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Home My WebLink About1.09 Authority DocumentsIll w.ir_. ',\'fi~,r.~1\1 1.~r'll~.r1~,~11fl~Y1i9L~frU.·,~1~~· llW. II Ill RecepttonU: 876693 05/03/2016 10 :35 :23 AM Jean Alberico 1 of 2 Rec Fee ·$16.00 Doc Fee :0.00 GARFIEl.O COUNTY CO CO NF ORMED COPY Delaware Page 1 The First State I, JEFFREY W. BULLOCK, SECRETARY OF S!l'ATE OF THE S'l'ATE OF DELAWARE 1 DO HEREBY CERTIFY THE ATTACHED IS A mUE AND CORRECT COPY OF THE CER!l'1FICATE OF AMENDMEN!l' OF "WPX ENERGY ROCKY MOUNTAIN 1 LLC", CHANGING ITS NAME FROM "WPX ENERGY ROCIO" MOUNTAIN, LLC" TO "TEP ROCIO" MOUNTAIN LLC" 1 FILED IN THIS OFFICE ON THE TWEN!l'Y-SECOND DAY OF Al'RIL, A.D. 2016, AT 3:12 O'CLOCK P.M. 3388640 8100 SR# 20162502586 Authentication: 202199006 Date: 04-22-16 You may verify this certificate online at corp.delaware.gov/authver.shtml Ill wJrJ '\1 1 Cl'J.H l~lt\I: I' llli.+:U1'4'ltr':iA~'1 ~· ~~llw, 111 I Receptionn: 876693 05/03/2016 10 :35:23 AM Jean Alberico 2 or 2 Rae Fea:$16 .00 Dec Fea :D.00 GARFIELD COUNTY CO Slate of Delawart Secretary of Slate DMslon of Corporalfons Dellvtnd 03:12 PM 0411212016 FILED 03:12 PM 0412212016 SR 20161502586 • JDeNumbtr 3388640 STATE OF DELA.WARE CERTIFICATE OF AMENDMENT 1. Name of Limited Liability Company; WPX Energy Rocky Mountain, LLC 2. The Certificate of Formation of the limited liability company is hereby amended as follows: ~he name of the lirnitea liability company is amended to TEP Rocky Mountain LLC. JN WITNESS WHElmOF, the undersigned have executed this Certificate on the 4::2~ day of April A.D. 201.6 . By: ~/<.LJ Authorized Person(s) Name: M.i,chael S. Land Print or Type 1111 ~,1~ .. r~~,~~·~·HILt~.·t'~~· •~~r ~~~.~~,..,~11·J.¥r1K·,·~t 1111 1 Reception~: 845773 01 /30 /20 14 11 .15 :36 AM Jean Al ber i co 1 of 1 Re c Fee $11 00 Doc Fee ·B 00 GARF I ELD COUN TY CO STATEMENT OF AUTHORITY The undersigned, as trustees of the Eva C. Uphoff Trust dated August 7, 2013 , hereby issue this s tatement of authority pursuant to Colorado Revised Statutes §38-30-108.5 and §38-30-172 . I. The Eva C. Uphoff Trust is a revocable living trust fonned under the Jaws of the State of Colorado. 2. The trustees and mailing addresses for the trust are: Eva C . Uphoff 17037 RBC Road 5 R ifle, CO 81650 Timothy J. Uphoff 17037 RBC Road 5 Rifle, CO 81650 3. The acting trustees of the trust are the only persons authorized to execute instruments c o nveying, encumbering, or otherwise affecting title to real property on behalf of the trust. There are no limitations on the authority of the trustees of the trust concerning the manner in which the trust deals with any interest in real property. Sig ned and dated this d._3 day o f $-f ct..cy.,._ '20J!/_. STATE OF COLORADO COUNTY OF J?t> !3u-Nco ) ) ) SS Subscribed to and sworn before m~ Eva C. Uphoff and Timothy J. Uphoff, as trustees of the Eva C. Uphoff Trust, on the Z::Q_ day of 'A-NuA¢-{ , 20.f±_. Witness my hand and official seal. My Commission expires: /v/Af_C.1.1-~ k/?11 THE LAW OFFICE OF BRIAN BUDMAN P.C. A Professional Corporation March 12, 2015 Mr. David Pesnichak, A ICP Garfield County 108 8th Street, Suite 401 Glenwood Springs, CO 81601 Dear Mr. Pesnichak: BY ELECTRONIC MAIL dpesnichak@garfield-county.com Re: The Eva C. Uphoff Trust, dated August 7, 2013 The Timothy J Uphoff Trust, dated August 7, 2013 I am writing this letter as a follow up to your January 16, 2015 letter addressed to PVC MI, in care of Phil Vaughan, wherein you requested a "trust certification letter." I drafted the above-noted trust agreements, both which were created on August 7, 2013, and as such, have knowledge of the contents of both agreements. For purposes of this letter I will refer to the above-referenced trusts as the "Trusts ." The Trusts were validly created and exists under Colorado law. The Trusts are revocable trusts. Eva C. U phoff i s the grantor of the Eva C. Uphoff Trust and Timothy J. Uphoff is the grantor of the Timothy J. Uphoff Trust. As grantors, each grantor has the right to revoke his or her Trust. Both Eva C. Uphoff and Timothy J. Uphoff are the trustees of their own, and each other's, Trust. Further, Eva C. Uphoff and Timothy J. Uphoff are duly qualified under Colorado law to serve as Trustees. To my knowledge, the Trusts have not been revoked. I trust that this is satisfactor y. Please feel free to call me should yo u have any questions or concerns. incerely, 4 I CE OF BIU I\N BUDMAN, P.C. 13/l /ah c.c. Eva C. Uphoff and Ti111oll!J j. Uphoff 5105 OTC Parkway, Suite 150 Greenwood Village , CO 80111 I (303) 217 -2018 office I (303) 217-2019 fax Bud man law.com January 27, 2015 Garfield County Building and Planning Department Mr. Fred Jarman I 08 81h Street, Suite 40 I Glenwood Springs, CO 8060 I RE: Limited Impact Review -Trail Ridge Employee Housing Facility Section 3, Township 5 South, Range 97 West, 61h P.M. Garfield County, Colorado Dear Mr. Jarman, Per that certain Trail Ridge Employee Housing Facility Site Lease and Agreement effective November 30, 2014, by and between The Eva C. Uphoff Trust dated August 7, 2013 and Timothy James Uphoff ("Uphoffs") and WPX Energy Rocky Mountain, LLC ("WPX"), Uphoffs have granted WPX the right to access, construct, operate, and remove Lessee's Facilities at the Trail Ridge Employee Housing Facility in Section 3, Township 5 South, Range 97 West. Uphoffs authorize WPX, at WPX's sole cost, to obtain any permits, licenses, permissions, or approvals, including, but not limited to, driveway permits, highway access permits, building permits, and land use permits which WPX deems necessary or convenient to conduct, certify, confirm, evidence, facilitate, or effectuate the Permitted Use. Sincerely, Eva C. Uphoff Trust dated August 7, 2013 By: __,,,,,,,.a ,..;:/ vw ~~ /~ Name: Timothy ~ff/ Title: Trustee (~'-?;i By: .__,..-.---~-r"-t4... Name: Timothy J Title: Individual .) ~ ) By~ . vz1 f i{/:ff Name: Eva. C UphoW Title: Trustee Exhibit "A" Att ac hed to and made a part he reof that certain Trail Ridge Employee Housing Facility S it e Lease and Agree me nt dated e ffectiv e the 30th day of November, 20 14 , by and between The Eva C. Uphoff Trust dated Augus t 7, 20 13 and Timothy Jan1es Uphoff, Lessor, and \VPX Energy Rocky Mow1tain , LLC, Lessee Legend Existng Road -ProPOSed f.l an Gamp r Pdrcel Owneiship (from Garfield County) WPX Energy Roc ky Mount ain, LLC Proposed Man Camp T5S R97W, Section 3 WPX EN ERGY. Page 5 of 5 1111 w.1~_.•:~~~~.li:i\•1~,t~ ~f ~U ~r~.,~~n1~·~ i·.·~. 11111 Reception#: 879862 07118/2016 02:18:46 PM Jean Rlberico 1 of 2 Rec Fee:$16.00 Doc Fee:G.00 GARFIELD COUNTY CO POWER OF ATTORNEY KNOW ALL PERSONS BY THESE PRESENTS: CONf Ow~Jif•t:.:.i..o COPY THAT TEP ROCKY MOUNTAIN LLC, a Delaware limited liability company, hereby nominates, constitutes, and appoints Jeffrey D. Kirtland, as its true and lawful Attorney-in-Fact to execute and deliver in the name and on behalf of TEP ROCKY MOUNTAIN LLC ("Principal") any of the following designated instruments or documents in connection with the Principal's operations in exploring for and producing oil, gas, or other minerals from lands, or interests in lands, owned, held, or claimed by the United States, any state or political subdivision thereof, any person, corporation, partnership or other legal entity: A. (1) Applications for permits or leases; (2) consents, stipulations, or agreements in connection with the issuance of permits or leases; (3) acceptances of leases, subleases, or permits; (4) acceptances of all instruments transferring leases, offers to lease, permits, applications for permits, or subleases, or an interest in any of these (including assignments of working or royalty interests) to Principal. B. Applications for extensions or renewals of leases and permits. C. (1) Prospecting, seismic, or exploration permits; (2) instruments in connection with the acquisition or maintenance of prospecting, seismic, or exploration permits. D. Instruments withdrawing applications for leases or permits. E. (I) Requests for rights-of-way and surface use permits; (2) acceptance of grants of rights-of-way and surface use permits, including any stipulation or condition in the grants; (3) any statements that may be required in connection with applications for rights-of-way and surface use permits. F. Requests for extension of time in which to drill wells. Principal agrees to be bound by all representations the Attorney-in-Fact may make in any instrument or document he or she is authorized to execute and deliver under this Power of Attorney. Principal hereby waives any defenses available to it to contest, negate, or disaffrrm the actions of its Attorney-in-Fact under this Power of Attorney. This Power of Attorney is effective July 1, 2016, and shall continue in full force and effect until revoked in writing, and has the same force and effect as if the Principal granted separate special authority to the named Attorney-in-Fact to execute and deliver each such instrument or document separately for each and every such instrument or document so executed and delivered. EXECUTED by Principal on this 13"' day of July, 2016. Terra Energy Partners LLC as sole member of TEP Rocky Mountain LLC AGREED TO AND ACCEPTED BY: B~W ITS: President and CEO :z ACKNOWLEDGEMENT State of Texas County of Harris This instrument was acknowledged before me on--::k./~ /3 , 2016 by Michael S. Land, known to me to be the President and CEO of Terra Energy Partne LLC, a Delaware corporation, on behalf of the corporation. (Notary Seal) "'~'"~11~z1,,,_ TIFFANY CEBELl POLLOCK 11,W.,11-':t. Notary Public. State of Texas ii "'~~~/~.i My Commission Expires \:..j;,·c;· .. ~? Aprit 26, 2019 "''11iinl"· TER Novembe r 16, 2 016 To Who m It M ay Conce rn , TEP Rocky Mountain LLC 1058 County Road 215 Pa rachute, CO 81635 Phil Vaug h a n w ith Phil Vaug ha n Con s tru cti o n Managem ent, In c ., h as pe rmissio n to re present T e rra Ene rgy Partners (TEP R ocky Mountain L LC) on all matte rs r e late d to th e T ra il Ridge H o us in g Fac ili ty and M a n camp in Garfield C ounty, inc luding communica ti o n w ith county p e rsonne l a nd e lected o ffi c ia ls . If yo u have further qu esti o ns regarding o ur respo n se , pl ease conta c t m e at 970-263 -2 736 . R~~=-=======- J e ffrey D. Kirtland R egul a to ry Lead •111 1T,11 .111.1 • 11 N 1 Mf 1,•.ir 11 ,11 111 r ·1 ~.I\ I' ~r ~r .J1 '''" ,.,, •,1 , 111 1 Re c ep ti o n ij : 8531 9 3 09102 120 14 12 57 15 PM J e a n Albe rico 1 of 1 Rec Fe e $11 00 Doc Fe e 0 00 GA RF I ELD COLI N Y CO L@: Garfield County STATEMENT OF AUTHORITY Pursuant to C.R.S. §38-30-172, the undersigned executes this Statement of Authority on behalf of Phil Va ughan Construction Man ag em ent , Inc. a Corporation (corporation, limited liab ili ty co mpany, gene r al pa rt ners hi p, registe red limited liab ility partnership, registered limited liability limited partners hip, li mit ed partnersh i p association, government agency, trust or other), an entity other t han an ind ivi dual, capable of holding title to real property (the "Entity"), and states as follows: The name of the Entity is Phil Vaughan Constru ction Managemen t , Inc. and is formed under the laws of Co lorad o ------------------------~ The ma ili ng address for the Entity is _1_03_s_c_o_un_ty_R_o_a_d _32_3_R_m_e_, c_o_s_1_ss_o ____________ _ 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 Philip B. Vaughan-Pre sid en t The limitations upon the authority of the person named above or holding the position described above to b ind the Entity are as follows (if no lim itations, insert "None"): _N_o_ne ___________ _ Other matters concern i ng the manner in which the Entity deals with any interest in real property are (if no other matter, leave this section blank):---------------------- EXECUTED this _2_nd __ day of Septe mbe r 2014 Signature~~~~ Name (printed): Philip B. Vaughan Title (if any): _P_re_s1_·de_n_t ____________ _ STATE OF Colorado ) )SS. COUNTY OF Ga rfiel d ) The foregoing instrument was acknowledged before me this ~ day of Se ptembe r 20~ by Phili p B. Vaug ha n on behalf of Phil Va ugha n Co nstruction Managemen t, Inc . a Co lorad o Corporatio n Witness my hand and official seal. My comm ission exp ires: ~'9 .... . (Date) ·.···· ···. . . .. \/ . : '' 1.,' ol • ;, o: • I I ·~. · / [SEA LJ i 10·-. .:..7~.: ?' :L\C ' ....... ~. , . ' (Notary Public)