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HomeMy WebLinkAbout1.03 Deeds and AgreementsDeeds and Agreements Encana Oil and Gas (USA) Inc South Middle Fork Water Facility OLSSON ASSOCIATES OA Project No. 012-0400 826 21 '/2 Road 1 Grand Junction, CO 81505 1 TEL 970.263.7800 1 FAX 970.263.7456 v 'RJ 1 111111 11111 11011 111 11111 111111 111111 111 1111 1111 111 655347 07/02'2004 02:98P 61602 P256 M ALSDORF 1 of 86 P 496,00 D 2644,50 6APFIELD COUNTY CO AFTER RECORDING. RETURN TO: EnCana OiI & Gas (USA) Inc. 950 17th Street, Suite 2600 Denver, Colorado 80202 Attention_ Diane Blieszner, Esq. SPECIAL WARRANTY DEED UNION OIL COMPANY OF CALIFORNIA, a corporation duly organized and existing under and by virtue of the laws of the State of California ("Grantor"), whose legal address is 376 South Valencia Avenue, Brea, California 92823, for the consideration of Ten and 00/ 1001h Dollars (S 10.00) and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, in hand paid, hereby sells and conveys to 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, all the real property, together with improvements, limy, situate, lying and being in the County of Garfield and State of Colorado, to wit: SEE EXHIBIT A ATTACHED HERETO AND INCORPORATED HEREIN BY REFERENCE, with all its appurtenances (the "Real Estate"), and warrants the title to the same against all persons claiming under Grantor, subject to taxes for the current year, which constitute a lien not yet due or payable, and subject to all matters listed on attached Exhibit B. The preceding warranty is intended by Grantor to be made to Grantee only and is not intended to benefit any future owner or encumbrancer of the property and shall not run with the land. RFSERVA 1 IONS Grantor and Grantee agree and intend that this instrument shall convey to Grantee all oil, gas and other minerals in and under the Real Estate subject to the following reservations and exceptions. Grantor excepts herefrom such valid mineral interests in the Real Estate (including, without limitation, any mineral estate ownership, oil, gas or mineral lease, royalty, overriding royalty, executive right, production payment, net profits interest or other mineral interest of any kind whatsoever) owned by or in favor of third parties (i) which were recorded prior to the execution date hereof in the appropriate public records of the County or Counties in which all or a portion of the Real Estate are located or (ii) of which Grantee had actual knowledge prior to the execution hereof. Grantee agrees that the mineral interests herein conveyed by Grantor, if any, shall be subject to and shall not include the foregoing described previously existing mineral interests. o:I sldevproUbreva swd cetl10417044M A P 1111111 1E1 1111111111111111111111111 III 1111111111111 655347 07/02/2004 02:50P U1502 P257 tt ALSDORF 2 of 85 R 496 00 D 2544.50 50 LA RF I ELD COUNTY CO There is further hereby reserved and excepted unto Grantor, its successors and assigns and not conveyed herein a two percent (2%) gross royalty in all oil and gas produced from or attributable to the Real Estate conveyed herein which is produced, mined or otherwise extracted from shale ("Shale Oil") within the Green River Formation from the surface to a depth that is stratigraphically equivalent to the "Orange Marker" within the Garden Gulch member of the Green River Formation., such depth being the stratigraphie equivalent to a depth of 2105' in the Skelly Oil Company Bl Dry Fork Unit well, SWI/4 NW 114 SE1/4 of Section 25, Township 4 South, Range 97 West of the 6th P.M., Garfield County, Colorado. For the avoidance of doubt, the foregoing royalty reserved herein unto Grantor shall entitle Grantor to a cost fret share equal to two percent of 8/8ths of all Shale Oi 1 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 least 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 l / day afJunc, 2004. UNION OIL COMPANY OF CALIFORNIA, a California Gurpuratiun By: Brian J. Ke1 y, AttornC -hi-Fact STATE OF COLORADO ) ss. CITY AND COUNTY OF DENVER ) Acknowledged before me this day of June, 2004 by Brian J. Kelly, Attorney -in -Fact for Union O' of California, a Califunlia corpuratluu. My C ViOnsiimEtplios and official seal. o:Is"dcvproltbrowrekmd d Ol 17(}41MAP 2 Notary Public 1 Ilpil 11111111111 111 IIT 111E1 Irl II' III !ill 111! 1111 655347 0/02/21'04 02/2130a o2 r'RP 016‘.)2 P2F.+3 1 ilVD01717 3 of 66 !t 496.0D D 2644.i3 GQRF IELO +7L'NT f CO EXHIBIT A Legal Description (Real Estate Except Reservoir Parcel and intake Parcel) (See attached Schedules 1 -Al through 1-A47] f655;RAH AH !IH I1! ttii 11 11 011111111 if - 655;,47 ,47 07/32,4V4 71,58P B1602 11331.? ?+ a"_ Dn►rp `38 0' tie; R 'tat, N.` 0 2644.3) I RF[E1_Q '7CIU .;1 SCHEDULE 1-A46 Unocal Parcel No. 7694C The SE%4NEVI of Section 33 (also known as Lot 5), Township 6 South, Range 96 West or the Cath Principal Meridian, County of Garfield, State of Colorado. AND A parcel of land situate in the NW/4 and in the SW 4 of Section 34, Township 6 South, Range 96 West of the Sixth Principal, County of Garfield, State of Colorado, being more particularly described as follows: Commencing at a found stone for the northwest corner of saki Section 34 and considering the line between U.S.C.G.S. Stations Hurlburt and Sage to bear N 38°46-25- W with all bearings contained herein to he relative thereto; thence S 00°52-36z W along the west line u1" G.L.Q. Lot 2 (NW/4NW/4) of said Section 34 a distance of 1332.07 feet to the northwest corner of G.L.U. Lot 3 (SWANW1/4) of said Section 34 and True Point of Beginning of the parcel described herein; thence S 88°3731- F. along the north line of said G.L.G. Lot 3 (SW'/4NW'4) a distance of 483.92 feet to a point on the westerly right of way line for County Road No.215 realigned as found described in Book 561 at Page 765 of the records of the Garfield County Clerk and Recorder; thence along the westerly right of way line for said County Road No.215 realigned the following 2 courses: 1) 5 33°04=06_. E a distance of 1287.99 feet; 2) 205.90 feet along a curve concave to the northeast, having a radius of 1550.0() feet, a delta angle of 07°36=39- and a long chord bearing S 36°52-26. E a distance of 205.74 feet to a point on the cast line of said G.L.O. Lot 3 (S WV4NW /4). thence 5 01'27-22= W along said east line a distance of 106.42 feet to the northeast corner of G. L.U. Lot 10 (NW'Y4SW'/4) of said Section 34; thence 5 01129=23- W along the east line of said G.L.O. Lot 10 (NW'/4SWV4) a distance of 115.01 feet; thcncc leaving said cast line N 88°01.00z W a distance of 380.13 feet; thence S 01'58' 00" W a distance of 634.10 feet; thence N 88°04=00a W a distance of 714.70 feet; thence S 01"56=00 W a distance of 559.70 feet; thence N 88°04—=00- W a distance of 209.60 feet to a point on the west line of said G.L.U. Lot 10 (NW/.5W/0; thence N {)0 52=13= E along said west line a distance of 1293.90 feet to the west quarter corner of said Section 34; thence N 00°52=3& E along the west line of said G.L.Q. Lot 3 (SW/4N W'/4) a distance of 1332.07 feet to the northwest corner of said G.L.O. Lot 3 ( SW'/4NW/4) and point of beginning, containing 48.25 acres more or less. EXCEPTING THEREFROM that portion of County Road 215 that crosses the subject property including the Roadway Survey Parcels and Slide Parcels contained within the subject property conveyed to The Board of County Commissioners of Garfield County, Colorado in Special Warranty Deed recorded December 30, 1986 in Rook 702 at Page 424 and as corrected in instrument recorded June 15, 1987 in Book 714 at Page 1. A-55 RECORDED CERTIFICATE OF GOOD ST4NDIN 1111 FIS r t riiiiI‘qiiL;ti"1r:41R1.1 14 Ilk 11111 Receptions760313 12110'200E Os 1A-00 PM jean giber Jco 3r E Rec Fee $31 OD Doc Fee 0 DO GARFIELD COUNTY CO OFFICE OF THE SECRETARY OF STATE OF THE STATE OF COLORADO CERTIFICATE 1, Mike Coffman, as the Secretary of State of the State of Colorado, hereby certify that, according to the records of this office, ENCANA OIL & GAS (USA) INC. is an entity Formed or registered under the law of Delaware has complied with all applicable requirements of this office, and is in good standing with this office_ This entity has been assigned entity identification number 20001081983. This certificate reflects facts established or disclosed by documents delivered to this office on paper through 11/06/2008 that have been posted, and by documents delivered to this office electronically through 11/l 112008 @ 10:18:03. I have affixed hereto the Great Seal of the State of Colorado and duly generated, executed, authenticated, issued, delivered and communicated this official certificate at Denver, Colorado on 11/11/2008 t``r?, 10:18:03 pursuant to and in accordance with applicable law. This certificate is assigned Confirmation Number 7223924. 14 It Secretary of Slate of the State of Colorado End of Ceslificale Noir' 4Ft tr Breva Jssurd dJliNplfsef&Yj_rtrn ihr ColotadQ a nfCtafr s Wei.,stte 1.ffu1fr and iarntedialefy rnlld vivid r//rrly e. However. as alt op tan. the issuance and volubly of © (erotkafr trbtained electronically may be established by visiting the Certificate Confirmation Page of fhr .5ecredar}' rl_,( tide's web slip, 1'1,>•!, •. ,e f�,: r �.fr%r=., r, �, i,r r r.,1 entering the cerarfcate's 6'onfirmatron number o splayrel on the certificate, and following the i+ssi tc iorsr displayed (ordffrming the itsuatrce of a ce£a co(f_(r n crely_a?itanaLttni s tlece m8llr la tke sTldtd aced Tgsrjre issuance of certificate. For more uformaf:on, visit our Web site,,.,op. a_ +.:r u click Business Center and select -Frequently Asked! Quesnons 1 'EPF ra 1.' RevurJ ac In-1oa11 RECORDED DELAWARE MERGER DOCUMENT ■11� ��P� I�; ht+ilk+ ki,VAL, T4l A5III Recept:cn4. 760313 12•+8+24[E O3 I» 30 P1! Jean Alberico 2 r. _ ;IPC :.ye $31 00 Ode Fee 3 00 GG+RFIELO COUNTY CO PAGE The .first State I; HARRIET SMITH WINDSOR, SECRETARY OF STATE GF THE STATE OF DELAWARE, DO HEREBY CERTIFY THE ATTACHED IS A TRUE AND CORRECT .COPY OF THE CERTIFICATE OF MERGER, WHICH MERGES: "TBI PIPELINE COMPANY", A DELAWARE CORPORATION, "TBI WEST VIRGINIA, INC ", A DELAWARE CORPORATION, "TOM BROWN, INC.", A DELAWARE CORPORATION, WITH AND INTO "ENCANA OIL & GAS (USA) INC. "' UNDER THE NAME QF "ENCANA OIL & GAS (USA) INC.", A CORPORATION ORGANIZED AND EXISTING UNDER THE LAWS OF THE STATE OF DELAWARE, AS RECEIVED AND FILED IN THIS OFFICE THE TWENTY-SECOND DAY OF DECEMBER, A.D. 2004, AT 6715 O'CLOCK P.M. AND I DO HEREBY FURTHER CERTIFY THAT THE EFFECTIVE DATE OF THE AFORESAID CERTIFICATE OF MERGER IS THE FIRST DAY OF JANUARY, A.D. 2005. A FILED COPY OF THIS CERTIFICATE HAS BEEN FORWARDED T() THE NEW CASTLE COUNTY RECORDER OF DEEDS 2137995 8I00M 040934720 Harrier Smith Windsor, Secretary al State AUTHENTICATION: 3584585 DATE: 12-29-04 . f .1:14' 11!i ili4i Reception4: 760313 t2 1812008 03 14 00 PM Jean nibersco 3 ae B pec car $31 aQ Doc F. 0 00 GnRriEra C4tmiTY co DEC -22-20104 WED 04:12 PM FAX Na 3038322366 P. 03 State of De ower ,e Secretary of Stater Division of Cospvrat.eona Dol:veswd 06:15 FM 12/22/2004 FUMED 06.15 E!! 12/22/2004 SRV 040934710 - 21373g5 FILE STATE OF DELAWARE CERTIFICATE OF MERGER OF DOMESTIC CORPORATIONS Pursuant to Title 8, Section 251(c) of the Delaware General Corporation Law, the undersigned corporation executed the following Certificate of Merger: FIRST: The name of the surviving corporation is EnCcna Oil & Gas (USA) Inc., and the names and jurisdictions of the corporations being merged into this Surviving corporation ars as follows. Naive Jyriadi5hon of Incarpoiation Torn Brown, Itie. Delaware corporation TBI Pipctne Company Delaware corporation TBI West Virginia, Inc Delaware corporation SECOND: The Agreement and Plan of Merger has been approved, adopted, ccrtifiod, executed and acimowlcdged by each of the constituent corporations. THIRD: The name of the surviving corporation is EnCana Oil & Gas (USA) Inc , a Delaware corporation_ FOUR'T'H: The Certificate of Incorporation of the surviving corporation shall be its Certificate of Incorporation. FIFTH: The merger is to become effective on January 1, 2005. SIXTH: The Agreement and Plan of Merger is on file at 95C 17i11 Street, Suite 2600, Denver, Colorado 80202, the place of business of the surviving corporation. SEVENTH: A copy of the Agicerncnt and Plan of Merger will be furnished by the surviving corporation on request, without cosi, to airy stockholder of the constituent corporations. IN WITNESS WHEREOF. said surviving corporation has caused this certificate to be signed by an authorized officer. the 17th day of December, A_D , 2C04. ENCANA OIL & GAS (USA) INC. M- r. A. Viviano, Secretary QAEe,Cana_,A26707tI .$ Carscrstc IiearoaninrfOriV'rVip:1 Qiish:5uee Fri,.4Itrleis+otP.C. r:Mcrzet_:'YFrGT/ UDC k11\! *I 1' rikik IF 1 11111)1 1111 I Receptaoria 760313 '2:'-9!2..:16 03 14 ]ran Atbermo w s1 5 pec Fare S34 03 ..:c Fee 0 00 GARFIELD CkY•47r 00 1)o.urnetI Noe e g i:ee If dxY.rrenl is an paper. S11I.00 Sf dueererent oi filed eleciromsall7 Curnentky Not Available Fees are alibied to r.hanic. for elstr eox 7.11ors ser oa abeam Cups d pled dcciarazou n .t Ito fta.rare 02.1,1 Doirv:r gaper deruwmu Colorado Secretary of Sian Dooms, Ions.' 1566 Dread oto. Sado 200 Down, 00 1C202-3169 Taper dsnloeMe mom W own{ or wreplore 7. 01011 ,A_.74111741_e, 17 Yj.t3it 31' -IE 1".43-1!:" ....tames loom rev eu wtir Statcs:Dent of Foreign Entity Withdrawal filed pursvant Iu {7-90-301, et seq and ¢7-90-806 of dee Colorado Revised Statuses (C.R.S1 In number 1 !Mt r..ene 2 Aes•.arned entity name Of Asthma hers True raer,e) 3. RCrRrI1 ed stens (.f Jm0ad0sraat) OR (ors buur s as .wal onk Isavaaelss 'Joel) The person appYs esed Ju rcyuttrcd eves in dm di/cement Ass consented to being se apponeted. Registered agent sired 400:00: Rein* ted speed mailer eddress: Yrdrffaxu Aam *cve) Ira OA now Gid ren:K J M.� Maki "ran* Cry (finer r.rwy+rivwPerreirriw ippmsdw lewd (P rl.2wCed_, Rtiulnte - {utero Yq Cowry- Tow Uk tribe Irglsiered ageol is no moget to be maintained, the marling address 1a IA Rich service of process ma, be marled: ria EnCana Od Laos tuaed Inc. (Sign merAd w6rrei-h1t 4012. loo rof wrr.n+l 170 170r &root &i, 1700 Derrew CO 02202 r tier (Shop; Irrrwir12, RRr rnlr14011 1471 1111 k crIk17111. gitiNII., N740011 4\4113ilrtlIlylt ,i 11 ReceptionR' 760313 12!10i2038 33 14 Go 1 ppa0©:C IEi.J COUNTY CO 5 or 6 Res Fee S3 000 Doc roe 4 futsdier:an of fornlaIIon fanneipai alike mailing address Deanne.. 370 17h Sox& Saar t700 /antra ar..e ula.rrae.r Aep07ia4, CO 63202 G. 11rc tray wilt no tonfiet transact tlttsine's or conduct aeuvdirs lar Itis stale anti :t relimieishcs as 3teltot Ny ill tr311Saa:111oSa icyS ar conduct ac:i,l:mcs cat tills Stale. 7. flu regi -weber of rill trade names regi wed by the emery with the sect eery of state pursuant to §7•70.10'. . H.S and any a4sulnet entity name pursuant to sy7.90.600, C.R.S. are withdrawn upon the Stlary of 11113 Oaicnuent f(1lr iwi efi Delayed effect tee date Name. 0:..441,1,+ Causing thus doxan•.ent to be dens/tett u+ tine secretary of slate fat fi;-rt ,halt cuasnrne the affirmsiron ar —Lnnwkd}mn.nt of cacti 1r.drvtdaai causing such delivety, wwrt penalties of perjury, that the document 1. dlc Iidti idual'z xi and deed, et that the oohs sir si 41 Soya [auh behests the document is the act and deed ret the N r,on est noose he half the individual is sawing the docwnrnr to be delivered far firing, taken in eon:oi rn ft with the requirement. ai part 3 of acne 90 ot'Iitic 7. C S , the constituent documents, Anal Use 01I0111: sralw:a. and Etat rhe individrual in uncut rad, belies ca she facts atased in the document tae nut Lind the document ctmphes with We rC. 11Latrltrnt3 of that Pau, the eunatiriicnt durumcrtfs, and Ilse pa[fawie st+,+rA•< This petaury armee applies to each tudiviaal who causes that duel anent ter be delivered to the secretary W 'Rite, Wi4.1ies or nut such indivtdurl it named In die docanreoi a4 Ohe Who hat C31.4r d II to DC delivered. 9 Narr ls1 and addrettlesl car It.e rods+lduati causing rixdocu-arid lobe dclisaed far filing-. Ga ant Sur Was Sv,t an ut.rt a Tufty. t. C. rsr.r .r.ur.saf *.-n-- 32 t 1711110.021..5.4* 600 ❑anti CO 301202 rrnn.a IrwnYe+yC .4 1Wa.nn VIPPArsibi ICaaw,q•- 1..I VS! tl'wr �r•+.w kava nal ,.•:lar -rq.-.e.r 4.4 titres. 4.0N rf+.bA.r Ilan n,r• f os t•lu to rye:- 4 &owe t•A sea..., of z.,4, 3W w'Ar Jim fires. _444.4. M,�❑.+wf rx 4w.',nor ,..dW1]+1.: a.... Asa .44vv, y/b+A rwdnAmid .1 til 4cf#r Mel: DM farm and any 'related inttrurculos, lac not encoded e i peovide tega3, businesses tax tdvacc, and ane offered aim public servtcc withoat relrrssentalion or avtanry wkate chat form tt believed tosatisfy nrmunam aa. 1i t 8r:W1t 1 +I•i ■Ili 11«trle'3)4112141VillO 111,1 lieffilOidilid 1111 Reoeptaonn. 760313 12/ 19120OG 03 913 00 PM .lean al tier „co 6 of et Roc Fee $31 OD Doc Pen C CC GARFLE:D COUNT* CO lrt;al I<yuucErrci*ls as Of iu Eer.ran dale, c i ipliance with p,p1.1,zab,le law, as the same ;r ly be amended fear. lime se ilex, sunaien IAC te:t enSiimiirf of dm LACE of itQu farm f uesiiees shau ld be addlcssed 10 She eecr'a attorney. Recorded EnCana Ownership Documents The following documents pertains to EnCana's interest (successors in interest to Tom Brown, Inc.) obtained from Union Oil Company of California on certain lands more particularly described on Exhibit A attached hereto. Please be advised, the Purchase and Sale Agreement or the 60 day notice letter from Union Oil to Chevron are not included due to the terms of our Confidentiality Ag. cement. Schedules 1 -Al through A-147 are not included because they arc not relevant to the lands described in the Limited Impact Review application. This narrative will summarize the key parts of the Agreement as it pertains to the lands described on Exhibit A. Special Warranty Deed and Quit Claim Deed not including Reservoir Parcel Under the terms of the "Purchase and Sale Agreement" dated .lune 30, 2004 by and between Tom Brown and Union Oil, Union Oil granted unto Toru Brown Fee title to the parcels of real property described in Schedules 1 -Al through I -A47, subject to the reservations and restrictions set forth on the Special Warranty Deed and any other surface interest owned by Union Oil further described on the form of a Quit Claim Deed but not including the Reservoir Land as depicted on Exhibit A (please see the map which shows the lands in question). Chevron Shale had first right of refusal to acquire the surface and water rights only from Union Oil as described in that certain Deed and Agreement effective November 9, 1995 between Union and Chevron on the lands listed on Exhibit A. Promptly following the execution of said Purchase and Sale Agreement, Union Oil gave Chevron Shale 60 days written notice to indicate their election to purchase said lands. If Chevron failed to respond or acquire these lands within 60 days receipt of this notice, it was agreed that Union would sell those lands on Exhibit A to Tom Brown, Inc. in accordance with the terms of the Purchase and Sale Agreement. The letter was dated and delivered in accordance with the terms of that certain Deed and Agreement effective November 9, 1995 to Chevron Shale on July 1, 2004. Under the terms of the Quit Claim Deed dated June 11, 2004, it specifically states "except the fee interest to the surface rights to that parcel of real property, the legal description of which is attached as Exhibit A lathe "Chevron Reservoir Right of First Refusal Parcel") and except water storage rights related to such parcel." It further states in the next paragraph that `'Grantor and Grantee agree and intend that this instrument shall convey to Grantee all of Grantor's interest in and to oil, gas and other minerals in and under the lands described above (including those under the land described on the attached Exhibit A". Therefore, the minerals were conveyed but the surface and water rights were not as to the lands on Exhibit A. This was still pending Chevron's election to purchase said lands, which never occurred. Assignment and Assumption Agreement (Reservoir Parcel 11) On September 21, 2004, Union Oil executed the "Assignment and Assumption Agreement (Reservoir Parcel 11)" and assigned to Tom Brown all right. title and interest to the parcel of lands described in Exhibit A_ Please note that Exhibit A now describes these lands as the "Reservoir Parcel", not "Chevron Reservoir Right of First Refusal Parcel and Water Rights" as they originally were on the Quit Claim and Special Warranty Decd. Special Warranty Deed including Reservoir Parcel A Special Warranty Deed was also executed and assigned to Tom Brown on September 24, 2004 to include those lands described in Exhibit A. Therefore, Toni Brown was originally assigned the mineral rights but later assigned the surface and water rights in accordance with the terms of Chevron's First Right of Refusal. 1111111IP111111111111111111111Ii111111111111�11f1 655347 07/02/2004 02:58P B1602 P256 M PLSDQRF 1 of 86 R 456.00 D 2644.50 GARFIELD COUNTY Co AFTER iRF_('UURfI'y(:. RETURN TO: EnCana fail & Gas (USA) Inc. 950 17th Street, Suite 2600 Denver, Colorado 80202 Attention: Diane Bliesz_ner, Es 1 - SPECIAL 'W - SP CIAL'WARR "1NTY DEED UNION OIL COMPANY OF ,LITORN1A, a corporation duly orpxiired and existing, under and by virtue of the laws of the + t'_j' -aria (::Grantor''). whose legal address is 376 South Valencia Avcnuc, Brea, California 92825. fir the consideration of Ten and 001100th Dollars ($10.00) and pother good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, in hand paid, bele by s:•11s and conveys to TOM BROWN. INC., a corporation duly organized and existing under and by virtue of the laves of the State of Delaware ("Grantee"), 'chose legal address is 553 17th Street. Suite 1850, Denver, Colorado 80202, all the real property, together with improvements, if any, situate, lying and heing in the County of Garfield and State of Colorado, to wit; SEE EXHIBIT A ATTACHED HERETO AND INCORPORATED !*REIN 13Y REFERENCE, with all its appurtenances (the "Real Estate"), and warrants the title to the same against all perscros claiming under Grantor, subject to taxis for the current year, which constitute a lien not yet clue or payable. and subject to all !Ti.atterN, li!,tcci on attached Exhibit B The preceding. warranty is intended ley Grantor to be made to Grantee only and is not intended to benefit any future owner or encumbrancer of the property and shat', not run with the land RESERVATION Grantor and Grantee agree and intend that this instrument shall convey to Grantee all oil, gas and other minerals in and under the Real Estate subject to the following reservations and exceptions. Grantor excepts herefrom such valid mineral interests in the Real Estate (including, without limitation. any mineral estate ownership, oil, gas or mineral lease, royalty. overriding, royalt]., executive right.. production pavmcrti, net profits interest or other mineral interest of any kind whatsoever ) owned by or in favor of third patties (i) which were recorded prior to the execution date hereof in the rpprr,priatc public records of the County or Counties in which all or a portion of 07.= Real Estate are toeated or iii t of tAhi;.h Grantee had actual knowledge prior to the execution hereof. Grantee agrees that the mineral interests herein conveyed by Grantor, if any, shall be subject to and shall not include the foregoing described previously existing mineral interests. n i g,derr:0,1b rowcr..swdcctr,:7 S i 704.A A P 1 1' V'I$111111111111111111111111111111111111111111111 655347 07/02y2004 e2: 58P 61602 P257 1 RLSGORF 2 of 86 R 496.00 O 2644.50 GARFIELD COUNTY CO There is further hereby reser. e:;tieptcd unto Grantor, its successors and assigns and not convcy,d herein a i wo percent (2%) gross royalty in all oil and gas produced from or attributable to the ReJI Estate conveyed herein wlth.h is produced, mined or otherwise extract:d from shale ("Shale Oil") within the Green River Formation from the surface to a depth that is stratigraphically equivalent to the "Orange Market' within the Garden Gulch member of the Green Ri. er Formation.. such depth being the straugraphic equivalent to adepth of2105' in the Skelly Oil Company #1 Dry Fork Unit eIl, SW 1.4 NV\ 1 4 SEIM of Section 25, Township 4 South, Range 97 West of the 6th P.M., Garfield County, Colorado. For the avoidance of doubt, the foregoing royalty reserved herein unto Grantor shall entitle Grantor to a cost free share equal to two percent of 8!8ths of all Shale 011 in addtion to any previously existing mineral interests or burdens excepted above and is not dependent on the existence (or nonexi tence) of any mineral lease covering .111 or any portion of the Real Estate. Grantor may, at its option and in its sok discretion, elect from time to time to take it; royalty share in kind upon giving Grantee at least ninety days prior written notice of such intent. JN WITNESS. WLIEREOF, the Grantor has caused its corporate name to be hereunto subscribed by its attorney-in-fact on this /1 day of June, 2004. STATF OF COLORADO CITY AND COUNTY OF DENVER ) ss. 3 UNION OIL COMPANY OF CALIFORNIA, a California corporation 13y: 4,7 Brian J. Kell4x Attorn-Fact J Acknowledged hefore me this ': day of June, 2004 by Brian J. Kelly, Attorney -in -Fact for Union O i • of California, a California corporation. N, .l`f tD s iiivha+1nd and official seal. p L Notary Public -s: -• - .1.1s"+d•prti;t'tnownsv.dqedO417O.r\1 ' 1111111111131111111311111111111111111111111 655347 07/02/2004 02:58P 81602 P303 M pl_SDORF 48 of 86 R 495.00 D 2644.50 GARFIELD COUNTY CO SCHEDULE 1-A39 1 mica' Parcel No. 7647 (Book, 698 a: Pa.gc: 589 Recording Date: November 10, 1986 Grantor: United States of Amerien Grantee.: I )nion Oil Company of California) All of the fol ON‘ int! described mining claim or premises situate, lying and being_ the CounIy of Garfield and State of Colorado, to -wit: Madge No. 1 Placer Minirre Claim, Made No 2 Placer Mining Claim, Madge No. 3 Placer Mining Claim, Madge No. 4 Placer Mining Claim. Florence No. 1 Placer Mining Claim, Florence No. 2 Placer Minine Claim, Florence No, 3 Placer Mining Claim., Florence No, 4 Placer FkKerice No. 5 Placer Mining Claim, Florence No. 6 Placer Mining Claim, Florence No, 7 Placer Mining Claim., Florence No, S Placer Mining Claim_ Fay No. 1 Placer Mining Claim, Fay No. 2 Placer Mining Claim. Fay No. 3 Placer Milling Claim, Fay No. 4 Placer Mining Claim. Fay No. 5 Placer Mining CiJim, Fay No. 6 Placer Mining Claim, Fay No. 7 Placer Mining. Claim. Fay n 8 Placer Mining Claim, Ha7e1 No. 1 Placer %lining Claim, Hazel No. 2 Placer Mining Claim. Hazel No. 3 Placer Mining Claim, Hazel No, 4 Placer Minims Claim. Haze: No. 5 Placer Mining Claim, Hazel No. 6 Placer Mining Claim, Hazel No. 7 Placer Mining Claim, Hazel No. 8 Placer Nlinine Edna No. 5 Placer Mining, Claim, Edna NI°. (Placer Minim! Claim, A-45 1I111N111111111111111111 Ir1! 655347 07/02/2004 02:58P 61602 P3414 M ALSDORF 49 of 86 R 496.00 D 2644.50 GARFIELD COUNTY CO Edna No. 7 Placer Mining Claini_ Edna No. 8 Placer Mining Claim. Gold Bug No. 1 Placcr Mining Claire, Gold .Bug No_ 2 Placer Mining Claim, Gold Bug No. 3 Placer Mining Claim, Mary Anti No. 1 Pl ar:r Mining Claim, Mary Ann No. 2 Placer Mining Claim, Marl' Ann No. 3 Placcr Mining Claim, Mary Ann No_ 4 Placer Mining Claim. Mary Arin No, 5 Placer Mining Claim. Mary Ann No. 6 Placer Mining Claim, Mare Ann No. 7 Placer Minim; Claim, Mary Ann No. 8 Placer Mining Claim, Mary Ann No. 9 Placcr Mining Claim,. Mary Ann No. 10 Placer Mining Claim, Mary Ann No. 11 Placer Mining Claim, Mary Ann No. 12 Placer Mining Claim, Mary Ann No. 13 Placer Mining Claim, Mary Ann No. 14 Placer Mining Claim, Mary Ann No. 15 Placer Mining Claim, Marl Ann No. 16 Placer Mining Claim, Mary Ann No. 17 Placer Mining Claim, Mary Ann No. 18 Placer Mining Claim.. Mate' Ann No. 19 Placcr Miming Claim, Mary Ann No. 20 Placer Mitring Claim. Mary Ann No, 21 Placer Mining Claim, 1Ml try Arm. No. ?2 Placer Mining Claim, Mary Ann No. 23 Placer Mining Claim,. Mary Ann No, 24 Placer Mining Claim, Mary Ann No. 25 Placer Mining Claim, Mary Ann No. 26 Placer Mining Claim, Mary Ann No. 27 Placer Mining Claim, nary Ann No. 28 Placer Mining Claim, Mary Ann No. 29 Placer Mining Claim, .lary Ann No, 30 Placcr Mining Claim, Mary Ann No. 31 Placer :'-lining Claim., Mary Ann No. 32 Placer Mining Claim, A portion of the Mary Ann No. 33 Placer A portion of the Mary Ann No. 34 Placcr A portion of the Mary Ann No. 35 Placer A portion of the Mary Ann `,.:o. 36 Placer A portion of the Mare' Ann No. 37 Placer A portion of the Mari Ann No, 38 Placer Mining Claim, Mining Claim., Mining Claim, Mining Claire, Miming Claim, Mining Claim. A-46 11111111111111111111111111111111111111111111111 l it flit 655347 07/02/2004 02:58P B1602 P305 M ALSOORF 50 of 86 R 486.00 D 2644.50 GARFIELD COUNTY CO A portion of the Mary Ann No. 39 Placer Mining Claim. A portion of the Mary Ann. No_ 40 Placer Minnie,. Claim. situated in Garfield County. Colorado. described as follows: Sixth Principal Meridian. Colorado. T. 4 S.. R. 95 W. Sec. 19, lots 1 through 4, inclusive, E 2, and EW; Sec. 20. lots 1 through 4, inclusive, W1/4, and ST j.,; Sec. 28. lots 1 through 3, inclusive, SW1, SE'./ , SWC 4NEV,, SE NE'::, and NE'.i.,NE' -0; Sec. 29, all; Sec.. 30, lots 1 through 4, inclusive, EV,. and L.V.W ; Sec, 31, lots 3 through 6, inclusive, 'E'/2, and E.4Wl i; Sec. 32, a11; Sec. 33, all; T. 4 S., R. 96 W., Sec. 22, lots 1 trough 6. inclusive, NW1/4. and S il2SVz; +Sec. 23, lots 1, 2, and lots 4 through 8, inclusive. NE'/4, S1/2S W''4, and SW1/4SE'.14; Sec. 24. lots 1 through 4, inclusive, S1f2.NV2, and S'.<:; Sec. 25, all. + Sec. 26, all; Sec. 27, all; Sec. 28, E'/ Sec. 33, SE'i.; ECN1: a; SW' 4NEV4 Sec. 34, lots 1 through 4. inclusive, N1.. and NYiS'iz; Sec. 35, lots 1 through 4, inclusive, IV/i, arid N'V SVz; Sec. 36, lots 1 through 6, inclusive, S%N'4, and N1/2SW1/4. Mineral Owner l jest StinallMS 1111.1111111111, Tu 5 Souk}lt,1 anKc 95 West 61' P.M. Section 4: Net Section 15: S/2, S/2N12 Section 16. All that part lying South of the southernmost Mahogany marker a.k.a. Hoffman No. 36 Placer Mining Claire (SJ2Ni2 of Sec. 16, being a portion thereof) a_ La, Hoffman No, 35 Placer Mining Clair' (N/2S/2 of Sec. 16, being a portion thereof) a.k.a. Hoffman No. 34 Placer Mining Claire Section 17. All that part of the N/2S/2 lying South of the southernmost Mahogany marker a.k.a. Hoffman No. 30 Placer Mining Claim (N/2Si2 of Sec. 17), 5/25/2 a.k.a. Hoffman No. 31 Placer Mining Claim (S/2S/2 of Sec. 17) S,rctions 19 tltrouuh 22: All Township 5 South, Range 96 West, 6th P.M_ Section 2: W/Z, less and except those portions ennveyed by Union Oil Company of California to Exxon Corporation by Spec -al Warranty Deed recorded in Book VO, Page 869, Garfield County, Colorado. Sections 3 through 5: All Sections 8 through 10: All Section i i : wii, less and except those 'portions conveyed by Union via Company of -California lixxon Corporation by Special Warranty Deed:recorded in Book 640, Page 869, Garfield County, Colorado Section 14, W/2, SE!4, WI2NL/4 Sections l5 and 16: All Section 17: E/2 Sections 21 through 28: All Section 33: Nl2N/2, less and except the West 32 rods of the NW/4NW/4 containing 16 arcs, more or less Section 34: N W14N W/4, NE/4 Section 35: N/2 Section 36: N/2, N/2SE/4, S/2SIi4 lying easterly or Parachute Creek Townshi6 South Ran c 96 West "h P.M. Section 1: Lots 3 to 14, inc lttsive Sections 2 and 3: AL Section 1: That portion of the section east of Parachute Creek Sections 9 and 10: alt Section 15: W/2, Wt2E/2 Section 16: All Section 21: E/2NW/4, NE/4, SEA, SE/4SW/4 Section 22: N/2, SW/4 Section 27: W/2NW4 Section 28: NW/4, NW4SE/4 Minerals Owned by Bureau of Land Management: Township ,1 South, Rant 95 West, 6'h P.M, Sections 19 and 20: All Section 21 E/2SW, NE./NW/4, NE/4, P+/2SE/., SE/FSE/4 Sections 22 through 27: All Section 28: 5/2, 512512, NE/4N1?'4. NW/4NW/4 Sections 29 through 34: All Section 35. N/2 Section 36: N/2 Townslut3 4 South. Range 96 West. 6'4 li'.lvl, :Section 2-1 S 2, NW14, Wl2N°l"'4 Seaton 23 S• 2, NE/ V, Ei2NW /4 Secuoin 24 through 27 A l't Section 28. 112. Section 33: St:14, S/2NE14. NF,4Vl /4 Sections 34 and 35: Alt Section 36: N."2. SW/4