN Figure 2 provides a diagram showing where the temporary housing quarters would be located on the L-15 natural gas well pad. LINN's proposed temporary employee housing quarters would not be located within one mile of a state or county roadway. 4.0 VICINITY MAP Figure 4 depicts the location of LINN's operations in relation to nearby roadways on a USGS topographic map. As stated previously, the proposed temporary housing quarters would be installed on COGCC-permitted natural gas well pad, which is flat to very gently sloping. 9 Photo 4. Sealed 4,000 Gallon Wastewater Tank in Heated Enclosure. Photo 5. Bear -Proof Trash Dumpster with Steel Locking Doors. 10 STATE OF COLORADO DIVISION OF HOUSING THIS NONRESIDENTIAL STRUCTURE COMPLIES WITH THE FACTORY MALT N NHE sIOENTIAL CONSTRUCTION STANDARDS OF THE STATE OF COLORADO MANUFACTURE:R(5r NAME PLAN A PPHOVAI. NO. DATf. LILIFLT UNIT 104 CERTIFICATION NO. FOAM MANUFACTURER CERTIFIES THE FOLLOWING: LOBO PSF TD MPH PSF %-.X7frroOfi WALLS HR AA I HR F44.1BA,T,ri.;- C.F 11 r.MR Photo 6. State Housing Certification 1101111111111 NUMBING/J. ELECTMAL PLUM" 111111111111111111111111 BUILDING an k c STATE OF COLORADO DIVISION OF HOUSING toot appsfIBINOINt.IIL 111•IPC Tulle C 004PL Ile vrtimi 1441 facto/By 111100 soliFfilampogetvtak coorsr auc Ho*. 111111•8061/6011 0 traf IllItS OP COODBIACIO sLANUNICIIIMININI IMAM pt. Pa IhNIPINNOIL t,*711 SUMO MANUFACTURECERTIFIES THE FOLLOWING arPec 14 MON Lan, Wee WINO *Loom imia••• ,01111 $11711111$0. SA4 LA ION SAVISMI ._m ASTMS $1141.041 Photo 7. State Housing Certification 11 T4•!5 r <ii%. `:Iq $ry: 5'IIP PitAl`f.rtT1iSF i"Itt:`, STATE OF COLORADO DIVISION OF HOUSING Ut=u.r a 2.11$4 , O }In-, Pal ATCO +(t0Etrucluvc (U$$A)re,. AF. NUrBrFi Prf Inc, Fr Fh=+1 r c li,rl.ir :S tnrr: fnrr. Ir;t bn 'n in rrrf Cl lrrr �rttth. thi' yi orf �t u., t b(r. rr Photo 8. State Housing Certification 5.0 GARFIELD COUNTY ASSESSOR'S MAPS A copy of the Garfield County Assessor's Parcel Maps for the Subject Property, showing LINN's natural gas acreage block are included with this application as Attachment 1. A list of adjacent property owners or those within 200 feet of the Subject Property is provided below in Table 1. The project site is specifically located on Assessor's Parcel Number 213527300015, a tract of land owned by Encana Oil and Gas USA, Inc. Name of Owner Address Board of County Commissioners 108 8th Street, Suite 213 Glenwood Springs, CO 81601 Bureau of Land Management PO Box 1009 Glenwood Springs., CO 81602 U. S. NAVAL OIL SHALE RESERVE PO Box 1009 Glenwood Springs., CO 81602 ENCANA OIL & GAS (USA) INC 370 17th Street, Suite 1700 Denver, CO 80202 EXXON MOBIL CORPORATION PO Box 53 Houston, TX 77001-0053 MOBIL OIL CORP PO Box 53 Houston, TX 77001-0053 PUCKETT LAND COMPANY 5460 S Quebec Street, Suite 250 Greenwood Village, CO 80111-1917 CHEVRON USA INC PO Box 285 Houston, TX 77001 OLDLAND, REUBEN GERALD & STEPHANIE D 14667 County Road 5 Rifle, CO 81650 All mineral rights leased by LINN underlying the Subject Property are owned by Encana Oil and Gas, Inc. Copies of the subject property's deed and LINN's mineral lease agreement with Encana Oil and Gas, Inc. are provided in Attachment 3. 5.1 Mitigation of Impacts to Adjacent Landowners and Other Land Uses The project site is located in a rural area used for livestock grazing and natural gas production. There are no occupied residences or sensitive land uses, such as schools, in close proximity to LINN's operations. The temporary housing quarters would be installed on private land owned by Encana Oil and Gas, Inc. Since the temporary housing quarters would be located on existing natural gas well 13 pad, no new surface disturbance would be generated as a result of its installation and no additional impacts to cattle grazing are anticipated. Since the proposed temporary housing quarters would reduce daily commuting activity, the risk of vehicle -livestock collisions would be decreased. Additional measures that would be taken to reduce impacts to adjacent landowners include: • No alcohol or illegal drugs would be tolerated at any time in this facility; • Guns and other weapons would be prohibited; • Open fires and smoking outside of designated areas would be prohibited to minimize the risk of wildfires; • Compliance with all posted speed limits on access roads would be required or speed will be limited to 25 mph on roads not posted; • No pets would be allowed in the temporary housing quarters; and • A bear -proof trash dumpster and good housekeeping practices would be implemented to prevent animal nuisance problems (Photo 5). 6.0 DEED AND LEGAL DESCRIPTION OF THE PROPERTY LINN Operating is proposing to install its temporary employee housing on lands owned by Encana Oil and Gas, Inc. Included in Attachment 3 is a copy of the Deed for the subject property, and all other appropriate documentation. The underlying purpose of this project is to support LINN's drilling operations for natural gas on property owned by Encana Oil and Gas, Inc. Encana Oil and Gas, Inc. is the sole owner of minerals underlying the subject property. A copy of the assignment of Encana Oil and Gas, Inc.'s mineral leases to LINN is provided here as Attachment 3.The following is a legal description of the subject property: Legal Description: NWSW Section 15, Township 6 South, Range 96 West, 6th P.M., Garfield County, Colorado 7.0 PERFORMANCE STANDARDS The following is a discussion of how the proposed facility would comply with relevant standards outlined in Article VII, Section 7-706 of the Garfield County Unified Land Use Resolution of 2013. Section 7-706 Minor Temporary Employee Housing Facility Standards: A. Given the shortage of affordable rental housing in Parachute and Rifle, and the remote location of LINN 's operations, LINN is requesting a Minor Temporary Employee Housing Facility Permit for its natural gas workers. The proposed temporary housing quarters would comply with all applicable Garfield County building codes, state and federal permit 14 requirements, fire protection district requirements, and fire code requirements. All facilities would be used solely for living quarters in support of LINN's operations and not for recreational purposes. When operations are completed, all housing structures and associated infrastructure would be removed and the lands restored. It is LINN's intention to provide adequate utility and sanitation services to the proposed temporary housing quarters based on sound engineering practices and in compliance with applicable state and local laws and regulations. B. The Sheriff's Office and relevant fire protection district(s) will be notified at least 24 hours prior to installation and removal of the Minor Facility. The Community Development Department will be copied on all such notifications, electronic or by hard copy. C. Water systems will comply with all applicable State and local laws and regulations. All potable water systems will include a meter and LINN will keep a record of the daily usage. Under no circumstances would unsafe water be used for drinking. Potable water would be obtained from a sources certified to meet Colorado Department of Public Health and Environment standards, as described above. Although it would be suitable for drinking, the potable water to be used at the proposed temporary housing quarters is generally intended for washing, laundry, and toilet flushes. Drinking water would be supplied by a vendor in 5 gallon bottles, and delivered as needed. Water deliveries would be via maintained county and well field access roads that will be kept open on a year-round basis. No on-site well water will be required for the project's duration. No raw sewage or used water would be discharged on the ground surface. For sites to which potable water is hauled, LINN will: 1. Maintain accurate records to demonstrate that the water supplied is from an approved source; 2. Conduct monthly tests and keep records of potable water samples tested for coli form bacteria which would be available to the County upon request. The Garfield County Public Health Department would be notified immediately if tests yield coli form bacteria contamination results; 3. Obtain State permits for water systems through CDPHE or demonstrate that applications for any necessary permits have been submitted prior to a determination by the County that an application is complete; 4. Maintain compliance with State regulations at all times during operation. D. Wastewater systems will comply with all applicable State and local laws and regulations. As described in Section 2.0, wastewater would be temporarily stored in three (3) 4,000 gallon waste water holding tanks at the proposed employee housing quarters. These tanks would be heated to prevent freezing and would be equipped with an overflow alarm that would be triggered when it reaches 80% of capacity. The tanks and piping would be made of proper materials, would be water tight, and properly sealed or screened to prevent entry and exit of insects and other vermin. The holding tank would be pumped by vacuum trucks (United Site Services, a.k.a. Down Valley Septic) one to two times per week to maintain ample storage capacity. Wastewater haul trips would typically remove up to 4,000 gallons from each holding tank. The wastewater would then be hauled and disposed of (as appropriate) at the Silt Wastewater Treatment Facility. The facility is not projected to produce in excess of 2,000 gallons of waste per day and access to the 15 site will be maintained year-round for hauling and transportation. Wastewater will be disposed of using a vault -and -haul system that will demonstrate the following: 1. Year-round access available and maintained for safe and regular access for sewage hauling vehicles; 2. A demonstrated and guaranteed arrangement for sewage hauling; 3. Records of all wastewater haul trips will be maintained on-site to verify the waste was hauled by an approved service and receipts from the hauler will be kept on record; 4. The sewage disposal records will be maintained as public records to be available to the County upon request; 5. The facility will not exceed a cumulative of 1 year at the approved location; and 6. The facility has been designed to accommodate 75 gallons of wastewater per person per day or an amount derived from engineered calculations taken from metered usage rates at a similar facility that has been reviewed and approved by the County. E. All proposed temporary employee housing sites would be maintained in a clean, safe, and sanitary condition, free of weeds and refuse. Any hazardous or noxious materials stored on site would be managed in accordance with all applicable federal, state, and local laws and regulations. F. All trash and solid wastes generated at the proposed employee housing quarters would be stored in a centralized bear -proof dumpster, which would be made of steel and equipped with locking steel doors. Solid waste from this dumpster would be hauled offsite by a contract waste hauler to the Garfield County landfill. Refuse would be disposed of at least once per week and hauling records made available upon request. Dumpsters will be sized to adequately support the needs of the entire facility. Food storage would be limited to within the proposed temporary employee housing facilities. No outdoor food storage would be allowed. G. As discussed in Section 1.6, each mobile home unit (in the bedrooms) and the kitchen/dining trailer would be equipped with smoke and carbon monoxide alarms to alert occupants in the event of a fire. All Temporary Employee Housing Trailers are certified to meet the state's public safety requirement, and photos of the housing certifications are provided in photos 6-8. All temporary employee housing occupants would be informed as to escape routes and fire extinguisher locations. Each unit would be equipped with fire extinguishers capable of fighting A, B, and C-type fires. Fire extinguishers would be mounted on the walls or in easily visible locations. Residents would be informed as to the potential for wildfires and no open fires would be permitted at the proposed employee housing quarters. Smoking would only be permitted in designated areas near the units and away from brush and other native vegetation. H. No animals will be allowed at the Temporary Housing Quarters. I. Within 10 days following the expiration or other termination of the Land Use Change Permit or represented date of removal identified within the Land Use Change Permit, all housing structures, foundations, and associated infrastructure will be completely removed. LINN will provide the Director with photos, dated and signed by the LINN's compliance officer, indicating that all housing structures, foundations, and associated infrastructure have been removed within the specified timeframe. 16 CONTACT INFORMATION Surface Owner: L-15 Well Pad: EnCana Oil & Gas (USA) Inc. 370 17th Street, Suite 1700 Denver, CO 80202 LINK Operating 24 -Hour Emergency Response Contacts: DEREK JOHNSON Field Superintendent Cellular: (970) 274-3335 Office: (970) 285-5201 STAN BENCH Environmental, Health and Safety Rep. Cellular: (435) 823-1820 Office: (435) 722-1325 LINN ENERGY FIELD OFFICE 235 Callahan Ave. Parachute, CO 81635 (970) 285-2200 St. Mary's Hospital & Life/Care Flight 2635 North 7th Street Grand Junction, Colorado 81501 970 -298 -CARE (2273) 1-800-458-3888 Grand Valley Fire Protection District 0124 Stone Quarry Rd. Parachute, CO 81635 (970) 285-9119 Garfield County Building and Planning Dept. 108 8th St., Ste 401 Glenwood Springs, CO 81601 (970) 945-8212 17 Battlement Mesa Medical Center 73 Sipprelle Dr., Ste G Parachute, CO 81635 970.285.1506 Grand River Medical Center 501 Airport Rd. Rifle, CO 81650 970.625.1510 Garfield County Sheriff's Office 107 8th St Glenwood Springs, CO 81601 (970) 945-0453 Diversion Ditch SCALE: 1" = 80 BERRY PETROLEUM COMPANY • YOUT FOR DATE: 06-22-07 DRAWN BY: D.R.B. Revised: 04-03-08 D.R.B. Revised: 04-26-10 D.R.B. Revised: 06-17-10 D R.B. Revised: 10-21-10 D.R.B. Revised: 11-19-14 M.D. PAD LA WELL PAD L15 696 (AS—BUILT) SECTION 15, T6S, R96W, 6th P.M. NW 1/4 SW 1/4 Catch Beano L of Pad ..,_--Orginat Pad Oven W o SCALE 'Sheet 2 of 131 • Orgino/ Pod ----- Ana., 2 fev) 06130 06134 O44149 0612C Ou120 06120 0605C IC Production Equipment Area (100x75) al Edge of Pads`' 1 0491P 1,W.NEE, SCE - STAAAZEO CONKNI ENTRANCE4007 APPROXIMATE' ACREAGES APPROX WELL DISTURBANCE = 110109 ACRES ACCESS ROAD DISTURBANCE = *1.174 ACRES TOTAL = .11.2B3 ACRES Topsoil Stockpile Buried Water the FINISHED GRADE ELEV AT 12D (OC. STAKE = 83391.0' d Gas Line -Berm ji" Toe of IV Dn Dach "R" Catch Basin /�7oe of \Ofrersinn FillDilcn Th40005S Rood UINTAH ENGINEERING & LAND SURVEYING AS So. 100 fust • Vernal. InaA 94079 • (436) 700-1047 11 9 T 6S—R9(} Heli Pad Lat: 39.52500 Long: 108.09824 16 L-15 Well Pad Lat: 39.52071 Long: 108.09967 K-15 Well Pad Lat: 39.52248 Long: 108.09637 K-15 and L15 Proximity and Emergency Response Map Garfield County, Colorado Date: 11/0812010 1 IPlan: A BERRY PETROLEUM CO. 1999 Broadway, Suite 3700 Denver, Colorado 80202 11 6 11 L15 PAD OVERVIEW 1'l Section 15 - NWSE T6S R96W 49.5207537 / .106 0995066 1 22 to 12/182014 120 43 PM AL'‘. LINN Energy PICEANCE BASIN AFE Map L15 Pad December 2014 WELL SYMBOLS 0 LOCATION 0 194 FEET December 18, 2014 Existing Road 21p7 2413 Attachment 1 Garfield County Assessor's Parcel Map Parcel Number: 213527300015, ENCANA OIL & GAS (USA) INC 2175 -2405 L-15 Well Pad Lat: 39.52071 Long 108.09987 K-15 Well Pad Lat: 39.52248 Long, 108.09637 44 3' 2 K-15 and L15 Surface Ownership Map Garfield County, Colorado Date: 11/09/2010 Plan: A BERRY PETROLEUM CO. , 1999 Broadway, Suite 3700 !AP/ Denver, Colorado 80202 11'' 12 Parachute 7 SCALE 1 Mile H11. 111 EHRIM IltHR 655346 e7/02/2001 03 0.6P D.1602. R342 M ALSDORF 1 of 3 R 16.00 D 0.00 GARFIELO COUNTY CO AFTER RECORDING RETURN TO: .EuCana Oil & Gas (USA) Inc. 950 17thatteet, Suite 2600 Deriver, Colorado 80202 tikttentiOn: Diane Blieszner, ESq. QUITCLAIM DEED TI.TIS DEED, dated June , 2004, between UNION OIL COMPANY OF CALIFORNIA, a Lorporationduty organized and existing under the laws 0.1 the State of California ("Grantor"), woe legal addles 376 South Valencia Avenue, Itrea, California 92823, and TOM BROWN, INC., a corporation duly organized and cK:istine, under and .by virtue of the. laws of the State of Delaware ("Grantee"), ‘ellosc legal address is 555 17th Street, Suite 1850, Denver, Colorado 80202: WITNESS, that the Grantor, for and in consideration of the sum of Ten and ,no/100 and other good and valuable consideration, the receipt arid sufficiency of which are 'hereby, acknowledged, has remised, released, sold and QUITCLAIMED, and by these presents does remise, !easia, scil and QUITCLAIM unto the Grantee, its successors and assigns forever, all the right, title, claim and demand which the Ciran(or has in and to any and all real property, together .with irnprove.,rients, if any, situate, lyin2 and being in Township 4 Soni.h, Range 95 West of the 6'h P.M., 1 oti.vriisl4 6th P,M,; Township 5 South, Range 95 West of the 6'h P.M,, Township 5 South, Range., 96 West of then° Township 6 South, Range 96 West of the 64P.M., town3hip 7 South, 1ans 96 ',Vest of tile 6`h !Jari'cid cum y, Colorado, the fee interest.10 the ':)',Iflacx rights to that parcel of real properLy, 1:he lo,i,a1 thiscription of hu s attttcncid s Etthibit A (flit' "Clict.vron Reservoir Right of FiebsaI rst Parecil asci 4,:x_Ge:pt water '6101Lige itgittis ielatett to well pareel. yr,a,iii,or ankiirafack, .e,g(ec, sad intend that thia Ltiur-ocrit Shalt c.onvuy (jr-rite 1 1110 to oil, oas a,d 0[1-1,7j ttlnera1.3 itoriet the Lind titlIt'.E 6110i i-\.) (the r.11:1 r 1 CL;.1.): itS „n,t. Jed per,i:ent (255) i;1 21 oi po.dc2 rrOm. ari"ribfta:i!,•2 110306neiein 'tviticit is itticniced, muted Jr Oth0V,ViSC: extriieted froth shah: 'stoit the Orcen 6ivcr Fortin:thou riLIP toe3,.2dc to a daniti that is stiaph1c.D1!:1i tii trio Citaitieu incinbitu- of the Green River Foihnt,i.lici, 1leitj! !li: t.i..tttin of ! in the .S1:'21\,, Oil f -t t Ch -v NV/ Gr.h •;,! 1 :; riL roy;;1;•• HIE Ill 111111111 P 111:111111112 111131111 ► 555348 07/62/2004 03 OtiF 2 of 3 R 16.00 0 0.00 GARFIELD.COUNTY CO unto Grantor shalt entitle Grantor to a cost free share equal to two percent of S/$ths of all Shale OU in addition to any previously existing mineral interests or burdens excepted above and is not dependent on the existence (or.nonexistence) of any mineral lease coverine all or any portion of the: Real.Estate. Grantor may, at its option and'"in its sole discretion, elect from time to time to take its royalty share in kind upon giving Grantee at feast ninety days prior wrirten notice of such intent. IN WITNESS WHEREOF, the Grantor has caused its corporate name to be hereunto subscribed by its attorney-in-fact on this ) I day of June, 2004. UNION OIL COMPANY OF CALIFORNIA, a California corporation STATE OF COLORADO CITY AND COUNTY OF DENVER ) ss. By:_ _r.j�_-� - Brian i. 3+"elty, Attorne -in-Fact A;eknpwledgeit before me this _ day of lune,. 2004 by Brian. J. Kelly, Attorney -in -Fact for Union Qi.l Cornpany:ofCalifornia, a California corporation. Witless ray hand and official seal. �` e: b �ll;t Commission b\ pins. utyr -yam Notary Public 111I 1l1: 1111 Han 111111 655348 07/62/2004 03A6P. 01602 P344 M PLSOORF 3 of 3 R 16.00 D 0,06 GARFTELD COUNTY CO EXT -11 la A Letr.al Dei„leription Chevron Resi.1%,oir Ri stilt of First Reft sal Parcel and 1.YaterRihts (Includes Unocal Parcel Nos. 7631, 7632. 7633, 7634, 7660, 76931), 7699 and Portions of 7616, 7625, 7627A, 7639 and 7646) Township 5 South, P.a.ne 95 'West, 6th P.M. Section 30; Lots 10, 11, 12, 13 & 14 Section 31: Lots 2, 3, 4, 9 & 10 'Iownshio 5 South, Rntwe 96West 6t11 P.M. Section 25: 1.,ot. 7 and $ Section 36; NE1/4 & .SEI/4 except that part of the South 949:99 feet lying West of the Centerline of Parachaite Creek. Township 6 South. Rate96 West 6th P.M. Section 4: Lots 4, 10, 12 & and all that pat of Lot 1, SE1/4NW1/4, SW1/4NW1/4, N Wli4SW1/4 and Lot 11 lying East of the centerline of Parachute Creek Section 9: Lois 3, 4, 5, 11 & SW ItCWI/4 TOGETHER with a para.] of land, referred to as. the GranteeGulch St..:hp,o1 Rarc;e1, in the Northwest Quarter of the Southwest Quarter (NW1/4SW1,14) of Section 4, Township 6 South, Range 96 West of da Sixth Principal Meridian, County of Garfild, State of Colorado described as follows: Starting at the Notth,vest corner of the Southwest vat tec of Section 4, 't ownship 6 South, Rating 96 `Not Ifhts Cone r is located on the South side of a gulch) running down the gulch South of East 50 feet to the creek from thence don the creek West of South 207 feet from thence. West 336 t`ciet f -tont thence North 363 feet. EXCEP 11NG therefrom th:it portion of 1.1ounty oud 215 that crosses die subject p.roperty nclrding the Roadway survey parcels arid 51-a...le pircels convened to The lloarc.1 of (..1:outity of Cc.wilvoissionets (3arlie.1d County, C.:oiorticlo iri Spec:ial Wart-Jrity Deed tteorcicd Detc,ryiber 30, 19$6 in Book 702 at Paas 424Lod as ...:oric.tc.:(.1 in i.Dstrocil.w recorded furc 5, 1957 jnBook 714 al ram "6 MINI CED CO MOW cv es, AMON tn� ITT T'� C liT � omva P°: r W K WON O:� )g[rwaYe Oho yLrst State PAGE z I, HARPIST SMITH WINDSOR, SECRETARY OF STATE OF TSF STATE OF D '1 AWARE, DO . tE1 RY CERTIFY TUE CERTIFXCATE OF MERGER, P't7lUICH "TBI PIPELINE COMPANY", A DELAWARE CORPORATION, "FBI WEST VIRGINIA, INC.", A DELAWARE CORPORATION, "TOM BROWN, INC_", A DELAWARE CORPORATION, WI TR AND X NT° "E1V6.ANA Oft 6 CAS (LISA) INC _ " CJNDER rB.2 Nom' OP "EAYc A OIL tr GA5 (USA) INC, ",. A CORPORATION ORGAVIr.ED AND XXISTING UNIThf. TELE LAWS OF Ti{E STATE OF DELAWARE, WAS RECEIVED AND ?MED IN TOIS OrFiCB TEE TWENTY-SECOND DAY O • DECTER, A.D. 2004, AT 6:15 O'CLOCK P.M. AND .t DO ,HEREBY nartmEn 0 RTflT THAT 1'4x; AFORESAID CORPORATION SPALL BE GC)W2.NED BY TYE LAWS OF THE STATE OF DELAWARE. )IND _Z DO HEREBY FURTBE'P CFRTIFY THAT TRS' . ^F'ECTXVE DATE OF TJk AFORESAID CERTIFICATE OF MERGER Is TBH FIRST DAY OF jANVARY, A.D. 2005. 2.1.37895 8330 050039241 Harriet Smith Wndsor, Secrevry of Scut AiTI' TRNTTICAT10N: 3629 833 DATE: 0I-20-05 SURFACE USE LICENSE AGREEMENT THIS SURFACE USE LICENSE AGREEMENT (this "Agreement"), entered into this 7th day of June, 2006, by and between Berry Petroleum Company, whose office address is 950 17th Street, Suite 2400, Denver, Colorado 80202 ("BERRY"), and EnCana Oil & Gas (USA) Inc,, whose office address is 370 17th Street, Suite 1700, Denver, Colorado 80202 ("ENCANA"), hereinafter individually referred to as a "Party" and collectively as the "Parties." WITNESSETH WHEREAS, BERRY intends to develop its oil and gas leasehold by drilling wells located on certain ENCANA surface lands described on the attached Exhibit A and referred to herein as the "License Area," as it may be reduced from time to time, all as provided in greater detail in that Certain Carry and Earning Agreement executed by and between the Parties dated effective June 7, 2006 (the "C&E Agreement"); and WHEREAS, ENCANA desires to grant to BERRY a non-exclusive right and license to conduct all operations relating to the accessing, drilling, completing, plugging and abandonment, operating, producing, deepening, reworking and recompleting of horizontal or vertical wells located or to be located on the License Area ("Wells"), to the saving, taking, transporting, storing, handling and treating of oil, gas and other substances produced from such Wells, to the use maintenance and repair of existing roads over and across the License Area, to the construction, use, maintenance and repair of new roads over and across the License Area, to the construction and use of well pads, and to the construction and use of related infrastructure, including flowlines, gathering lines, pipelines and Well pad facilities (including the physical drillsite and production location containing one or more Wells and related facilities ("Well Pads") and excluding field offices, housing, storage yards, plants, processing facilities and compression facilities other than wellhead compressions for single Well Pad use) and electricity lines (which ENCANA may require to be buried) on the License Area (collectively with other rights described below, the "Licensed Rights"); and WHEREAS, BERRY and ENCANA desire to establish terms for the use of the License Area in connection with the exercise of the Licensed Rights by Berry. NOW THEREFORE, in consideration of the mutual covenants provided in this Agreement, and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the Parties agree as follows: 1. License. ENCANA hereby grants and conveys to BERRY a non-exclusive license to exercise all of the Licensed Rights on the License Area, and to use the License Area in connection therewith, for a term to begin on June 7, 2006, and, unless earlier terminated as provided herein, and to end on the 60th day following the last date of production from any Well operated by BERRY or its successor or assign and located on the License Area (the "Term"). 1 2. Compliance with Agreement. Prior to expiration of the Term, ENCANA may terminate this Agreement in the event BERRY is in material breach or default of its obligations hereunder, and such breach or default is not cured by BERRY to the reasonable satisfaction of ENCANA within 30 days (or, in the case of a payment default, ten days) of BERRY's receipt of ENCANA's written notice of default. 3. Release. BERRY shall, upon permanent abandonment of the Licensed Rights, termination as provided hereinabove, or expiration of the Term, execute and record a release of this Agreement, a copy of which shall be provided to ENCANA. 4. Roads. ENCANA hereby grants and conveys to BERRY a non-exclusive access right-of-way across the License Area, along the existing access roads ("Existing Access Roads") from the end of Garfield County Road #215, for ingress and egress to Wells and Well Pads operated by BERRY and which are located on the License Area. At its sole cost, risk and expense, BERRY shall upgrade and improve the existing access roads to the Long Ridge and Old Mountain areas within the License Area such that such roads are useable on a three -season basis. Prior to commencement of such construction activities, Berry shall submit its plans and specifications to ENCANA, and Berry may not commence construction until ENCANA has approved the plans and specifications. If the Parties agree to further upgrade such access roads to year-round use, the cost of such upgrades shall be borne fifty percent (50%) by each Party. ENCANA hereby grants and conveys to BERRY a non-exclusive access right-of-way across the License Area to construct new roads ("New Roads") to connect Well Pads to the Existing Access Road. Prior to commencement of construction activities, Berry shall submit all plans and specifications to ENCANA, and Berry may not commence construction until ENCANA has approved the plans and specifications. Any New Road shall be limited to thirty (30) feet in width. For the purposes of this Agreement, the New Roads and Existing Access Roads are collectively referred to as "Access Roads". 5. Security. ENCANA maintains a manned security control at the gate at the end of Garfield County Road #215. BERRY shall reimburse ENCANA for a portion of the costs of such security at a base rate of $1,000.00 per month, payable annually ($12,000.00) when BERRY has no active drilling rigs on the Licensed Area. At all other times, BERRY shall pay a security fee based on the number of active drilling rigs BERRY is utilizing on the License Area multiplied by $1,500.00 per month. The fee to be paid each year shall be calculated in December of the preceding year based on the number of rigs Berry estimates it will utilize during the coming year multiplied by $1,500.00 per month for each month the rig will be used (for example, 4 rigs x 6 months x $1,500.00 + 2 rigs x 12 months x $1,500.00 = $72,000.00 per year.) Payment is due by January 15 of each year. In December of each year, the Parties shall make an adjustment to the amount paid by Berry based on Berry's actual rig count during that year. 2 BERRY agrees to provide traffic control at the top and bottom of Long Ridge Road, at its sole cost. 6. Use Specifications. BERRY's use of the License Area and exercise of the Licensed Rights are subject to the following additional conditions: a. BERRY shall maintain and repair the Access Roads to standards which will accommodate the traffic for its intended use. In any event, Access Roads completed after the date of this Agreement shall have an "all weather" travel surface consisting of gravel when warranted by the type and frequency of vehicle traffic during and after Well Pad construction, and graveled to Well Pads when necessary to prevent rutted conditions. BERRY shall prevent destruction of the roads by heavy traffic. Further, each spring and fall, BERRY shall ensure that the barrow ditches along the Access Roads are free and clear of obstructions and sediment. At ENCANA's request, roads must be watered as needed to keep dust to a minimum. b. Prior to commencement of the initial Well Pad construction activities, BERRY shall notify ENCANA. After construction of a Well Pad is complete, and prior to commencement of any activity other than routine drilling, testing, completing, production and maintenance activities, BERRY shall notify ENCANA. An Authority for Expenditure sent to ENCANA by BERRY for each Well shall be considered adequate notification. c. No use or possession of firearms, explosives, weapons, alcoholic beverages, illicit or unprescribed controlled drugs or drug paraphernalia, or dogs or pets are allowed on the License Area. There shall be no hunting or fishing allowed on the License Area and recreational use of motor bikes and all terrain vehicles is prohibited. BERRY agrees to notify all of its contractors, agents and employees of these restrictions. Any individual or company that violates this provision will be asked to leave the License Area and shall not be permitted to return. d. Access to the License Area shall be limited to BERRY management and employees or contractors required to conduct lease or Well operations only. BERRY shall notify ENCANA twenty-four (24) hours prior to entry by non -required personnel, including but not limited to regulatory agencies, provided BERRY is aware of the need for entry. BERRY shall not access any other property owned by ENCANA without first obtaining ENCANA's permission. e. Berry shall not have field trailers on the License Area without ENCANA's consent. Any field trailers permitted on the License Area shall be fully self-contained and disposal of all sewage and waste shall 3 be made off the License Area and ENCANA property in accordance with local and/or state disposal regulations. f BERRY shall control noxious weeds of any kind that develop on the License Area. Any non -biodegradable chemical spraying of soil for weed control shall not be done without advance approval by ENCANA. g. Pit Provisions: 1. All pits will be closed within one drying season or one year in conformance with Colorado Oil and Gas Conservation Commission ("COGCC") regulations and only after the prior inspection by ENCANA, unless permission is granted by ENCANA, on a case by case basis 2. Pits shall not materially deviate from the cross sections of the pit and pad as shown on Exhibits submitted to the Bureau of Land Management or COGCC for a Well and Well Pad. 3. All pits shall be constructed in accordance with the COGCC 900 Series regulations or successor regulations and shall maintain a 2 -foot freeboard at all times. Berms shall be constructed around each pit to prevent pit water from escaping from the pit. The berm shall not be used in determining the amount of freeboard in the pit. 4. There shall be no excavation beyond the pit edges so as to create extra space to soak up fluids. 5. All fluids in pits will remain within freeboard limits. 6. If requested by ENCANA, BERRY shall utilize lined pits and a "closed" mud system when operationally feasible in specific areas and if "closed" mud equipment is available, in its drilling operations. When ENCANA is using a "closed" mud system in its operations on the North Parachute Ranch, it shall be deemed operationally feasible for BERRY to use this system as well. 7. All pits must be fenced and flagged to keep wildlife and waterfowl out. At ENCANA's request, BERRY will place a net over pits within the License Area. h. After drilling and completion operations, and first sales with respect to any Well, there shall be no open production pits associated with such Well on the License Area, unless permission is granted by EnCana on a case by case basis. i. BERRY shall obtain written approval from ENCANA before drilling any waste water disposal wells, or other form of injection wells or injection tests on the Well Pads, or before converting any well to a waste water disposal or injection well. BERRY shall also obtain written approval from ENCANA for any water disposal such as evaporation or ground infiltration on the Well Pads. j. BERRY shall not store equipment and/or stack rigs on the License Area, except for temporary storage of equipment related to the mobilization / de -mobilization of rigs being utilized by BERRY on the License Area. k. No field offices, housing, plants, processing facilities or compression facilities, other than wellhead compressions for single pad use, shall be permitted to be placed or constructed on the License Area without ENCANA's prior written consent which may be withheld in ENCANA's sole discretion. Any housing consented to by ENCANA must meet all Garfield County zoning code requirements and may only be placed on a location with an active rig. BERRY shall provide supervision twenty-four (24) hours per day, seven (7) days a week. Upon written notice from EnCana of a violation of Sections 6 c, d, e and the second and third paragraphs of Section 7 of this Agreement, BERRY shall immediately remove all temporary housing facilities, and BERRY will not be permitted to place additional housing on the License Area. I. Following completion of Wells and reclamation of the surface, if requested by ENCANA, the applicable Well Pad shall be fenced with smooth three -strand wire. m. All trees required to be cleared to accommodate a Well Pad shall be cut to firewood length and stacked on-site. n. Well Pads shall be constructed to comply with the Colorado Department of Public Health and Environment ("CDPHE") Stormwater Discharge Regulations. Erosion and sediment control measures shall be employed before, during, and after drilling and completion activities to prevent erosion resulting from storm events. Stormwater erosion and sediment controls to be employed by BERRY shall not be undertaken until it is approved by EnCana. Erosion controls shall be maintained until re -vegetation has been established to within 70% of pre - disturbance conditions. o. All production tanks (condensate or water) installed by or on behalf of BERRY shall be placed on a non -permeable liner and surrounded by metal containment walls at least 3 -feet in height. The liner shall be secured at least two feet above the ground surface and onto the metal containment walls. p. Should any discharge, leakage, spillage, emission, or pollution of any type occur upon the License Area as a result of BERRY's operations, q. BERRY, at its expense, shall be obligated to clean the affected lands to meet applicable local, state and federal standards. BERRY agrees to defend, indemnify, hold harmless and defend ENCANA against all liability, cost and expense (including without limitation any fines, penalties, judgments, litigation costs and attorneys fees) incurred by ENCANA as a result of any such discharge, leakage, spillage, emission or pollution that is a result of BERRY's operations, regardless of whether such liability, cost, or expense arises during or after the Term, unless such liability, cost or expense is proximately caused by the active negligence of ENCANA. BERRY shall either set and cement surface casing on all existing and future Wells located on any Well Pad prior to the commencement of completion operations on any Well located on such Well Pad, or temporarily abandon any producing Well on such Well Pad, setting a plug within fifty feet (50') of the shallowest producing horizon prior to commencing operations on a new Well located on a Well Pad. ENCANA and BERRY will cooperate to establish a mutually agreeable approach to support simultaneous operations on a Well Pad which approach shall include, inter alia, simultaneous drilling, completion and production operations thereon. r. BERRY shall provide EnCana with a copy of its emergency response plan along with a list of 24-hour emergency contacts responsible for Berry's operations on the License Area prior to commencement of any such operations. 7. Standards of Operations and Maintenance. BERRY shall be solely responsible for construction, maintenance, removal and reclamation activities upon the License Area, and all of BERRY's operations in and about the License Area shall be performed and conducted in a careful, safe and workmanlike manner. BERRY shall provide ENCANA copies of all environmental notices and permits associated with its activities on the License Area, including but not limited to, stormwater construction permits and air quality permits. BERRY shall also provide ENCANA with copies of its drilling and completion contractor's Spill Prevention, Control and Countermeasure plans to ensure that adequate protection is being taken to ensure spills that may occur on the License Area are cleaned up in a responsible and expeditious manner. All directional surveys run in the Wells drilled from a Well Pad will also be provided to ENCANA upon request. ENCANA shall keep confidential all information received from BERRY and not use such information except for purposes of monitoring the Licensed Rights. BERRY shall keep its facilites on the License Area in good and safe condition. BERRY shall obtain all permits that may be required for its operations in the License Area, and shall provide ENCANA copies of the same. BERRY shall ensure, at its sole expense, that it and its agents, contractors and subcontractors comply with usual and customary oil field standards and with all applicable federal, state and local statutes, 6 rules, regulations and ordinances, including without limitation, those of OSHA, the COGCC and the CDPHE relating to safety and the environment. ENCANA shall have the right, at any time, (with or without scent -trained animals) to conduct unannounced searches and inspections within the License Area. The property of BERRY's employees and its contractors, including but not limited to, wallets, purses, lockers, baggage, offices, desks, toolboxes, clothing and vehicles, shall be subject to search and inspection. BERRY employees and contractor personnel on the License Area shall also be subject to unannounced en masse drug and alcohol testing. Any person who refuses to take a drug or alcohol test will be asked to leave the License Area and shall not be permitted to return. 8. Reclamation. During construction of Well Pads, topsoil will be isolated from other soils and placed and stacked per BLM regulations and kept out of the drainage. All cuts, fill slopes, pit and topsoil piles and soil piles will be stabilized and revegetated immediately following construction. Land surrounding Well Pads will be brought back to a 3-1 slope during interim reclamation. AH areas of soil disturbance shall be smooth graded, cultivated to provide a loose seed bed of a minimum of 6 inches in depth, fertilized with 250 pounds of 46-0-0 per acre, seeded with the seed mixture listed below, and mulched with 1 1/2 tons of grass hay crimped into the soil. BERRY shall continue to maintain stormwater erosion controls during this phase of reclamation. ENCANA retains the option of altering the seed mixture before seeding is conducted, it being the intention of the Parties to revegetate Well Pads in order to control erosion, weed growth. Pounds Pure Live Species Origin Seed Per Acre Western Wheatgrass Rosana 4.0 Sideoats Grama Vaughn 2.0 Basin Wildrye Magner 3.0 BERRY's obligation to reclaim and restore any portion of the Well Pad location to the above stated standards shall survive termination or expiration of this Agreement upon ENCANA's request. All buildings, machinery, other material, equipment and property placed on the License Area by BERRY shall remain the personal property of BERRY, and BERRY shall remove all such personal property and improvements from the License Area within ninety (90) days, weather permitting, following termination or expiration of this Agreement. If BERRY fails to remove its personal property from the License Area within such ninety (90) day -period, ENCANA shall have the right, but the not the obligation, to assume ownership thereof and/or to dispose of such personal property and retain the proceeds of any sale thereof. Notwithstanding any of the above, at ENCANA's election, all pipelines, flowlines and water Iines'constructed by Berry on the License Area shall become the property of ENCANA at the termination or expiration of this Agreement. 7 9. Use. BERRY agrees to maintain and operate the Wells in such manner that the operation thereof will not unreasonably hinder or prevent the use and enjoyment of ENCANA's adjoining property, including use thereof for exploration, mining, oil shale development, oil and gas development, ranching, wildlife management and land development. 10. Taxes, Liens and Encumbrances. Whether or not taxes, assessments or public charges are separately assessed against it, BERRY shall pay all taxes, assessments or public charges levied or imposed upon this License or upon other personal property, improvements or fixtures owned or placed by it within the License Area depicted on Exhibit "A," subject to its right to contest same, provided that in no event shall BERRY permit its License to be sold for tax purposes. In the event said taxes, assessments or public charges are not separately assessed, then promptly following written notice from ENCANA, BERRY shall reimburse ENCANA for any taxes, assessments or public charges attributable to its License. BERRY shall keep ENCANA's interest in the License Area free from all liens and encumbrances of every kind, including but not limited to mechanics and well liens, created or arising from BERRY's activities under this License. If a lien is created, ENCANA shall provide written notice of any default under this paragraph to BERRY, and BERRY shall have thirty (30) days from receipt of such written notice to cure the default. Nothing herein shall obligate Berry to pay any real property taxes on or assessed against ENCANA's real property estate. 11. Warranty. It is understood and agreed that this License is subject to all valid and existing easements, licenses, leases, grants, exceptions and reservations whether of record or not in the License Area. This License is made without warranty of title, express or implied, and is expressly subject to any exceptions and reservations and other matters affecting title of record, including all existing rights-of-way, easements, licenses, leases and other agreements affecting the surface or subsurface of the lands subject thereto. ENCANA further reserves the right to grant other easements, rights-of- way, licenses and leases to third parties to cross over or under the lands subject to this License, provided that the same shall not unreasonably interfere with BERRY's exercise of the Licensed Rights herein granted. 12. Assignment. This Agreement and Licensed Rights hereunder shall not be assigned by BERRY without the prior written approval of ENCANA, which approval shall not be unreasonably withheld, conditioned or delayed. BERRY shall remain responsible for the performance of all the terms and conditions of the Agreement in the event of any default or nonperformance by any successor or assignee. No partial assignments of the License will be permitted. 13. Indemnification. To the maximum extent permitted by applicable law, BERRY agrees to release, protect, defend, indemnify, and hold ENCANA, its parent, its subsidiaries and/or affiliate companies, and the respective employees, officers, directors, or agents thereof, free and harmless from and against any and all claims, liability, demands, and causes of action of all kinds, including but not limited to claims of 8 damage to or loss of property of ENCANA or others, illness or death (hereinafter "Claims") arising out of BERRY's operations in the License Area. The insurance requirements herein shall not be construed to limit this indemnity. BERRY shall be solely responsible for the defense of any and all Claims hereunder. The Parties agree that should any court of competent jurisdiction determine that the indemnity required herein exceeds, in extent, scope or amount that which is permitted by applicable law, such indemnity shall be construed, interpreted, and enforced so as to preserve the maximum indemnity which is permitted thereby. 14. Insurance. BERRY agrees to obtain and maintain insurance acceptable to ENCANA which is primary to any other insurance or self-insurance and which names ENCANA as additional insured with respect to liability arising out of BERRY's performance hereunder, but only to the extent of liabilities assumed by BERRY under this Agreement, and includes a Severability of Interest Clause (Cross Liability) which Additional Insured Endorsement shall not exclude or restrict coverage based upon the alleged or actual negligence of the Additional Insured. Such insurance shall at a minimum include: a. Commercial General Liability Insurance Form or the equivalent with the Amendment Aggregate Limits of Insurance Endorsement CG25031185 covering BERRY's contingent liability, Premises Operations, Completed Operations and Products Liability, Contractual Liability, and if requested by ENCANA, liability arising from explosion, collapse, or underground property damage, all with a minimum combined single limit of $1,000,000 each occurrence, $2,000,000 Aggregate for Bodily Injury and Property Damage including personal injury. b. Comprehensive Automobile Liability Insurance or Business Auto Policy covering all owned, hired, or otherwise operated non -owned vehicles with a minimum combined single limit of $2,000,000 each occurrence for Bodily Injury and Property Damage, or $1,000,000 each occurrence in combination with umbrella liability coverage of a minimum of $1,000,000. c. Workers Compensation insurance as required by law, covering all states of operation, and Employers Liability Insurance with a minimum of $1,000,000 each occurrence. Before commencement of construction, or any operations under this Agreement, BERRY shall furnish ENCANA with Policies or Certificates of Insurance acceptable to ENCANA confirming compliance herewith and providing that no coverage will be canceled or materially changed prior to 30 days advance written notice to ENCANA. Subrogation against ENCANA shall be waived as respects all of the insurance policies set forth above but only to the extent of liabilities of BERRY not otherwise indemnified under this Agreement and for liabilities assumed by BERRY under this Agreement. The insurance required hereunder in no way limits or restricts BERRY's indemnification obligations under numbered paragraph 13. above. Further such insurance shall be in 9 no way limited by any limitation expressed in numbered paragraph 13. above, nor any limitation placed on the indemnity therein given as a matter of law. 15. Notices. Any notice to be given under this Agreement under numbered paragraph 6. above, Use Specifications, may be given orally to Jesse Steele or Doug Rosa via telephone at 970-675-4483 or 970-285-2686, or via email to jesse.steele(d?encana.com or douq rosa@encana.com (or to such other person as shall subsequently be identified in writing by ENCANA) and such notice shall be deemed effective twenty-four (24) hours from its acknowledged receipt. Each twenty- four (24) hour notice period must include one business day. Any other notice shall be in writing, signed by the Party giving same and delivered by facsimile, hand delivery, overnight courier or registered or certified United States mail, postage prepaid, addressed to the Party to receive the notice at the address set forth below or such other address any Party may specify by notice to the other Party as set forth herein. Notices shall be deemed properly given and received when actually given and received, if delivered by facsimile or by hand; one business day following delivery to an overnight courier, if delivered by overnight courier; or three business days after mail, if sent by registered or certified United States mail. if to ENCANA: EnCana Oil & Gas (USA) Inc. Attention: N. Piceance Team Lead 370 17th Street, Suite 1700 Denver, CO 80202 Facsimile: 303-623-2400 If to BERRY Berry Petroleum Company Attention: Asset Manager — Piceance Team 950 17th Street, Suite 2400 Denver, CO 80202 Facsimile: (303) 633-1827 16. Continuing Obligations. Notwithstanding the termination of this License BERRY shall continue to be bound by the provisions of this License that reasonably require some action or forbearance or the performance of the obligations and responsibilities assumed by BERRY hereunder, including, but not limited to numbered paragraphs 4, 6 and 8. 17. Headings. The headings and captions in this Agreement are inserted for convenience only, and shall not be used to constitute the intent or affect the construction of any of its provisions contained herein, 10 18. Governing Law. The Laws of the State of Colorado shall apply to this License. Any legal action shall be brought in the District Court for the City and County of Denver, Colorado, or United States District Court for the District of Colorado, and the parties consent to such exclusive jurisdiction and venue. The Parties agree to forego any rights to a jury trial that may be applicable. 19. C&E Agreement. In the event of any conflict or inconsistency between the terms of this License and the C&E Agreement, the C&E Agreement shall prevail to the extent of such conflict, as between BERRY and ENCANA or their permitted successors or permitted assigns. Except as otherwise provided herein, the terms and conditions of this Agreement shall inure to the benefit of and be binding upon the successors and assigns of the parties hereto. WITNESS THE EXECUTION HEREOF THE ou DAY OF 7vo-k.oh-6.,-,4 2006. EnCana Oil & Ga (USA) Inc. By: ZI,-- Darrin J. Henke Attorney -in -Fact Berry Petroleum Company By: Name: Bruce S. Kelso Title: Vice President - Exploration 11 Acknowledgment page for that Surface Use License Agreement dated the 3 Cl``"day of iL ens 2006. STATE OF ``.. ; NN er y NASDAQ LINE - NASDAQ INC( INE- NASDAQ:LNC( 1999 Broadway, Suite 3700 Denver, CO 80202 Phone: (303) 999-4400 December 18, 2014 Encana Oil & Gas (USA) Inc. Attn: Jonathan Wente, Surface Landman 370 17th Street Suite #1700 Denver, CO 80202 Re: Garfield County Land Use Change Permit Application L-15 Minor Temporary Housing Facility (Man Camp) Section 15—T6S-R96W Garfield County, Colorado Dear Mr. Wente: Linn Operating, Inc anticipates receiving approvals (early/mid- January 2015) from Garfield County for the L-15 Minor Temporary Housing Facility. In anticipation of that approval, and a requirement of the above referenced organization, Linn needs Encana's written permission to construct the facility. Linn will provide Encana a finalized approval for the L-15 Minor Temporary Housing Facility application. Should you have any questions or concerns, please contact me at (303) 999-4214. If you have no objections to our proposal, please execute in the space provided below and return to my attention at the above letterhead address. Regards, Elizabeth Moss ENCANA CONCURS WITH LINN's REQUEST TO CONSTRUCT THE L-15 MINOR TEMPORARY HOUSING FACILITY ON THE LANDS DESCRIBED ABOVE. // ) rAhr— Name & Title: 4/v1;5 L, pb4I D,Yee,+6,e 54,,,A4 ta4.' /11( Encana Oil & Gas (USA) Inc., acting by and through its authorized agent, Encana Services Company Ltd. www.linnenergy.com www.linnco.com LINN i Energy 1999 Broadway, Suite 3700 Denver, CO 80202 Phone: (303) 999-4400 NASDAO:LINE NASDAO:LNCO Encana OH & Gas (USA) Inc. Attn: Judy Tatham, Landman 370 17th Street Suite #1700 Denver, CO 80202 Re: Garfield County land Use Change Permit Application L-15 Minor Temporary Employee Housing (Man Camp) Sec. 15—T6s-R96W Garfield County, Colorado November 20, 2014 Dear Mrs. Tatham: Unn Operating, Inc. ("Linn") Ls applying for a Garfield County Land Use Change Permit for Minor Temporary Employee Housing he on the A - and 8-21 well pads. As the landowner of the subject parcel,ted to t Linnkindly requests drilling estsEnCana'ss S assistancIn 20e In purse ng1 this Permit. The proposed facility will enable Linn to house employees during the drilling and completion of natural gas wells In 2015. The temporary employee housing quarters are proposed for two reasons. First, rental housing In the westem Garfield County communities of Parachute, Battlement Mesa, and Rifle Is scarce. Second, given the remote location of UNN's well pads on the plateau top, the proposed temporary employee housing quarters would provide our drill rig u ew the facilities they need to wash, dine, and sleep near their active drilling location during their 7 -day work week without having to make the long daily commute down the mountain to local communities. The proposed temporary employee housing would therefore promote safety and reduce the volume of vehicle traffic up and down public roads each day. Locating the main man camp on the L-15, an existing location, will provide central housing that Is out of the way of operations on the A-21 and 0-21 locations, which will have limited space. Should you have any questions or concerns, please contact me at (303) 999-4214, If you have no objections to our proposal, please execute In the space provided below and return to my attention at the above letterhead address. Regards, Elizabeth Moss Senior Landman ENCANA CONCURS WITH LINN'S APPUCATION FOR A LAND USE CHANGE PERMIT FOR MINOR TEMPORARY EMPLOYEE HOUSING FOR THE ROVE 0 CRIBED LANDS. p,�-._=—� Encana Oil & Gas (USA) Inc., acung oN iP/rs j and through its authorized agent, N%/rtie &Title: — - 7 Encana Services Company Ltd. 2un,6, fildmyee't xer�9udd8rt� ,k"get41-1 �<ti�GkerA„ ►`LiGtiill/ www.linnenergy.com www.linnco.com FORM 2.. Rev 12/05 State of Colorado Oil and Gas Conservation Commission 1120 Lincoln Street, Suite 801, Denver, Colorado 80203 Phone: (303) 894-2100 Fax: (303) 894-2109 Cp10 app ) 41 0/ GAS Document Number: 400446598 APPLICATION FOR PERMIT TO: 1. Ix Drill, ! Deepen, I Re-enter, Recomplete and Operate Date Received: 07/11/2013 2. TYPE OF WELL OIL r GAS (j, COALBED ; OTHER Refiling Plu In Sand Suret ID gg 9 Y SINGLE ZONE F MULTIPLE I COMMINGLE Sidetrack ; 20040105 3. Name of Operator: BERRY PETROLEUM COMPANY 4. COGCC Operator Number: 10091 5. Address: 1999 BROADWAY STE 3700 City: DENVER State: CO Zip: 80202 6. Contact Name: HEIDI BANG Phone: (303)999-4262 Fax: (303)999-4362 Email: HSB(dBRY.COM 7. Well Name: SCHOOL HOUSE POINT Well Number: 0M148 L15 696 8. Unit Name (if apps): Unit Number: 9. Proposed Total Measured Depth: 10357 WELL LOCATION INFORMATION 10. QtrQtr: NWSW Sec: 15 Twp: 6S Rng: 96W Meridian: 6 Latitude: 39.520553 Longitude: -108.100233 FNL(FSL FEUFVVL Footage at Surface: 1747 feet FSL 1254 feet FWL 11. Field Name: PARACHUTE Field Number: 67350 12. Ground Elevation: 8399 13. County: GARFIELD 14. GPS Data: Date of Measurement: 05/09/2007 PDOP Reading: 1,6 Instrument Operator's Name: ROBERT KAY 15. If well is (y Directional Horizontal (highly deviated) submit deviated drilling plan. Footage at Top of Prod Zone: FNUFSL FEL/FVVL Bottom Hole: FNLJFSL FEL/FWL 930 FSL 1660 FWL 930 FSL 1660 FWL Sec: 15 Twp: 6S Rng: 961N Sec: 15 Twp: 6S Rng: 96W 16. Is location in a high density area? (Rule 603b)? I Yes r' No 17, Distance to the nearest building, public road, above ground utility or railroad: 7180 ft 18. Distance to nearest property line: 2691 19. Distance to nearest well permitted/completed in the same formation(BHL): 586 ft ft 20 LEASE, SPACING AND POOLING INFORMATION OLIPIC thte Formations) Formation_c_orlo Spacing Order Numbelsl Unit Acreage Ass'gned to Well Unit Configuration IN/2. SEM. etc.) WILLIAMS FORK TWMFK J 510-13 53 1 11510 ( 21, Mineral Ownership: lX Fee , State Federal 1 Indian Lease #: 22. Surface Ownership: IT< Fee , State I.. Federal ) Indian 23. Is the Surface Owner also the Mineral Owner? ig Yes r No Surface Surety ID#: 23a. If 23 is Yes: Is the Surface Owner(s) signature on the lease? [ Yes I No 23b. If 23 is No: Surface Owners Agreement Attached or T $25,000 Blanket Surface Bond I $2,000 Surface Bond I $5,000 Surface Bond Date Run: 8/712013 Doc (#400446598) Well Name: SCHOOL HOUSE POINT OM148 L15 CAR Page 1 of 3 24. Using standard OtrQtr, Sec, Twp, Rng format enter entire mineral lease description upon which this proposed wellsite is located (attach separate sheet/map if you prefer): PLEASE SEE MINERAL LEASE MAP ATTACHED TO ORIGINAL APD 25. Distance to Nearest Mineral Lease Line: 3616 ft 26. Total Acres in Lease: 25000 DRILLING PLANS AND PROCEDURES 27, Is H2S anticipated? Yes No If Yes, attach contingency plan. 28. Will salt sections be encountered during drilling? I Yes No 29. Will salt (>15,000 ppm TOS CL) or oil based muds be used during drilling? 17 Yes • No 30. If questions 28 or 29 are yes, is this location in a sensitive area (Rule 901.e)? Yes X No 31. Mud disposal: Offsite Onsite Method: Land Farming Land Spreading Note: The use of an earthen pit for Recompletion fluids requires a pit permit (Rule 905b). If air/gas drilling, notify local fire officials. If 28, 29, or 30 are "Yes" a pit permit may be required. Disposal Facility Other: TOTAL CLOSED LOOP 1S CO SU fHI Iner Top Setting Depth Sacks Cm( Cmt Btrn C Mt Tots 'Sing Iypts NDUCTOR .Olcc v 0 e 8+3/4 30 ,,,,... .., ,,...,...,, 4+1/2 -- 11.6 0 10357 600 10357 0 20 55 0 90 100 90 RF 16 9+5/8 36 0 2500 1000 2500 0 32. BOP Equipment Type: IR Annular Preventer rsz Double Ram (X Rotating Head r None 33. Comments I certify that there have been no changes on land use, lease description. Well name was changed per sundry dated 5111/2010. Berry Petroleum Company will be doing closed loop operations.Currontly 7 producing wells on this pad. 34. Location ID: 335979 35. Is this application in a Comprehensive Drilling Plan ? I Yes I No 36. Is this application part of submitted Oil and Gas Location Assessment ? ; Yes X No I hereby certify all statements made in this form are, to the best of my knowledge, true, correct, and complete. Print Name: HEIDI BANG Signed: Title: REG COMPLIANCE ASST Date: 7/11/2013 Email: HSB@BRY.COM Operator must have a valid water right or permit allowing for industrial use or purchased water from a seller that has a valid water right or permit allowing for industrial use, otherwise an application for a change in type of use is required under Colorado law. Operator must also use the water in the location set forth in the water right decree or well permit, otherwise an application for a change in place of use is required under Colorado law Section 37-92-103(5), C.R.S. (2011). Based on the information provided herein, this Application for Permit -to -Drill complies with COGCC Rules and applicable orders and is hereby approved COGCC Approved: /JAL API NUMBER 05 045 14971 00 Director of COGCC Date: 8/7/2013 Permit Number: Expiration Date: 8/6/2015 CONDITIONS OF APPROVAL, IF ANY: All representations, stipulations and conditions of approval stated in the Form 2A for this location shall constitute representations, stipulations and conditions of approval for this Form 2 Permit -to -Drill and are enforceable to the same extent as all other representations, stipulations and conditions of approval stated in this Permit -to -Drill. L Date Run: 8/7/2013 Doc (#400446598J Well Name: SCHOOL HOUSE POINT 0M148 L15 ana Page 2 of 3 COA Type Description 1) COMPLIANCE WITH THE MOST CURRENT REVISION OF THE NORTHWEST COLORADO NOTIFICATION POLICY IS REQUIRED. 2) COMPLIANCE WITH THE MOST CURRENT REVISION OF THE GARFIELD COUNTY RULISON FIELD NOTICE TO OPERATORS IS REQUIRED, WITH THE FOLLOWING EXCEPTION: ALL FIELD NOTICE REQUIREMENTS SPECIFIED IN THIS NOTICE TO OPERATORS ARE SUPERSEDED BY THE REQUIREMENTS OF THE MOST CURRENT REVISION OF THE NORTHWEST COLORADO NOTIFICATION POLICY (SEE CONDITION OF APPROVAL #1). 3) CEMENT ON PRODUCTION CASING MUST BE A MINIMUM OF 200' ABOVE THE TOP OF THE MESA VERDE FORMATION (OR 200' ABOVE THE OHIO CREEK FORMATION IF PRESENT). CEMENT TOP VERIFICATION BY CBL IS REQUIRED. 4) THE NEARBY HILLSIDE MUST BE MONITORED FOR ANY DAY LIGHTING DRILLING FLUIDS THROUGHOUT THE DRILLING OF THE SURFACE CASING INTERVAL. 5) COMPLY WITH ALL PROVISIONS OF THE JUNE 12, 2008 NOTICE TO OPERATORS DRILLING WELLS WITHIN 3/4 MILE OF THE RIM OF THE ROAN PLATEAU IN GARFIELD COUNTY - PIT DESIGN, CONSTRUCTION AND MONITORING REQUIREMENTS. SEE ATTACHED NOTICE. Applicable Policies and Notices to Operators Piceance Rulison Field Notice to Operators. NW Colorado Notification Policy Notice Concerning Operating Requirements for Wildlife Protection. Pit Design, Construction and Monitoring Requirements Within 3/4 mile of the Rim of the Roan Plateau. Attachment Check List Att Doc Num Name 400446598 FORM 2 SUBMITTED 400446612 (PLAT Total Attach: 2 Files User Group LGD Permit General Comments Comment pass, gdb Pending. Changed spacing language. Engineer THE PROPOSED SURFACE CASING IS MORE THAN 50' BELOW THE DEPTH }OF THE DEEPEST WATER WELL WITHIN 1 MILE OF THE SURFACE LOCATION WHEN CORRECTED FOR ELEVATION DIFFERENCES. :THE DEEPEST WATER WELL WITHIN 1 MILE IS 000 FEET DEEP. Permit Form passes completeness. Total: 4 comment(s) Best Management Practices NQ BMPJCOA Type Description Comment Date 7/30/2013 4:46:02 PM 7/30/2013 9:06:19 AM 7/26/2013 3:09:46 PM', 7/12/2013 2:45:22 PM Date Run: 8/7/2013 Doc (#4004465981 Well Name: SCHOOL HOUSE POINT OM1413 L15 anc Page 3 of 3 FORM 2A Rev 04/01 State of Colorado Oil and Gas Conservation Commission 1120 Lincoln Street, Suite 801, Denver, Colorado 80205 Phone: (303) 894-2100 Fax: (303) 894-2109 New Location Oil and Gas Location Assessment F5 Amend Existing Location Location#: 335979 Submit original plus one copy. This form is to be submitted to the COGCC prior to any ground disturbance activity associated with oil and gas development operations. This Assessment may be approved as a stand alone application or submitted as an informational report accompanying an Application for Permit -To -Drill, Form 2. Approvalof this Assessment will allow for the construction of the below specified location; however, it does not supersede any land use rules applied by the local land use authority. This form may serve as notice to land owners and other interested parties, please see the COGCC web site at http://colorada.gov/cogcc/ for all accompanying information pertinent to this Oil and Gas Location Assessment. DE ET OE ES Document Number: 400058947 Location ID: 335979 Expiration Date: 07130)2013 IX This location assessment is included as part of a permit application. 1. CONSULTATION This location is included in a Comprehensive Drilling Plan. CDP # This location is in a sensitive wildlife habitat area. This location is in a wildlife restricted surface occupancy area. This location includes a Rule 306.d.(1)A.ii. variance request. 2. Operator Operator Number: 10091 Name: BERRY PETROLEUM COMPANY Address: 1999 BROADWAY STE 3700 City: DENVER State: CO Zip: 80202 3. Contact Information Name: JANNI KEIDEL Phone: (303) 999-4225 Fax: (303) 999-4325 email: jek@bry.com 4. Location Identification: Name: SCHOOL HOUSE POINT OM "L15 696" Pad County: GARFIELD QuarterQuarter: NWSW Section: 15 Township: 6S Range: Number: 11C L15 696 96W Meridian: 6 Ground Elevation: 8403 Define a single point as a location reference for the facility location. This point should be used as the point of measurement in the drawings to be submitted with this application. When the location is to be used as a well site then the point shall be a well location. Footage at surface: 1845 , feet, from North or South section line FSL and 1274 feet, from East or West section line: FWL Date of Measurement: 05/09/2007 Latitude: 39.520767 Longitude: -108.100178 PDOP Reading: Instrument Operator's Name: ROBERT KAY 2.2 5. Facilities (Indicate the number of each type of oil and gas facility planned on location): Special Purpose Pits: Drilling Pits: Condensate Tanks: 2 Water Tanks: Separators: Gas or Diesel Motors: 6 Cavity Pumps: LACT Unit: Electric Generators: 3 Gas Pipeline: Oil Pipeline Gas Compressors: Other: DRILLING RIG TEMPORARY ON LOCATION FOR 10 DAYS QUADS, 1 DBL. TEMPORARY OFFICE AND HOUSING. 1 Wells: 2 1 VOC Combustor: 8 3 Production Pits: Electric Motors: Pump Jacks: Water Pipeline: Oil Tanks: 1 1 1 PER WELL. SEPARTORS Dehydrator Units: Multi -Well Pits: Pigging Station: Flare: Fuel Tanks: USED WILL BE: 2 Date Run: 7/31/2010 Doc (#4000589471 Loc Name: SCHOOL HOUSE POINT OM "I-15 696" Page 1 of 5 6. Construction: Date to commence construction 12/01/2010 Size of disturbed area during construction in acres: 8.41 planned Estimated date that interim reclamation will begin: 08/01/2011 Size of location after interim reclamation in acres: 7.37 Estimated post -construction ground elevation: 8391 Will a closed loop system be used for drilling fluids: Yes r Will salt sections be encountered during drilling: Yes No IR-- Is H2S anticipated? Yes { NOR. Will salt (>15,000 ppm TDS CI) or oil based muds be used: Yes I No )-X Mud disposal: Offsite Onsite (X Method: Land Farming I Land Spreading IX Disposal Facility I Other: 7. Surface Owner: Name: Phone: Address Fax Address: Email City: State: Zip: Date of Rule 306 surface owner consultation: 06/29/2010 Surface Owner: (X Fee State I Federal Indian Mineral Owner: IX Fee ! State 1 Federal Indian The surface owner is: IR the mineral owner iX committed to an oil and gas lease is the executer of the oil and gas lease the applicant The right to construct the location is granted by: ER oil and gas lease Surface Use Agreement Right of Way ` applicant is owner damage if no agreement is in place: $2000 $5000 Blanket Surety ID Surface assurance . 8. Reclamation Financial Assurance: ID: 20040105 IX Gas Facility Surety ID: 20040107 Waste Mgnt. Surety ID: Ix Well Surety 9. Cultural: Is the location in a high density area (Rule 603,b.): Yes No Ft Distance, in feet, to nearest building: 13534 public road: 7180 , above ground utilit: 13171 , railroad. 17359 property line: 2691 , , 10. Current Land Use (Check all that apply): Crop Land: i Irrigated ! Dry land Improved Pasture Hay Meadow CRP IX Rangeland Timber i Recreational Other (describe): Non -Crop Land: Subdivided: Industrial Commercial Residential 11. Future Land Use (Check ail that apply): Crop Land: Irrigated Dry land Improved Pasture Hay Meadow ' CRP Non Land: IX Rangeland Timber Recreational Other (describe): -Crop Subdivided: Industrial I Commercial Residential 12. Soils: List all soil map units that occur within the proposed location. Attach the National Resource Conservation Service (NRCS) report showing the "Map Unit Description" report listing the soil typical vertical profile. This data is to used when segregating topsoil. Date Run: 7/31/2010 Doc 1#4000589471 Loc Name: SCHOOL HOUSE POINT OM "L15 696" Page 2 of 5 The required information can be obtained from the NRCS web site at http://soildatamart.nres.usda.gov/ or from the COGCC web site GIS Online map page found at http://colorado.gov/cogcc. Instructions are provided within the COGCC web site help section NRCS Map Unit Name: #53 PARACHUTE -RHONE LOAMS. 5 TO 30 PERCENT SLQPES NRCS Map Unit Name: NRCS Map Unit Name: 13. Plant Community: Complete this section only if any portion of the disturbed area of the location's current land use is on non -crop land. Are noxious weeds present: Yes r No rg Plant species from: NRCS or, V field observation Date of observation: 05/09/2007 List individual species: SAGE BRUSH, SERVICE BERRIES, NATTY GRASSES Check all plant communities that exist in the disturbed area. Disturbed Grassland (Cactus, Yucca, Cheatgrass, Rye) (X Native Grassland (Bluestern, Grama, Wheatgrass, Buffalograss, Fescue, Oatgrass, Brome) FX- Shrub Land (Mahogany, Oak, Sage, Serviceberry, Chokecherry) Plains Riparian (Cottonwood, Willow, Aspen, Maple, Poplar, Russian Olive, Tamarisk) Mountain Riparian (Cottonwood, Willow, Blue Spruce) Forest Land (Spruce, Fir, Ponderosa Pine, Lodgepole Pine, Juniper, Pinyon, Aspen) Wetlands Aquatic (Bullrush, Sedge, Cattail, Arrowhead) Alpine (above timberline) Other (describe): 14. Water Resources: Rule 901.e. may require a sensitive area determination be performed. If this determination is performed the data is to be submitted with the Form 2A. Is this a sensitive area: • No V Yes Was a Rule 901.e. Sensitive Areas Determination performed: V No r Yes Distance (in feet) to nearest surface water: 678 , water well: 7234 , depth to ground water: 95 Is the location in a riparian area: ] No ' Yes Was an Army Corps of Engineers Section 404 permit filed V No I Yes Is the location within a Rule 3178 Surface Water Suppl Area buffer zone: [5 No 0-300 ft. zone 301-500 ft. zone I 501-2640 ft. zone If the location is within a Rule 317B Surface Water Supply Area buffer have all public water supply systems within 15 miles been notified: jX No : Yes 15. Comments: I certify that there have been no changes on land use, lease description. Pad has been built. Pit has been constructed. Wells have not been drilled. Conductors have not been set. No rig on site The refile will not require any expansion / additional surface disturbance of pad. The location does not require a variance from any of the rules listed in Rule 306.d. (1). (A). (11). The location is not in a restricted surface occupancy area. The location is not in a sensitive wildlife habitat area, The production casing Top of Cement will be 200' above the Top of Gas. Weft name was changed per sundry dated 5/11/2010. Berry Petroleum Company will be doing closed loop operations. Proposed BMP's have been attached as a separate document. I hereby certify that the statements made in this form are, to the best of my knowledge, true, correct and complete. Signed. Date: 06/29/2010 Email jek@bry.com Print Name: JANNI KEIDEL Title: PERMITTING AGENT Date Run: 7/31/2010 Doc j#400058947] Loc Name: SCHOOL HOUSE POINT OM "L15 696" Page 3 of 5 Based on the information provi and is hereby approved. COGCC Approved: here! , this�pplic tion for Permit -to -Drill complies with COGCC Rules and applicable orders Director of COGCC Date: 7/31/2010 CONDITIONS OF APPROVAL, IF ANY: All representations, stipulations and conditions of approval stated In this Form 2A for this location shall constitute representations, stipulations and conditions of approval for any and all subsequent operations on the location unless this Form 2A is modified by Sundry Notice, Form 4 or an Amended Form 2A. No portion of any pit that will be used to hold liquids shall be constructed on fill material, unless the pit and fill slope !are designed and certified by a professional engineer, subject to review and approval by the director prior to !construction of the pit. The construction and lining of the pit shall be supervised by a professional engineer or their !agent. The entire base of the pit must be in cut. The nearby hillside must be monitored for any day -lighting of drilling fluids throughout the drilling of the surface !casing interval. Notice to Operators (NTO) Drilling Wells on the Roan Plateau in Garfield County: Operator must comply with all provisions of the June 12, 2008 Notice to Operators (NTO) Drilling Wells Within % Mile of the Rim of the Roan Plateau in Garfield County — Pit Design, Construction, and Monitoring Requirements. Ata minimum, the following ;condition of approval (COA) will apply: All pits must be lined. !The moisture content of any drill cuttings in a cuttings pit, trench, or pile shall be as low as practicable to prevent accumulation of liquids greater than de minimis amounts, At the time of closure, the drill cuttings must also rneet the applicable standards of table 910-1. Operator must ensure 110 percent secondary containment for any volume of fluids contained at well site during drilling and completion operations. If fluids are conveyed via pipeline, operator must implement best management !practices to contain any unintentional release of fluids. !Reserve pit must be lined. Date Rum: 7/31/2010 Doc f#400058947) Loc Name: SCHOOL HOUSE POINT OM "L15 696" Page 4 of 5 Attachment Check List Att Doc Num Name Doc Description 2033247 LOCATION DRAWING LF@250631612033247 2033248 CORRESPONDENCE LF@2506317;2033248 LF@24999101400058947 2499911(400070152 LF024999111400070152 LF©24999121400070155 LF@24999131400070157 400058947 FORM 2A SUBMITTED 400070152 ACCESS ROAD MAP 400070155 TOPO MAP 400070157 TOPO MAP 400070158 CONST. LAYOUT DRAWINGS LF r@24999141400070158 LF@24999151400070159 LF@2499916J400070160 LF024999171400070161 LF@24999181400070163 400070159 CONST. LAYOUT DRAWINGS 400070160 OTHER 400070161 LOCATION DRAWING 400070163 HYDROLOGY MAP 400070164 CONST. LAYOUT DRAWINGS TOPO MAP LF02499919I400070164 FLF c@2499920i400070165 LF@24999211400070924 LF©2499922I400073039 2499922/400073039 LF t+ 24999231400073040 LFrr 2499924400073041 400070165 400070924 NRCS MAP UNIT DESC 400073039 MULTI -WELL PLAN 400073040 PROPOSED BMPs 400073041 EQUIPMENT LIST 400073631 LOCATION PICTURES LF@24999251400073631 LF@24999261400073633 400073633 REFERENCE AREA PICTURES Total Attach: 19 Files General Commerlta User Group Comment Perry t PERMITTING PASSED. removed surface bond # per JK. 07/30/10 plg. Total: 1 comment(s) Comment Date 7/30/2010] 4:01:37 PM Date Run: 7/31/2010 Doc t#4000589471 Loc Name: SCHOOL HOUSE POINT OM "L15 696" Page 5 of 5 • N SI 'RV I< CI Ice IS nu' OW' anti ikck'inher 1'1, 2011 LINN Faiecio, 1 f)9f) liroachtay Stitt(' `37di) Den\ cr, ("20 )40202 Attn: .1111ICA l'.11.) 'Representative Itc: Hattlet ,1111tiin 1.-1:1 pad Jenna, "ibisktte ertilies Witt Aricii \Viticr Seethe siilpro\ :fit.; potable ,ttoi,:t deli‘cut, liar LINN Fris-rgy ior 1-1:5 \rtesictit \Vatcr ICC k a \ allablf: 2 1/7.,3fi.1 .4E1411611 plirt t)C weded. ,‘scesiicit \Vaittr Nertiet: L•tgl porithk bikudIs cincl oth: nansport. tanks are 301 Ittocl gni& steel ptirt•lia\tal threeds out ol ktod 1.,1 -.tale (intik) or cir.dolo made kr food grade e. .\111.ttik, ittai ta:ta.1 s,nirrt., are testcd Ft:qui:red by (1)1'111, .411:1 wt are w ftg,1c-omplialice. ,\11 drit, 01 \ ( u in. 1)44: Iii81 ;cid, (TR training and are ai iith in loading and We o1 potabie Itot:',es and Iitungs, \Ve have ail poi:chic tucluiling Lia.ss 1) cintici olKrawr .14()224t. (las, I Diqribution 2 aid tny perc/ital Colorado operator i02987; ;i11 on record wick OPCO- (...'olorado, 'V44)111:411 \Nell iirtesiAn ttvaier sources utd have Ivo.) (oln ado Potable Senitc 11)11s-() 1391:F6 -Rend -1,1/.11 and CO 139157 -Fleck \Veil and provide f'otistancr Confitlent-c Reports (CC110 intnottlk. \Ve maintain and Itaite issued 01 date, tune, ticket ft, driver, chlorine residual, .1.ncl gaii(ws iickerid in a hinder at soul location. \k() kit in this :antler is a cop) 01(1)1)11E contactand tiwk testing records. 'We itIsti. provide potable ititatei service to yltot.ds :1:1(1 "ere on the Feder -ill Central Contractor Registry providing Set -NCC to rewore red1.1.11loc-ittic.ms: ineluding FAA rad,n iu PoitthIc vtater service is tint- itnIt, business. not psut01 HJI :11.1SITIVSS, OUT #'S Rft: on CVCry ch -liver,‘ tit ket along with toy rit:tesoural ectl phone iota:Atilt:1r 21.17/36i't„Ns on iii-kets say Service is not an our tilkli.1111e:“ and i)ii; u1." think lor takingtine to re\ t:.. ihts information. ) 1 1/1),111 Filk;121CC \1)111;1;20, 0 -k ) Ptt t\ 1811 tiatit1 tun: non. C(1 H L.102 970-2,10-93K8 United* SITE SERVICES uoltadsuese,ocos.com vte November 10, 2014 Jenna Hirsch EH&S Representative Linn Energy, LLC 1999 Broadway Suite 3700 Denver, CO 80202 PORTABLE RESTROOMS, SINKS, RESTROOM TRAILERS and MORE ::Y 3k.cY.?•"7 y4iT_^-i*N:wST.Ltip.e+st'-Y^tit,W. I a:k.74 e:,:.:..'.L nex iG..:.=^r ..:S ` tItieY2T .1414, 42-1 Dear Janna, Please consider this letter confirmation that United Site Services of Colorado, Inc. will provide sanitary sewage hauling and disposal services for the proposed Linn Energy L-15 Well pad north of Parachute Colorado United Site Services oi'Colorado, Inc. will provide trip logs/reports and landfill receipts to Linn Energy as required by Garfield County. Estimated sanitary sewage production is 5000 gallons per week. We anticipate approximately 2 truck trips per week to service the facility. Sincerely, 4 eve W. Tanis Operations Manager United Site Services of Colorado, Inc, Steve W. Tanis 5 Powerline Rd., Rifle, Co 81650 970-625-5556 (Office) 970-309-5911 (Cell) DRINKING WATER ANNUAL FEE INVOICE Water Quality Control Division wgccomniianco,com CDPHE 4300 Cherry Creek Drive Mail Code ASD -AR -B1 Denver, Colorado 80246-1530 UNITED SITE SERVICES 0/0 WADE LOGAN PO BOX 1929 RIFLE, CO 81650 Colorado Department of Public Health and Environment r8/22Date: /2014 PWS ID: 000223351 Invoice #: 900022210 Drinking Water Fee for Transient Non -Community, SWP System with a Population of 25 Amount: $75.00 Payments or Credits: $0.00 Balance Due: $75.00 Payment Due Date: 9/21/2014 See reverse side of this invoice for more Information. PAYMENT DUE WITHIN 30 DAYS PLEASE RETURN BOTTOM PORTION OF INVOICE WITH PAYMENT UNITED SITE SERVICES 0/0 WADE LOGAN PO BOX 1929 RIFLE, CO 81650 BILLING INQUIRIES: 303-692-3502 CHANGE OF ADDRESS: The current billing address Is located on your Monitoring Schedule available at wgcdconlpilance.cam/schedules. If your billing address is Incorrect, please submit a change of address on Contacts Change form available at wgcdcotllpliance,COM. Call 303-692-3556 for assistance with submitting a change of address. MAKE CHECKS PAYABLE TO CDPHE REMIT PAYMENTS TO: CDPHE 4300 Cherry Creek Drive South Mall Code ASD -AR -B1 Denver, Colorado 80246-1530 PWS ID: 00022333' Invoice #t----•– —94./0022210 Balance Dpo: $75.00 CREDIT CARD PAYMENT —Complete the Information below or call 303.692.2130 Name on card: Visa/MC ocurity Codc(3 digit code located on back of card): Expires: f Phone #: ) To receive a receipt provide your Fax # or Email address: Fax #:( Email address: / p4/ Delaware die First State PAGE 1 I, JEFFREY W. BULLOCK, SECRETARY OF STATE OF THE STATE OF DELAWARE DO HEREBY CERTIFY THAT THE ATTACHED IS A TRUE AND CORRECT COPY OF THE CERTIFICATE OF CONVERSION OF A DELAWARE CORPORATION UNDER THE NAME OF "BERRY PETROLEUM COMPANY" TO A DELAWARE LIMITED LIABILITY COMPANY, CHANGING ITS NAME FROM "BERRY PETROLEUM COMPANY" TO "BERRY PETROLEUM COMPANY, LLC", FILED IN THIS OFFICE ON THE SIXTEENTH DAY OF DECEMBER, A.D. 2013, AT 3:13 O'CLOCK P.M. 2072291 8100V 131430224 You may verity this certificate online at corp.delaware.gov/authver.ahtml AUTHEN Jeffrey IN Bullock, Secretary of State ---"----. C`TION: 0985333 DATE: 12-16-13 State of Delaware Secretary of State Division of Corporations Daliverod 03:13 FM 12/16/2013 FILED 03:13 PM 12/16/2013 SRV 131430224 - 2072291 FILE STATE OF DELAWARE CERTIFICATE OF CONVERSION FROM A DELAWARE CORPORATION TO A DELAWARE LIMITED LIABILITY COMPANY PURSUANT TO SECTION 18-214 OF THE LIMITED LIABILITY ACT 1.) The jurisdiction where the corporation first formed is Delaware. 2.) The jurisdiction immediately prior to filing this Certificate is Delaware. 3.) The date the corporation first formed is September 30, 1985. 4.) The name of the corporation immediately prior to filing this Certificate is: Berry Petroleum Company 5.) The name of the Limited Liability Company as set forth in the Certificate of Formation is: Berry Petroleum Company, LLC [Signature Page Follows] IN WITNESS WHEREOF, the undersigned has executed this Certificate on the 16th day of December, 2013. By: Ar it "'d��'"'! Name: Davis 0. O'Connor Title: Corporate Secretary Signature Page to Certificate ofConverslon Berry Petroleum Company, LLC Agency Agreement and Power of Attorney This Agency Agreement and Power of Attorney is entered into by and between Berry Petroleum Company, LLC, a Delaware limited liability company, (referred to herein as "BPC") and Linn Operating, Inc., a Delaware corporation, (referred to herein as "Linn Operating" and together with BPC referred to as the "Parties''). Whereas, BPC owns various rights and interests within the continental United States (such rights and interests referred to herein as the "Properties"). Whereas, Linn Operating is properly licensed or bonded under the rules and regulations of each state where the Properties are located to conduct oil and gas operations in such state, and LLC; Whereas, Linn Operating and BPC are both wholly-owned subsidiaries and Linn Energy, Whereas, Linn Operating performs administrative processes for BPC; and Whereas, BPC wishes to resolve any question of the right of Linn Operating to act as operator for and conduct business transactions on behalf of BPC; Now, Therefore, for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged by the Parties, the Parties agree as follows: BPC hereby appoints and authorizes Linn Operating to serve the exclusive Special Agent and Attorney -In -Fact for BPC, empowered to conduct oil and gas operations on the Properties on behalf of BPC. BPC further appoints and authorizes Linn Operating, to serve as the exclusive Special Agent and Attorney -In -Fact for BPC to conduct the following business on their behalf: (i) the sale, purchase, exchange or other disposition of natural gas (including all substances contained in or injected into natural gas), hereafter referred to as "gas," condensate, oil, and any substance produced in association with gas, oil or condensate, hereafter referred to as "associated substances"; (ii) the gathering, transportation, storage, shipment and other physical or transactional movement of gas, condensate, oil and associated substances by pipeline, truck, barge or any other mode (including related functions such as pooling, aggregation, quality banking, gravity banking and balancing); (iii) the separation, treatment, and other handling of gas and other handling of BPC - Linn Operating Agency Agreement And Power of Attorney Page 1 of 4 gas, condensate, oil and associated substances; (iv) the processing of gas and associated substances; (v) the sale, purchase, exchange and disposition of natural gas liquids and/or other products and byproducts resulting form the processing of natural gas and associated substances, hereafter referred to as "products"; and (vi) the storage, shipment and other physical or transactional movement of products by pipeline, truck, barge or any other mode. BPC further appoints and authorizes Linn Operating to serve as the exclusive Special Agent and Attorney -In -Fact for BPC, to: (i) provide any notice, flow nomination, confirmation, tender or related documents to any pipeline, plant operator or other service provider on behalf of BPC that Linn Operating may determine is necessary or desirable to conduct the foregoing business, it being understood and agreed that the term of such contract or othwr binding commitment may extend beyond the term of this Agreement; (ii) to negotiate, enter into and execute any contract, contract amendment and other binding commitment on -behalf of BPC that Linn Operating may determine is necessary or desirable to conduct the foregoing business, (iii) to compromise and settle any claims and disputes arising out of or in connection with the foregoing business on behalf of BPC in such manner as Linn Operating may determine is necessary or desirable, (iv) to receive payments on behalf of BPC, (v) to make payments on behalf of BPC, and (vi) to act on behalf of and as proxy for BPC in any authorization, approval, vote or other action required to conduct the foregoing business. Linn Operating hereby accepts such designation and authority, subject to the following requirements: Linn Operating shall at all times maintain and keep in full force and effect such limits of coverage and such bonding and licensing as required by rule, regulations and/or statute of the appropriate jurisdictional authority so as to be and remain qualified as an oil and gas operator in each state where the Properties are located. This Agreement shall become effective upon execution and shall apply to all Properties BPC - Linn Operating Agency Agreement And Power of Attorney Page 2 of 4 and related production owned or controlled by BPC oti or after December 1. 2007 at 12:01 A.M. local time in the location of such Property. BPC hereby ratifies and adopts all actions taken by Limi Operating on their behalf as contemplated by this Agency Agreement after such date, including, without limitation, Linn Operating conducting any and all oil and gas operations, Linn Operating conducting business transactions, and otherwise in Linn Operating representing the interest ofBPC. This Agreement may be terminated by either Party giving notice thereof to the other Party, whereupon the power of attorney granted hereby to Linn Operating shalt automatically be revoked. AGREED TO this 5�''"day of March, 2014. 11(.1 I N:troleurn Co1Ep_3111" David 13. Rottino Senior Vice President Finance and Business Development Linn 0 By: David B. Rottino Senior Vice President Finance and Business Development BPC - Linn Operating Agency Agreement And Power of Attorney Page 3 of 4 State of Texas County of Harris This instrument was acknowledged before me on tate '411_ day of March, 2014, by David B. Rottino, Senior Vice President -- Finance and Business Development of Linn Operating, Inc.. on behalf of said corporation. Notary Public -.-1e My commission expires: AIMEE D. STADTFELD Notary Public. State of Texas Commission Expires 11-06-2017 State of Texas County of Harris This instrument was acknowledged before me on the day of March, 2014, by David B. Rottino, Senior Vice President -- Finance and Business Development of Berry Petroleum Company, LLC, on behalf of said limited liability company. My commission expires: Notary Public, AIMEE D. STADTFELD Notary Pubic. Stats of Texas Commission Expires 11-08-2017 • BPC - Linn Operating Agency Agreement And Power of Attorney Page 4 of 4 V. Garfield County PAYMENT AGREEMENT FORM GARFIELD COUNTY ("COUNTY") and Property Owner ("APPLICANT") LINN Operating agree as follows: 1. The Applicant has submitted to the County an application for the following Project: Minor Temporary Employee Housing Permit for the L-15 Man Camp 2. The Applicant understands and agrees that Garfield County Resolution No. 2014-60, as amended, establishes a fee schedule for each type application, and the guidelines for the administration of the fee structure. 3. The Applicant and the County agree that because of the size, nature or scope of the proposed project, it is not possible at this time to ascertain the full extent of the costs involved in processing the application. The Applicant agrees to make payment of the Base Fee, established for the Project, and to thereafter permit additional costs to be billed to the Applicant. The Applicant agrees to make additional payments upon notification by the County, when they are necessary, as costs are Incurred. 4. The Base Fee shall be in addition to and exclusive of any cost for publication or cost of consulting service determined necessary by the Board of County Commissioners for the consideration of an application or additional County staff time or expense not covered by the Base Fee. If actual recorded costs exceed the initial Base Fee, the Applicant shall pay additional billings to the County to reimburse the County for the processing of the Project. The Applicant acknowledges that all billing shall be paid prior to the final consideration by the County of any Land Use Change or Division of Land. I hereby agree to pay all fees related to this application: Billing Contact Person: Jenna Hirsch Phone: ( 303 1999-4054. Billing Contact Address: 1999 Broadway, Suite 3700 City: Denver Billing Contact Email: jhirsch@Iinnenergy.com State: CO Zip Code: 80203 Printed Name of Person Authorized to Sign: Jenna Hirsch 12/11/2014 (Date) De___Garfield County Community Development Department 108 8th Street, Suite 401 Glenwood Springs, CO 81601 (970) 945-8212 www.garfield-countv.com Minor Temporary Employee Housing Compliance Officer Performance Standards and Sign Off REQUIRED SIGN OFF FOR OPERATORS COMPLIANCE OFFICER List of Performance Standards for Minor Temporary Employee Housing Facility A. Federal, State, and Local Laws and Regulations. Minor Facilities must comply with all applicable Federal, State, and local laws and regulations. B. Notification of Facility Installation and Removal. The Sheriff's Office and relevant fire protection district(s) must be notified at least 24 hours prior to installation and removal of each Minor Facility. The Community Development Department shall be copied on all such notification, whether hard copy or electronic. C. Water Systems. Water systems shall comply with standards set forth in section 7-705.8. (as excerpted below): Water Systems. 1. Water systems must comply with all applicable State and local laws and regulations. 2. All potable water systems must include a meter and the Operator must keep a record of the daily usage. 3. For sites to which potable water is hauled, Operators shall: a. Keep appropriate records, to be provided to the County upon request, to demonstrate that water supplied to a site is from an approved source and that wastewater is disposed at an approved facility. b. For water facilities not permitted by the CDPHE, the Operator must conduct monthly tests (or quarterly if an on-site disinfection system is installed) and maintain records of potable water samples specific for coli form. Any tests indicating coli form contamination must be disclosed to the County Public Health Department. c. Water systems facilities permitted by the CDPHE must obtain all necessary State permits or demonstrate that applications for any necessary permits have been submitted prior to a determination by the County that an application is complete. d. Maintain compliance with State regulations at all times during operation. 4. In no case shall unsafe water be used for drinking nor shall raw sewage or used water be discharged onto the ground surface. 1 D. Wastewater Systems. Wastewater systems shall comply with standards set forth in section 7-705.C. (as excerpted below): Wastewater Systems. 1. Wastewater systems must comply with all applicable State and local laws and regulations. 2. Wastewater may be disposed of using either an OWTS or a vault -and - haul system. A vault -and -haul system must demonstrate the following: a. Year-round access is available and maintained for safe and regular access for sewage hauling vehicles; b. The Operator can demonstrate and guarantee an arrangement for hauling sewage; c. The Operator will maintain all records, including but not limited to, trip logs/reports and landfill receipts; d. The sewage disposal records will be maintained as public records to be available to the County upon request; e. The facility will not exceed a cumulative of 1 year at the approved location; and f. The facility has been designed to accommodate 75 gallons of wastewater per person per day or an amount derived from engineered calculations taken from metered usage rates at a similar facility that has been reviewed and approved by the County. E. Clean, Safe, and Sanitary Condition. Minor Facilities shall be maintained in a clean, safe, and sanitary condition, free of weeds and refuse. Any hazardous or noxious materials that must be stored at the Minor Facility for operational or security reasons must be managed in accordance with all applicable Federal, State, and local laws and regulations. F. Trash and Food Storage. Wildlife -proof refuse containers must be provided for trash. Outdoor food storage is prohibited unless facilities are provided that prevent the attraction of animals to the Major Facility site. G. Fire Protection. 1. Provisions for giving alarm in case of fire and fire suppression must be installed per fire codes and as required by the fire protection district. 2. Single -station carbon monoxide alarms must be placed in each Manufactured Home or Recreational Vehicle unit. H. No Domestic Animals Allowed. Domestic animals are prohibited. I. Removal of Facility. Within 10 days following the expiration or other termination of the Land Use Change Permit or represented date of removal identified within the Land Use Change Permit, all housing structures, foundations, and associated infrastructure shall be completely removed. The Operator shall provide the Director with photos, dated and signed by the Operator's compliance officer, Indicating that all housing structures, foundations, and associated infrastructure have been removed within the specified timeframe. 1 have read and understand the above referenced sections of the Land Use and Development Code of 2013, as amended. In addition I hereby certify that the aforementioned facility(les) will be installed in accordance with all applicable Garfield County, relevant fire district, state and federal regulations. Further, I understand that non-compliance with any of the applicable provisions within the Land Use and Development Code of 2013, as amended, shall be enforced in accordance with Article 12. J. Sri, c(tti a N r a Name of Operators Compliance Officer y/ 4( Si,j`ure of the Ope ators Compliance Officer Date Title ( moi R koi w At --t r SL C-7.1 v 6'2 i c -o g 0 o -a.. 37o0 CGvl 0 vi,tGO Q 14'n ry,-r' ' c,0 r, Email Address " o ) Ss9Sct00 Mailing Address Phone Number 3 Garfield County Community Development Department 108 8a` Street, Suite 401 Glenwood Springs, CO 81601 (970) 945-8212 www.garfield-countv.com Minor Temporary Employee Housing Sheriff's Office Checklist and Sign Off REQUIRED CHECKLIST FOR GARFIELD COUNTY SHERIFF'S OFFICE Documents to be Received & Reviewed by County Sheriff's Office Received (initial in box) Complete application, including • Site Plan, • Vicinity Plan, • Use and Occupancy Certification from State Division of Housing, • Description of infrastructure and services to be provided at the site, • Evidence of Physical and Legal Water, • Description of collection and storage of sewage and wastewater, • Description of collection and disposal of refuse, and • A copy the permit from the State or Federal agency regulating the Permitted Site. 070 Identification of the private and publk roadways accessing the Facility, including: • Roadways shall be marked as open, gated, and/or locked (include combinations), • Detailed directions, with mileage, shall be given from the nearest town within the County, 2 • Nearest County Sheriff's Office dispatch location, and G • Responsible fire district headquarters to each Minor Facility along each roadway. Information about the Surface Owner of the Subject Lot or Permitted Site, including: • Name, Address, and Phone number C R 3 Emergency Information including: • Contact Names, addresses and phone numbers of at least 2 persons responsible for the Operator's emergency field operations), • Contact numbers for local Hospitals, emergency response, fire protection districts, the County Sheriff's Office, Life/Care Flight, and applicable regulatory agencies, • Site safety/evacuation plan, and • Other written response plan for potential emergencies at the Site Identification of dates, induding: • Final date of Facility installation, • Date of Removal of the Facility, and • Total number of days that the Facility will be installed at the Site. CSR 33 30 Emergency Notification. All emergency situations requiring action by any government agency or district shall be documented in writing and presented to the Planning Department and Garfield County Sheriff's Office within 24 hours of the occurrence. Failure to report such emergency situations shall be deemed a violation of the 2013 Land Use and Development Code. As an authorized representative of the Garfield County Sheriff's Office(S.0), i verify that the S.O. has received adequate submittal information to carry out emergency response in regards to the aforementioned Minor Temporary Employee Housing Facility. It is understood that the S.O. Is not obligated to sign -off on this form if further information, either in terms of quality or quantity, is necessary to carry out the S.O: s purpose and mission. igrtature on behalf 6f Garfield County Sheriffs Office Date r; �IjGy-nito)c�� `-7)G+NSI. f Name (Please Print) Title Garfield County Community Development Department 108 8th Street, Suite 401 Glenwood Springs, CO 81601 (970} 945-8212 www.earfield-county.com Minor Temporary Erpioyee Housing Fire Protection District Checklist and Sign Off REQUIRED CHECKUST FOR FIRE PROTECTION DISTRiCT(S) Documents to be Received & Reviewed by Fire District Complete application, including • Site Plan, • Vicinity Plan, • Use and Occupancy Certification from State Division of Housing, • Description of infrastructure and services to be provided at the site, • Evidence of Physical and Legal Water, • Description of collection and storage of sewage and wastewater, • Description of collection and disposal of refuse, and • A copy the permit from the State or Federal agency regulating the Permitted Site. Received' (initial in box) Fire Suppression Information Including: • A water storage tank shall be required to provide water to a sprinkler system and initial suppression activities. • The size of the water tank shall be determined based on the sprinkler calculations and initial suppression demands. • The size of the water storage tank shall be determined by the relevant fire protection district. • If the Minor Facility is located outside the boundaries of a fire protection district, than Each Minor Facility shall have at least one (1) water storage tank with a minimum of 2500 gallons of stored water for initial fire suppression, operation of sprinkler systems (if applicable) and wild land fire protection. Emergency Fire Notification Systems including: • Factory built nonresidential structures or recreational vehicle units equipped by the manufacturer with a fire sprinkler system, fire detection system, and/or alarm system shall be inspected, tested, and maintained in accordance with the Adopted International Fire Code and as required by the relevant fire protection district(s). • Smoke alarms and manual fire alarm systems shall be installed, inspected and maintained In all other factory built nonresidential structures or recreational vehicle units In accordance with the Adopted International Fire Code and the requirements of relevant Fire protection districts. • One or more approved fire extinguisher(s) of a type suitable for flammable liquids, combustible materials and electrical fires (Class ABC), or dry chemical, shall be located in each factory built nonresidential vehicle unit and places in accordance with applicable codes. As an authorized representative of the affected Fire Protection District, I verify that the District has received adequate submittals (written and graphic) for this District to carry out its services. It is understood that the District is not obligated to sign -off on this form if further information, either in terms of quality or quantity, is necessary to carry out the District's purpose and mission. 644,2,4!) C?Pr> . t c l Name of Fire Protection District Signature on behalf of Fire Protection District Date f , !/ci4v7y Name (Please Print) Title Garfield County STATEMENT OF AUTHORITY Pursuant to C.R.S. §38-30-172, the undersigned executes this Statement of Authority on behalf of Linn Operating, Inc , a corporation (corporation, limited liability company, general partnership, registered limited liability partnership, registered limited liability limited partnership, limited partnership association, government agency, trust or other), an entity other than an individual, capable of holding title to real property (the "Entity"), and states as follows: The name of the Entity is Linn Operating, Inc. and is formed under the laws of Delaware The mailing address for the Entity is 1999 Broadway, Suite 3700, Denver, Co 80202 The name and/or position of the person authorized to execute instruments conveying, encumbering, or otherwise affecting title to real property on behalf of the Entity is Elizabeth Moss, Senior Landman; Jenna Hirsch, EH&S Representative The limitations upon the authority of the person named above or holding the position described above to bind the Entity are as follows (if no limitations, insert "None"): Nom thcalY c°'h'c'Y "therkise"cumberraalPoQeay Limited to Temporary Employee Housina Permit Applications to Garfield County. Co. . Other matters concerning the manner in which the Entity deals with any interest in real property are (if no other matter, leave this section blank): EXECUTED this 22nd day of December Signature: ,d G't.t.-..) Name (printed):(Candice J Wens Title (if any): Vice President. General Counsel & Corporate Secretary 2014 STATE OF TEXAS ) )SS. COUNTY OF HARRIS The foregoing instrument was acknowledged before me this 22nd day of December , 2014 by Candice J Wells , on behalf of Linn Operating, Inc • a corporation Witness my hand and official s My commission expires: 1 0 [SEAL] al. a Ile (Date) �.r .rr✓ri-.rrri-rel-rrrirrrrri-. �, i 4 KRISTEN CHRISTENSEN Notary Public, Slate of Texas Commission Expires 10-25-2016 ti .•. „--.+'.rrr r-l-tel/'-lll'lllllll!`./'..f-� encana December 17, 2014 Garfield County Attorney's Office Attention: Kelly Cave 108 8t" St Suite 401 Glenwood Springs, CO 81601 Subject: Statement of Authority Dear Ms. Cave This letter confirms that Jason Eckman, Julia Carter, Lumis Campbell and Jason Oates, are authorized to sign on behalf of Encana Oil & Gas (USA) Inc., acting by and through its authorized agent, Encana Services Company Ltd., a corporation formed under the laws of the State of Delaware, the following documents submitted to, and issued by. Garfield County: County Permits County Applications Agent Authorizations Surface Owner Approvals The foregoing authorization is effective until subsequent written notice to Garfield County Sincerely, Encana Oil & Gas (USA) Inc., acting by and through its authorized agent, Encana Services Company Ltd. z Jeffrey S. Balmer .30./"VP & GM, Western Operations Encana Oil & Gas (USA) Inc.. acting by and through Its authorized agent, Fncana Services Company Ltd. �; I'IJli,ilf i I, I • II, i'. 1i 11 ,.:•11 :te n`•I.1 i t) .`;f',: U.` i ,Iliicrlfrp 1 encana 1. _. January 1, 2014 SUBJECT: NOTICE OF AGENCY ARRANGEMENTS BETWEEN ENCANA OIL & GAS (USA) INC. AND ITS AFFILIATE, ENCANA SERVICES COMPANY LTD. Dear Ladies and Gentlemen Encana Oil & Gas (USA) Inc. ("Encana") recently completed a reorganization in support of its new strategy and organizational structure. Effective January 1, 2014, most Encana staff became employees or contractors of Encana Services Company Ltd. ("ESCo") a wholly-owned, direct subsidiary of Encana's parent, Encana Corporation. As an Encana affiliate, ESCo is authorized to provide operational, corporate, administrative and advisory services to Encana and its subsidiaries and affiliates, with its staff acting as disclosed agents of Encana and its subsidiaries and affiliates. Your agreement and its terms with Encana or its U.S. affiliates remain unchanged. The only change is that invoices, change orders. and similar documentation issued pursuant to your agreement with Encana or its U.S. affiliates will now be signed by an individual staff member of ESCo acting as authorized agent for the Encana entity with which you have contracted. If your contract is with Encana Oil & Gas (USA) Inc., invoices, change orders, and related documentation will now be signed: "ENCANA OIL & GAS (USA) INC., acting by and through its authorized agent, Encana Services Company Ltd." The address for invoices and correspondence for Encana remain unchanged. Please address all questions and concerns regarding Encana to Teresa Cox at (720) 876-5656 or by email at teresa.cox@encana.com. Thank you for your continued relationship with Encana. Yours truly, ENCANA OIL & GAS (USA) INC. M. Scott Regan Assistant Secretary RHEtre Encana Oil & Cas (USA) Inc. Republic Plaza, 370 - 17th Street, Suite 1 700, Denver, CO 80202 USA encana.com tHI M1r1R°s1VI,J ►aYtr,W111,411«I1,,al,lk,11111 Pi.cepLJonll: 840321 A,06u,7,JI4 17 78 711 GN .1,•„n glhur, 1 „! 1 8. fart 51: oe I7.,c rsa ll oo C8Prl El 71 COIN.T, CO Ele. Garfield County STATEMENT OF AUTHORITY Pursuant to C.R.S. §38-30.172, the undersigned executes this Statement of Authority on behalf of Encana 011 a Gas (5JSAl Inc, a Corporation (corporation, limited liability company, general partnership, registered limited liability partnership, registered limited liability limited partnership, limited partnership association, government agency, trust or other), an entity other than an Individual, capable of holding title to real property (the "Entity"), and states as follows: The name of the Entity is Encana OH 6 Gas (USA) Inc. and is formed under the laws of Del•were The mailing address for the Entity Is 370 171h S1ree1 Sulto 1700 Denver, CO 80202 The name and/or position of the person authorized to execute Instruments conveying, encumbering, or otherwise affecting title to real property on behalf of the Entity Is Julia Carter, Keay Hamden, Amy Hennne and Nexis Kubal The limitations upon the authority of the person named above or holding the position described above to bind the Entity are as follows (If no limitations, Insert "None"): None Other matters concerning the manner In which the Entity deals with any interest in real property are (if no other matter, leave this section blank): EXECUTED this 23 day of April 2014 `�'� —� Encana Oil 8 Gas (USA) Inc., acting by Nameure;r :�j+. � and th hits atlthofizod agent, (pr! di: �_ ti 0,..-1-'s-Encana gh tts as company Ltd. Title nY) . .tzt.ter_66.- .° STATC or C.pl,*J_Xevio ) )ss n . ._ 9, COUNTYOF1t/te ) The foregoing instrument was acknowledged before me this a_3_,... day of i!_(____ __. .,, 201,L1-.Trfjfj' +, by . Oc t' f on behalf of ;.gLt_._L * `&eS LRSN) Sto , a atct.1g by .1 14,....1.4 1S at-in/4V' 4 t v- S=t:/p� rrrt """*. R4e-4 na fie,wicc 60AOOrrrt t"r,/' Witness my hand and official seal. My commission expires: (C =1 e—/ ( (pate) (SEAL) otary Public) JONATHAN WENTE NOTANr PUBLIC d1ATC OF COLORADO N07A98 10 a 20134035234 ur COuMI9510N aXaUltS )UN[ to 1017 1-15 Man Camp on Old Mountain (Minor Temporary Employee Housing Permit) • Location: The temporary housing facility will be located on an existing oil and gas pad (the L-15), located on private property owned by Encana in Section 15, Township 6 South, Range 96 West, 6th P.M. GPS: Lat: 39.520739, Long: 108.100186 • Directions: From the intersection of Highway 6 & 24 and County Road 215 at Parachute, proceed Northwesterly along County Road 215 approximately 3.5 miles to an intersection with the Wheeler Gulch Road on the right. Proceed right in a general Northeasterly direction approximately 6 miles to the beginning of the Wheeler Gulch tunnel, proceed through the tunnel approximately 0.7 miles to the upper guard shack. Continue in a general Northerly, then Westerly, then Southerly direction approximately 9.3 miles to the L 15-696 well site, with the signed access road on the right. • Layout: The existing pad has 6 wells near its center and condensate storage tanks on its north end near the access road. Three trailers that will provide temporary housing quarters will be located on the pad, each having its own wastewater storage tank and potable water storage tank. There will be one large trash dumpster on the site. Please see Pad Layout for details of Site Plan, note that location of housing trailers may not be accurate. • Installation is anticipated to occur on January 5th, 2015. The temporary housing will remain in place for no more than 365 days, and we plan to remove the facility by the end of 2015. • Surface Owner: Encana USA Inc., 370 17th Street, Suite 1700, Denver, CO 80202......... • Operator: LINN Operating (LINN Energy(, Field Office: 235 Callahan Ave., Parachute, CO 81635. (970)285-2200 Garfield County PAYMENT AGREEMENT FORM GARFIELD COUNTY ("COUNTY") and Property Owner ("APPLICANT") LINN Operating agree as follows: 1. The Applicant has submitted to the County an application for the following Project: Minor Temporary Employee Housing Permit for the L-15 Man Camp 2. The Applicant understands and agrees that Garfield County Resolution No. 2014-60, as amended, establishes a fee schedule for each type application, and the guidelines for the administration of the fee structure. 3. The Applicant and the County agree that because of the size, nature or scope of the proposed project, it is not possible at this time to ascertain the full extent of the costs involved in processing the application. The Applicant agrees to make payment of the Base Fee, established for the Project, and to thereafter permit additional costs to be billed to the Applicant. The Applicant agrees to make additional payments upon notification by the County, when they are necessary, as costs are incurred. 4. The Base Fee shall be in addition to and exclusive of any cost for publication or cost of consulting service determined necessary by the Board of County Commissioners for the consideration of an application or additional County staff time or expense not covered by the Base Fee. If actual recorded costs exceed the initial Base Fee, the Applicant shall pay additional billings to the County to reimburse the County for the processing of the Project. The Applicant acknowledges that all billing shall be paid prior to the final consideration by the County of any Land Use Change or Division of Land. 1 hereby agree to pay all fees related to this application: Billing Contact Person: Jenna Hirsch Phone: ( 303 ) 999-4054 Billing Contact Address: 1999 Broadway, Suite 3700 City: Denver State: CO Zip Code: 80203 Billing Contact Email: jhirsch@linnenergy.com Printed Name of Person Authorized to Sign: Jenna Hirsch f *► 12/11/2014 (Signature) (Date) 1111 Mlrrll'hDKI 1111 Recept,ont:: 849321 n^.,lu:?Old !? 24 2R PM .ln:in Rlheryco or I Roc re" 511 00 nom 0 e 000 GARFIELD COMITY CO Garfield County STATEMENT OF AUTHORITY Pursuant to C.R.S. 438-30472, the undersigned executes this Statement of Authority on behalf of Encana 01 & Gay (USA) Inc. a Corporation (corporation, limited liability company, general partnership, registered limited liability partnership, registered limited liability limited partnership, limited partnership association, government agency, trust or other), an entity other than an individual, capable of holding title to real property (the "Entity"), and states as follows: The name of the Entity is Encana 011 & Gas (USA) Inc. and is formed under the laws of Delaware The mailing address for the Entity is 370 17th Street Sulto 1700 Denver, CO 80202 The name and/or position of the person authorized to execute Instruments conveying, encumbering, or otherwise affecting title to real property on behalf of the Entity is Julia carter, Kelly Hamden, Amy Hankie and Alexis Kubat The limitations upon the authority of the person named above or holding the position described above to bind the Entity are as follows (if no limitations, insert 'None"): None Other matters concerning the manner In which the Entity deals with any interest in real property are (if no other matter, leave this section blank): EXECUTED this 23 Signatur Name (pctrt [I 04>~ Title '` •ny):;o-r t%%+..tia.J ►r day of April '2014 Encina Gil & Gas (USA) Inc„ acting by and through Its authorized agent, Encana SeMces Company Ltd STATE OF r Adti ) nn )SS. COUNTY OF I Q/1V e r A Q t d� The foregoing instrument was acknowledged before me this o•i' day of AQI�"t f , 20 °4 by .`1. Oct,* on behalf of Aty.a4 r_ (i;'r t lt�is cafireTr4.,a _<°4°11 1. ✓ ra• .ar RG9.t9'j2f(wK YJ{"ryh ;!f as4zf°+t2Pa ASK 4e4not 9"ivh 007,100 l l - Witness my hand and official seal. My commission expires: (i —(d--1 -r (Date) [SEAL) otary Public) JONATHAN WENTE NOTARY PUBLIC STATE OF COLORADO NOTARY ID. 2013403/234 MY COMMISSION 4SPIRES JUNE 10, ;DT? LINN Energy 1999 Broadway, Suite 3700 Denver, CO 80202 Phone: (303) 999-4400 NASDAQ:LINE NASDAO:LNCO Encana OH & Gas (USA) Inc. Attn: Judy Tatham, Landman 370 17 Street Suite #1700 Denver, CO 80202 Re: Garfield County hand Use Change Permit Application L-15 Minor Temporary Employee Housing (Man Camp) Ser- 15-T65-R96W Garfield County, Colorado November 20, 2014 Dear Mrs. Tatham: Unn Operating, Inc. Minn-) is applying for a Garfield County Land Use Change Permit for Minor Temporary Employee Housing on the 1-15 pad. This is related to the planned drilling activities in 2015 on the A-21 and 8-21 well pads. As the landowner of the subject parcel, Linn kindly requests EnCana's assistance in pursuing this Permit. The proposed facility will enable Unn to house employees during the drilling and completion of natural gas wells In 2015. The temporary employee housing quarters are proposed for two reasons. First, rental housing in the western Garfield County communities of Parachute, Battlement Mesa, and Rifle is scarce. Second, given the remote location of LINN's well pads on the plateau top, the proposed temporary employee housing quarters would provide our drill rig crew the facilities they need to wash, dine, and sleep near their active drilling location during their 7 -day work week without having to make the long daily commute down the mountain to local communities. The proposed temporary employee housing would therefore promote safety and reduce the volume of vehicle traffic up and down public roads each day. Locating the main man camp on the L-15, an existing location, will provide central housing that is out of the way of operations on the A-21 and B-21 locations, which will have limited space. Should you have any questions or concerns, please contact me at (303) 999-4214. If you have no objections to our proposal, please execute in the space provided below and return to my attention at the above letterhead address. Regards, Elizabeth Moss Senior Landman ENCANA CONCURS WITH LINN'S APPLICATION FOR A LAND USE CHANGE PERMIT FOR MINOR TEMPORARY EMPLOYEE HOUSING FOR THE ABOVE D RIBED LANDS. Encana Oil & Gas (USA) Inc., acung and through its authorized agent, e &Title: a�c�r1 O� Encana Services Company Ltd. ��en�6r /11,444yein(At Y L k (t I:#1ev 4la+Dty www.tinnenergy.com www.linnco.com SHF, RV "Sell If iti Mit t.tA Iiiel)11Vi llient r, it 5 11U1' l)tllittC,rs <UICI ()itr ltttttl'L. December 8. 2011 LINN liter),*\. 1090 firoad+a, Suite 37111) I)rtt%er, CO 80202 Attn: •IClLu:r Hirsch 1',11S Representative Re: Hauler :\llida+ 1,11 pad This letter certifies drat \rtt' iars \Yalcr Ser, ice +si11 ln-utidt: potable %ode, delitcr► for 1.INN Ia.nc'ri.ry for the 1,1,5 lead. \S itrr Set -lice is ;nail:Able 21/7/ 0 i rtitel will I+ru+itic• clrliut`rp as scheduled or needed. Currently. Artesian \Fater Serttee: has eight potable +calcr bobtails iuxl i,llc tr.ulslttu`t. \I1 tanks arc 301 104_)4,ll .grade stainless stet I purchased directly dill 01 10oi1 grade (Wilk) or custom made for lc.+ud ;jradc service. All raids., anti etate•r sources art' tested as Acquired by Cl)1'I11 , and we arc in full compliance. .111 dri+t•1"r it:r.i ()SI I:\ 21'..) tauunS., basic first aid (1'12 training and are pri,l)rrh trained in loading and the handling of potable hoses and lituttfis, \\'e have :d1 hatable licenses, including Class l) water otterator "41128, ('las, 1 I)istributiull r 25 1S, :uld un' personal Colorado operator ii2987; all (in record with 1)PCO- Coloraclo. \\'e Irnt• tete decl, +cell artesian wilier sources turd have iti) Colorado POlablr_ SCnicc I1 )Rs -C( 1391.;6-I(cdd-\\'c11 curer CO 1391:57 -fleck \Veil aural provide (.'on>ttmcr Confidence lirporis (('('Rs) :ntnu tllt. \.c r i irttain and leave a teet+n1 e,rtl,ttr. time', ticket driver, eltltrtinc residual, and gallons ticlitc'rrd in a binder at ,rout location. :Also left to this binder is a col)) r)I CI)PI IF contacts and tank te•stiug records, We also provide potable tatter service lo schools and t,c'rc on the Federal Central Contractor Registry providiitg service to rernore federal locations, ircludirlg FAA (acl:u sibs, Potable Nater service it our 0111} 1usii 'S5. I1ot part of our bttrlues . .AL1 ul our license 4.'S are on ever)' delivery ticket :Omit; t'itli star perscui tl cell j boner it\ailablc 21:'7!36,1. As our tickcl say 'Service is not au inconVI1 tcucc, it's our Extsirlr'ss :Old 0111 Cutnn•," Thanks 1 )r tacking time to rr.+itav this itslilrrnation. I\jer' i 1.11tt'lrtt:u1 l'tn:uu'c \fanarier P() 11,>x 1811 (.:rand.lunrticr, CO 81502 070-2:40-9388 Delaware 'The .first State PAGE 1 I, JEFFREY W. BULLOCK, SECRETARY OF STATE OF THE STATE OF DELAWARE DO HEREBY CERTIFY THAT THE ATTACHED IS A TRUE AND CORRECT COPY OF THE CERTIFICATE OF CONVERSION OF A DELAWARE CORPORATION UNDER THE NAME OF "BERRY PETROLEUM COMPANY" TO A DELAWARE LIMITED LIABILITY COMPANY, CHANGING ITS NAME FROM "BERRY PETROLEUM COMPANY" TO "BERRY PETROLEUM COMPANY, LLC", FILED IN THIS OFFICE ON THE SIXTEENTH DAY OF DECEMBER, A.D. 2013, AT 3:13 O'CLOCK P.M. 2072291 8100V 131430224 You may verify this certificate online at corp.delaware.gov/authver.ahtml Jeffrey'/ Bullock, Secretary of State AUTHEN C'TION: 0985333 DATE: 12-16-13 State of Delaware Secretary of State Division of Corporations Delivered 03:13 PM 12/16/2013 FILED 03:13 PM 12/16/2013 SRV 131430224 - 2072291 F1z,E STATE OF DELAWARE CERTIFICATE OF CONVERSION FROM A DELAWARE CORPORATION TO A DELAWARE LIMITED LIABILITY COMPANY PURSUANT TO SECTION 18-214 OF THE LIMITED LIABILITY ACT 1.) The jurisdiction where the corporation first formed is Delaware. 2.) The jurisdiction immediately prior to filing this Certificate is Delaware. 3.) The date the corporation first formed is September 30, 1985. 4.) The name of the corporation immediately prior to filing this Certificate is: Berry Petroleum Company 5.) The name of the Limited Liability Company as set forth in the Certificate of Formation is: Berry Petroleum Company, LLC [Signature Page Follows] IN WITNESS WHEREOF, the undersigned has executed this Certificate on the 16th day of December, 2013. By: gad d- d Name: Davis 0. O'Connor Title: Corporate Secretary Signature Page to Cert cafe of Conversion Berry Petroleum Company, LLC Agency Agreement and Power of Attorney This Agency Agreement and Power of Attorney is entered into by and between Berry Petroleum Company, LLC, a Delaware limited liability company, (referred to herein as "BPC") and Linn Operating, Inc., a Delaware corporation, (referred to herein as "Linn Operating" and together with BPC referred to as the "Parties"). Whereas, BPC owns various rights and interests within the continental United States (such rights and interests referred to herein as the "Properties"). Whereas, Linn Operating is properly licensed or bonded under the rules and regulations of each state where the Properties are located to conduct oil and gas operations in such state, and LLC; Whereas, Linn Operating and BPC are both wholly -owed subsidiaries and Linn Energy, Whereas, Linn Operating perforins administrative processes for BPC; and Whereas, BPC wishes to resolve any question of the right of Linn Operating to act as operator for and conduct business transactions on behalf of BPC; Now, Therefore, for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged by the Parties, the Parties agree as follows: BPC hereby appoints and authorizes Linn. Operating to serve the exclusive Special Agent and Attorney -In -Fact for BPC, empowered to conduct oil and gas operations on the Properties on behalf of BPC. BPC further appoints and authorizes Linn Operating, to serve as the exclusive Special Agent and Attomey-In-Fact for BPC to conduct the following business on their behalf: (i) the sale, purchase, exchange or other disposition of natural gas (including all substances contained in or injected into natural gas), hereafter referred to as "gas," condensate, oil, and any substance produced in association with gas, oil or condensate, hereafter referred to as "associated substances"; (ii) the gathering, transportation, storage, shipment and other physical or transactional movement of gas, condensate, oil and associated substances by pipeline, truck, barge or any other mode (including related functions such as pooling, aggregation, quality banking, gravity banking and balancing); (iii) the separation, treatment, and other handling of gas and other handling of BPC - Linn Operating Agency Agreement And Power of Attorney Page 1 of 4 gas, condensate, oil and associated substances; (iv) the processing of gas and associated substances; (v) the sale, purchase, exchange and disposition of natural gas liquids and/or other products and byproducts resulting form the processing of natural gas and associated substances, hereafter referred to as "products"; and (vi) the storage, shipment and other physical or transactional movement of products by pipeline, truck, barge or any other mode. BPC further appoints and authorizes Linn Operating to serve as the exclusive Special Agent and Attorney -In -Fact for BPC. to: (i) provide any notice, flow nomination, confirmation, tender or related documents to any pipeline, plant operator or other service provider on behalf of BPC that Linn Operating may determine is necessary or desirable to conduct the foregoing business, it being understood and agreed that the term of such contractor otherr binding commitment may extend beyond the term of this Agreement; (ii) to negotiate, enter into and execute any contract, contract amendment and other binding cotnrnitment on -behalf of BPC that Linn Operating may determine is necessary or desirable to conduct the foregoing business, (iii) to compromise and settle any claims and disputes arising out of or in connection with the foregoing business on behalf of BPC in such manner as Linn Operating may determine is necessary or desirable, (iv) to receive payments on behalf of BPC, (v) to make payments on behalf of BPC, and (vi) to act on behalf of and as proxy for BPC in any authorization, approval, vote or other action required to conduct the foregoing business. Linn Operating hereby accepts such designation and authority, subject to the following requirements: Linn Operating shall at all times maintain and keep in full force and effect such limits of coverage and such bonding and licensing as required by rule, regulations and/or statute of the appropriate jurisdictional authority so as to be and remain qualified as an oil and gas operator in each state where the Properties are located. This Agreement shall become effective upon execution and shall apply to all Properties BPC - Linn Operating Agency Agreement And Power of Attorney Page 2 of 4 and related production owned or controlled by BPC on or after December 1. 2007 at 12:01 A.M. local time in the location of such Property. BPC hereby ratifies and adopts all actions taken by Linn Operating on their behalf as contemplated by this Agency Agreement after such date, including, without limitation, Linn Operating conducting any and all oil and gas operations, Linn Operating conducting business transactions, and otherwise in Linn Operating representing the interest of BPC. This Agreement may be terminated by either Party giving notice thereof to the other Party, whereupon the power of attorney granted hereby to Linn Operating shall automatically be revoked. AGREED TO this day of March, 2014. Be Petroleum Companv, i.l;i Linn Oncratina, Inc. By: � , David B. Rottino David B. Rottino Senior Vice President Senior Vice President Finance and Business Development Finance and Business Development BPC - Linn Operating Agency Agreement And Power of Attorney Page 3 of 4 State of Texas County of Harris This instrument was acknowledged before me on the ,5 day of March, 2014, by David B. Rottino, Senior Vice President — Finance and Business Development of Linn Operating, Inc.. on behalf of said corporation. My commission expires: /N\Ovem` j ,t'1 - State of Texas County of Harris This instrument was acknowledged David B. Rottino, Senior Vice President Petroleum Company, LLC, on behalf of said My commission expires: K\r•N`ov 8 aon Notary Public, AIMEE D. STADTFELD Notary Public. State of Texas w;- Commission Expires 11-08-2017 before me on the 41 day of March, 2014, by — Finance and Business Development of Berry limited liability company. Notary Public, • AIMEE D. STADTFELD Notary Public, State of Texas Commission Expires 11-08-201T �4 BPC - Linn Operating Agency Agreement And Power of Attorney Page 4 of 4 Ail 1i► ill III SII II1.lDI11 11IiI1 II1 I ll1 655348' /02/200q 03:068 81602 P3.'2 1 RLSDORE 1 of 3 R 16.00 D 0.d0 GRFIELO COUNTY CO AVIER RECORDING, RETURN TO: EnCana Oil &. Gas (USA) Inc. 950 17th Street, Suite 2600 Denver, Colorado 80202 Attention: Diane Blieszner, Esq. QUITCLAIM DEED THIS DEED, dated June / 1 2004, between UNION OIL COMPANY OF CALIFORNIA, a corporation: duly organized and existing under the laws of the State of California ('Grantor"), whose legal address 376 South Valencia Ayenue, Brea, California 92.823, and TOM BROWN, INC., a corporation duly organized and existing under and :by virtue Of :the laws of the State of Delaware ("Grantee"), whose legal address is 555.17th Street, Suite 1850, Denver, Colorado 80202: WITNESS, that the Grantor, for and,in consideration of the sum of Ten and ,no/100 Dollars and other good and valuable consideration, the receipt and sufficiency of which are hereby ackno'vledged,.has remised, released, so;d andQUITCLAI1v[EIJ, and by these presents does remise,. release, sell and QUITCLAIM unto the, Grantee, its successors and assigns: forever, ata the right, title, interest; claim and demand which, the Grantor has inand to. any and all real property, together with improvements, if any, situate, lying and•being in: Township 4 Sot.tth, Range 95 West ofthe 6th P.ivi., Township-4`Sontl>:, Range 9"6:3West of -the 6th P.M.; Township 5 South, Range 95 West of the 6th P.M., Township 5 South, Range 96 West of the 6th P.M., Township 6 South, Range 96 West of the 6'1' PM., Township 7 South, Range 96 West of the 6'h P.M., Garfield County, Colorado, except the fee interest to the surface rights to that parcel of reel property; The legal description of which is attached as Exhibit A (tau: "Chevron Reservoir Right nt First Refusal Parcel") and except water storage rights related to such parcel. Grantor and Grantee agree and intend that this iiIstrurncnt shall convey to Grantee all of Grantor's nli,'.rr St i:7 and tO eas and other minerals in and und'et the land deseribud above (including those e tinder the land described on attached Exhibit I (the "Real Estate") i`lcit,v!thst5!i'_1.iileJ CU. preocding, thele is reserved :into Utant ir, its s'tcc:assors i:!ita al> o ;ts i [ Ler.two - ( 0% J n ; '1( +35 i ,d -�i 1 herein a t r. iJ. _i.�`. i,Giuj '�TO:ia royalty I all 't and r . 1� t l.C,. , from or :Ii`l IO t'Cti7E:. 0) the Real Estate conveyed herein which is produced, muted or other'.Ylsa extracted from shale `S 18tG Oiwithin the Green RivCr Formation from the sirftt: to depth ELt_1t is i ti?iigra 1tll Cal i i .2zlibile,nt t' ie ��i-�tax L rker ']that: tl�i:, Garden (U�;:1 :nci'ribei of r l r 0 r i ,11 l the f4Cri � Forth .inch depdi l; :i!'. _' '1?: rutl '.`21)11'4evivaient to a Gehl: i:i .:05' in the :;ace ly O!1 l ...li 7; n t Cl 'r J:'} ..... ,'t, '' -V, 1.-4 `',t,/ ;4 "F_i'=1 ot 1: s! ... the 0t:: 1 X111 11111,111.!11 1111 1IIII111i11111 1111111111 655358 07/02t2004 03:0 P 01002 P343 tt:14LSDORF 2 of 3 R 16.00 D 0.00 GPRFIELD COUNTY CO unto Grantor shall.entitle Grantor to a cost free share equal to two percent of $!8ths of all Shale Oil in addition to any previously existing mineral interests or burdens excepted above and is not dependent on the existence "(or.nonexistence) of any, mineral lease covering all or any portion of the Real.Estate. Grantor may, at its option and 'in its sole discretion, elect from time to time to take its royalty share in kind upon giving Grantee at lust ninety days prior written notice of such intent. IN WITNESS WHEREOF, the Grantor has caused its corporate name to be hereunto subscribed by its attorney-in-fact on this J I day of June, 2004. UNION OIL COMPANY OF CALIFORNIA, 0 California corporation STATE OF COLORADO ).ss. CITY AND COUNTY OF DENVER By: Brian J. Kelly. Attome -m-Fact Acknowledged before me this i dayp.flune, 2104 by Brian J. Kelly, Attorney -in -Fact for Union 04 Company.:of California, a California corporation. Witness my .fia.nd and official seal. S. Notary Public ?yq Commission Expires: pO SP�� OF CO- x�� Lt31EJ;p"i_ 1 Iilli11I �ini11111111110111111111111U1Fi 65348 07/02/2004 03AP- 8;162 P344 HALSDORF 3 of 3 R 16.00 D 0.06 GARFIELD COUNTY CO EXH!131T A Leal Description Chevron Reservoir Right of First Refosal Parcel and Water Rights (Includes Unocal Parcel Nos. 7631, 7632, 7633, 7634, 7660, 7693D, 7699 and Portions of 7616, 7625, 7627A, 7639 and 7646) Township 5 South, Range 95 West, .6th P.M. Section 30: Lots 10, 11, 12, 13 & 14 Section 31: Lots 2, 3,4:9 8z. 10 Township 5 South. ItangL: 96 West, 6th P.M. Section 25: Lots 7 and 8 Section 36: NE1/4 & ,SEI/4 exCept that part of the South 949.:99. feet lying West of the Centerline of Parac.htite Creek. Towng1do.6 South. Rate 96 West, 6th P.M. Section 4: Lois 4, 10, 12 & and all that part of Lot 1; SEI/4NW1/4, SW114NW1/4, N'911/4SW1/4-and Lot 11 lying East of the centerline of parachute Creek Section 9: Lois 3, 4, 5, 11 4, SWIANWI/4 TOGETHER with a parcel .of land, referred to as the Grantee Gulch Sehpol Pareci, in the Northwest Quarter of the Southwest Quarter (NW1/4SW1,14) of Section 4, Township 6South, Range 96 West of the Sixth Principal Meridian, County of Garfield, Stale of Colorado described as follows: Starting at the Northwest corner of the Southwest eidarter of Section 4, Township 6 South, Range 96 West (This Corner is located on the South side of a gulch) running down the gulch South of East 582 feet to the creek frjm thence down the creek West of South 207 feet from thence West 336 Feet from thence. North 363 feet Exc:EPT1NG therefrom that portion of County ...:oad 215 that crosses the subject property including the Roadway surrey parcels and slide parcels conveyed to The Board of County of Commissioners 7..if Garfield County, Colorado in Special Warfanty Decri racorded Decc3mber 30, 1986 in Book 702 at Page 424 and as corrected in instrurntnt recorded Jur !F.2 1 5, 1987 in Book 714 at Page tiw• I= 0 w }arimes CO POO ry Nwoo INWOMmPON� © r h-1- i7 N W 4 A Sir MOM YO/ awMOM WNW o v ROM el wows Dewc!! Tho. First State PAGE 1 I, HARRIET SMITH WINDSOR, SECRETARY OF STATE OF THS STATE OF D c'LA.C'o1dRL'r DO HEREPY CERTIFY THE CERTIFXC:ATE OF MERGER, �J33Z'CS3 MERGES "TBI PIPELINE COMPANY", A DELAWARE CORPORATION). "TBI WEST VIRGIN/A, INC.", A DEARS CORPORATION, -ram BROWN, INC_ ", A DELAWARE CORPORATION, WITH' AND INTO "ENCANA OIL & GAS (IMSA) INC.' UNDER VELE NAME OF vEMCe NA OIL a GAS (USA) INC.", A CORPORATION ORGANIZED AND EXISTING UNDER THE ?SAWS OF TPE STA'T'E OF DELAWARE, WAS RECEIVED ?ND FILED IN TATS OFFICE TRE TWENTY—SECOND DAY OF DEMMER, A.D. 2004, AT 6:25 O'CLOCK P.M. AND X DO HEREBY PVRTHEN CERTIFY THAT TWE AFORESAID • COP 0RATIO,N SHALL BE GOVERNED BY THE LAS OF THE STATE OF DELAWARE. AND I DO HEREBY FURTHER CERTIFY THAT THE EF'k:GCTIVE DATE OF TEE AFORESAID CERTIFICATE OF MERGER IS TRT' FIRST DAY OB- JANUARY, A.D. 2005. 2137895 8330 050039241 Harriet Smith Windsor, Sccrevry of Sc c, AUTEENTICATION_ 3629833 DATE: 01-20-05 �Uni4ed SITE SERVICES PORTABLE RESTROOMS, SINKS, RESTROOM TRAILERS and MORE www.unitedsiteservices.com November 10, 2014 Jenna Hirsch EH&S Representative Linn Energy, LLC 1999 Broadway Suite 3700 Denver, CO 80202 Dear Janna, Here is the CDPHE number and certification that you requested for the purpose of providing sanitary sewage hauling and disposal services for the proposed Linn Energy L- 15 Well pad north of Parachute Colorado. Sincerely, Steve W. Tanis Operations Manager United Site Services of Colorado, Inc. Steve W. Tanis 5 Powerline Rd., Rifle, Co 81650 970-625-5556 (Office) 970-309-5911 (Cell) DRINKING WATER ANNUAL FEE INVOICE Water Quality Control Division wgcdcompliance.com CDPHE 4300 Cherry Creek Drive Mail Code ASD -.AR -B1 Denver, Colorado 80246-1530 UNITED SITE SERVICES C/O WADE LOGAN PO SOX 1929 RIFLE, CO 81650 Colorado Department of Public Health and Environment Date: 8/22/2014 PWS ID: C00223351 Invoice #: 900022210 Drinking Water Fee for Transient Non -Community, SWP System with a Population of 25 Amount: Payments or Credits: Balance Due: Payment Due Date: $75.00 $0.00 $75.00 9/21/2014 See reverse side of this invoice for more information. PAYMENT DUE WITHIN 30 DAYS PLEASE RETURN BOTTOM PORTION OF INVOICE WITH PAYMENT UNITED SITE SERVICES C/O WADE LOGAN PO BOX 1929 RIFLE, CO 81650 BILLING INQUIRIES: 303-692-3502 CHANGE OF ADDRESS: The current billing address is located on your Monitoring Schedule available at wgcdcompliance.comischedules. If your billing address is Incorrect, please submit a change of address on Contacts Change form available at WgCdCOmpliance.Com. CaII 303-692-3556 for assistance with submitting a change of address. MAKE CHECKS PAYABLE TO CDPHE REMIT PAYMENTS TO: CDPHE 4300 Cherry Creek Drive South Mail Code ASD -AR -B1 Deriver, Colorado 80246-1530 PWS ID: G0022335 Invoice 0222210 Balance D e: $75.00 CREDIT CARD PAYMENT —Complete the information below or call 303-692-2130 Name on card: VisalMC #: Security Code(3 digit code located on back of card): Expires: 1 Phone #: ( ) - To receive a receipt provide your Fax # or Email address: Fax #: ( ) - Email address: I o� /04i7( encana January 1, 2014 SUBJECT: NOTICE OF AGENCY ARRANGEMENTS BETWEEN ENCANA OIL & GAS (USA) INC. AND ITS AFFILIATE, ENCANA SERVICES COMPANY LTD. Dear Ladies and Gentlemen: Encana Oil & Gas (USA) Inc. ("Encana") recently completed a reorganization in support of its new strategy and organizational structure. Effective January 1, 2014, most Encana staff became employees or contractors of Encana Services Company Ltd. ("ESCo") a wholly-owned, direct subsidiary of Encana's parent, Encana Corporation. As an Encana affiliate, ESCo is authorized to provide operational, corporate, administrative and advisory services to Encana and its subsidiaries and affiliates, with its staff acting as disclosed agents of Encana and as subsidiaries and affiliates. Your agreement and its terms with Encana or its U.S. affiliates remain unchanged. The only change is that invoices, change orders, and similar documentation issued pursuant to your agreement with Encana or its U.S. affiliates will now be signed by an individual staff member of ESCo acting as authorized agent for the Encana entity with which you have contracted. If your contract is with Encana Oil & Gas (USA) Inc., invoices, change orders, and related documentation will now be signed: "ENCANA OIL & GAS (USA) INC., acting by and through its authorized agent, Encana Services Company Ltd." The address for invoices and correspondence for Encana remain unchanged. Please address all questions and concerns regarding Encana to Teresa Cox at (720) 876-5656 or by email at teresa.cox@ encana.com. Thank you for your continued relationship with Encana. Yours truly, ENCANA OIL & GAS (USA) INC. M. Scott Regan Assistant Secretary RHE/re Encana Oil & Gas (USA) Inc. Republic Plaza, 370 - 1 7"1 Street, Suite 1 700, Denver, CO 80202 USA encana.com David Pesnichak From: Hirsch, Jenna <JHirsch@linnenergy.com> Sent: Wednesday, January 28, 2015 12:11 PM To: David Pesnichak Subject: MTEH Permit Application Update -L15 Man Camp-LINN Operating Attachments: Linn Energy L-15 Pad.pdf; L15 CDH Tag 20441jpg; L15 ATCO Trailer Informationjpg Dear David, I am writing to inform you that the trailers on location for our Minor Temporary Employee Housing Facility are not those which were pictured in the original submittal of our application. There are still the same numbers of trailers, water holding tanks, and the setup is the same, but the trailers the rental company were to provide us with were rented out before our permit was approved and they had to provide us with different trailers. The replacements are almost identical and still conform to all the standards set forth in Article 7 and in our application. I have provided information for all of them in this email (see attachments and information below). Please do not hesitate to call or email me with any questions or comments. Please also let me know if you would like me to update this pictures in the written portion of the application and re -send it. Thank you for your time, Jenna Hirsch LINN Energy -The housing information and state housing certification stickers for one of the trailers are shown in the 2 JPG photos attached. -The information for the other 2 trailers on location is below, and goes with the "Linn Energy L-15 Pad" pdf of housing certification pictures: Unit ID. 64-6518 Manufacturer: Teton Buildings Date Built: 8/16/10 14'x64' = 864 sq ft. Unit ID. 60-6505 Manufacturer: Teton Buildings Date Built: 1/17/11 14'x64' = 864 sq ft. This electronic message, together with any attachments, contains information from LINN Energy that may be confidential and intended solely for the use of the addressee only. If you are not the intended recipient, please note that any disclosure, dissemination, distribution or copying of this message, or any attachment, is strictly prohibited. Also, please notify the original sender by return e-mail and delete the message, along with any attachments, from your computer. Finally, the recipient should check this email and any attachments for the presence of viruses. The organization accepts no liability for any damage caused by any virus transmitted by this email. 1 wr tri 0 ..)..... ....--.., 0 ci3 0 01 0 '''4-viiiAm-444,4:1**1-5**itAtgi:6Z o C o = ›, • 2 c3.) cn 0 r 0.) „_ 0 c o 0 c 0 2 c 0 cc 0 , © 0 >, .41.- 0 a CI' 0 CD — N C c,,) c— cz o ,-; :,-.1 , • , • _1 E E = (1) (t) ...,,, :,..... I ..." „.,1 ..-• -0 co -0 .,;Lii i 0 - ' 0 r, m ..,.. „. „. — • . 444 c c o o c (.49 45 0 0j,