HomeMy WebLinkAboutApplicationEiCrfield County
Community Development Department
108 8th Street, Suite 401
Glenwood Springs, CO 81601
\T? (970) 945-8212
s A www.garfield-county.com
Ji' TY�E OF GRADING
j.17UMAYOR
RM{Y UiilY ! i "E C'I.OP!`
INVOLVED PARTIES
GRADING PERMIT
APPLICATION
10 MINOR
Property Owner: EnCana Oil and Gas (USA) Inc.
Phone: ( 940 ) 665-6452
Mailing Address: Attn. Merit Appraisal & Tax Consulting- PO Box 330 Gainsville, TX 76241
Contractor: To be determined Phone:
)
Mailing Address:
Architect: Not applicable Phone: ( )
Mailing Address:
Engineer: Don Berger P.E. Phone: ( 970 ) 987-2743
Mailing Address: 4451 CR 117 Glenwood Springs, CO 81601
PROJECT NAME AND LOCATION
Project Name: Linn Operating, Inc.- Mesa Pipeline
Describe Work: 12 inch diameter water pipeline. 9,196 lineal feet (below ground) x 75 feet easement
width (15' permanent, 60' construction).
Job Address: Legal Description- Please see Vicinity Map attached
Assessor's Parcel Number: 2171-041-00-021
Sub. Lot Block
Earthwork (square feet): 689,700 s.f. Earthwork (Cubic Yards): Not determined
ALL UTILITIES MUST BE LOCATED PRIOR TO ANY GRADING
NOTICE
Authority. This application for a Building Permit must be signed by the Owner of the property, described above, or
an authorized agent. If the signature below is not that of the Owner, a separate letter of authority, signed by the
Owner, must be provided with this Application.
Legal Access. A Building Permit cannot be issued without proof of legal and adequate access to the property for
purposes of inspections by the Building Division.
Other Permits. Multiple separate permits may be required: (1) State Electrical Permit, (2) County ISDS Permit, (3)
another permit required for use on the property identified above, e.g. State or County Highway/ Road Access or a
State Wastewater Discharge Permit.
Void Permit,, A Building Permit becomes null and void If the work authorized is not commenced within 180 days of
the date of Issuance and If work Is suspended or abandoned for a period of 180 days after commencement.
CERTIFICATION
I hereby certify that I have read this Application and that the information contained above is true and correct. I
understand that the Building Division accepts the Application, along with the plans and specifications and other
data submitted by me or on my behalf (submittals), based upon my certification as to accuracy. Assuming
completeness of the submittals and approval of this Application, a Building Permit will be issued granting
permission to me, as Owner, to construct the structure(s) and facilities detailed on the submittals reviewed by the
Building Division. In consideration of the Issuance of the Building Permit, I agree that I and my agents will comply
with provisions of any federal, state or local law regulating the work and the Garfield County Building Code, ISDS
regulations and applicable land use regulations (County Regulation(s)). I acknowledge that the Building Permit
may be suspended or revoked, upon notice from the County, if the location, construction or use of the structure(s)
and facility{les), described above, are not in compliance with County Regulation(s) or any other applicable law.
I hereby grant permission to the Building Division to enter the property, described above, to inspect the work. I
further acknowledge that the Issuance of the Building Permit does not prevent the Building Official from: (1)
requiring the correction of errors in the submittals, if any, discovered after issuance; or (2) stopping construction
or use of the structure(s) or facility(ies) if such is in violation of County Regulation(s) or any other applicable law.
Review of this Application, including submittals, and inspections of the work by the Building Division do not
constitute an acceptance of responsibility or liability by the County of errors, omissions or discrepancies. As the
Owner, I acknowledge that responsibility for compliance with federal, state and local laws and County Regulations
rest with me and my authorized agents, including without limitation my architect designer, engineer and/ or
builder.
I hereby acknowledge that I have read and understand the Notice and Certification above as well as
have provided the required information which is correct and accurate to the best of my knowledge.
Property OwrferPrint and Sign
7-//L/ / za '1
Date
OFFICIAL. USE ONLY
5pedal Conditions:
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Permit Fee:QO
Misc fees:
Total Fees: 00
Fees Paid: 0
Balance due:o�
Grading Permit:
Issue Dote:
Zoning:
BUILDING / PLANNING DIVISION
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Date
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Project Information
Project #
Title
Address
262-14
Linn Operating, Inc.- Mesa Pipeline
City, State, Zip Parachute, CO 81635
Country USA
From
Contact
Company
Address
City, State, Zip
Country
Phone
Fax
Philip Vaughan
Phil Vaughan Construction Management,
Inc.
1038 County Road 323
Rifle, CO 81650-8607
United States of America
(970) 625-5350
(970) 625-4522
Transmittal
Transmittal
Transmittal #
Date
Due Date
Sender
Subject
1
July 15, 2014
Hand
Major Grading Permit
Application
To
Contact Andy Schwaller
Company Garfield County Community Development Dept.
Address 108 8th St.
Suite 401
City, State, Zip Glenwood Springs, CO 81601
Country USA
Phone 970-945-8212
Fax
Remarks
Andy, please find attached a Major Grading Permit application for your review. Please feel free to contact Bryan Burns- Linn Energy at (303) 999-4245
or bbums@linnenerqv.com or I with questions.
Sincerely,
Phil Vaughan
Transmittal Items
Item No. Item Description
Copies
Return
Transmitted For
1
Linn Operating, Inc. Mesa Pipeline Major Grading Permit Application- July
2014
1
0
Review and
Approval
7/15/14
Page 1 of 1
I.,INN
Energy
NASDAQ:LINE
NASDAO:LNCO
1999 Broadway, Suite 3700
Denver, CO 80202
Phone: (303) 999-4400
June 10,2014
EnCana Oil & Gas (USA) Inc.
Attn: Judene Tatham, Landman
370 17th Street
Suite #1700
Denver, CO 80202
Re: Garfield County Grading Permit Application
Mesa -to -Mesa Water Pipeline
Sections 31 & 32 T5S-R95W, Section 36 T5S-96W, Section 2 & 3 T6S-R96W
Garfield County, Colorado
Dear Ms. Tatham,
Please be advised that LINN Energy is applying for a Garfield County Grading Permit related to the
proposed mesa -to -mesa water pipeline project. The proposed facility will be constructed on EnCana
property, with permitting responsibilities fulfilled by the lessee, LINN Energy. This pipeline will enable
LINN and EnCana to move water to and from Old Mountain, as needed to facilitate natural gas
development and production. Please see the attached plat and location information. As the landowner of
the subject parcel, LINN requests EnCana's assistance in pursuing this Permit.
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.
Sincerely,
Elizabeth Moss
ENCANA CONCURS WITH LINN'S APPLICATION FOR A GARFIELD COUNTY MAJOR
GRADING PERMIT FOR THE MESA-TO-MF,SA PIPELINE PROJECT ON THE LANDS
DESCRIBED ABOVE.
/N. e & Title: .14504., L . Quks
s,.„ayu,
6,4„/,,kr,d
+ «r &(dh'orrs
Encana Oil & Gas (USA) Inc., acting by
and through its authorized agent,
Encana Services Company Ltd.
By:
Name & Title:
www.linnenergy,com
www.linnco,com
11111 Pc1 lllINiPtlifill d11011411/{.1 lC iL ilk W1i,11 II I
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RIGHT-OF-WAY EASEMENT
FOR AND IN CONSIDERATION of the sum of TEN AND NO/100 DOLLARS ($10.00) and
other good and valuable consideration, in hand paid to Encana Oil & Gas (USA) Inc., whose
mailing address is 370 17th Street, Suite 1700, Denver, Colorado 80202 (hereinafter referred to as
GRANTOR), the receipt and sufficiency of which is hereby acknowledged, GRANTOR hereby
grants, sells and conveys to Berry Petroleum Company, whose mailing address is 1999 Broadway
Street, Suite 3700, Denver, Colorado 80202, its successors and assigns, (hereinafter referred to as
GRANTEE) a non-exclusive and permanent easement (the "Easement"), fifteen (15) feet in width,
to lay, locate, construct, maintain, inspect, alter, repair, operate, protect, change the size of, replace,
mark, remove and/or abandon in place, one (1) twelve (12) inch pipeline with associated
appurtenances, equipment and facilities useful or incidental thereto, including, but not limited to,
valves, metering and corrosion control equipment, and any above -ground appurtenances as may be
necessary or convenient for the transportation of water through the pipeline, upon and along a route to
be selected by GRANTEE on, over, across and through lands owned by GRANTOR, or in which
GRANTOR has an interest, situated in Garfield County, State of Colorado, described as follows:
Township 5 South, Range 96 West, 6th P.M.
Section 36: SE1/4SE1/4
Township 5 South, Range 95 West, 61h P.M.
Section 31: Lot 7-8 (S1/2SW1/4), SW1/4SE1/4
Section 32: SE1/4SW1/4
Township 6 South, Range 96 West, 66 P.M.
Section 2: Lot 3-4 (N1/2NW1/4)
Section 3: Lot 1(NEII4NE1/4), Lot 2 (NW1/4NE1/4), Lot 3 (NE1/4NW1/4)
and being the same land described in that certain Warranty Deed recorded as Document Number
655347 of the Clerk's office of said county, to which reference is made for further description. In
addition, during construction, GRANTOR grants to GRANTEE a temporary Easement of up to an
additional sixty (60) feet in width for the purpose of enabling GRANTEE to construct the pipeline.
After the post -construction cleanup following the pipeline construction, the permanent Easement
area shall be limited to a strip fifteen (15) feet wide. The location of the permanent Easement is
generally described on Exhibit A, attached hereto and made a part hereof. Exhibit A is not intended
to show the final location of the Easement or pipeline as actually constructed; the actual location of
the Easement will extend seven and one-half (7.5) feet on each side of the centerline of the
permanent Easement as actually laid. After pipeline construction, GRANTEE shall provide to
GRANTOR an as -built survey showing the final location of the Easement or pipeline as actually
constructed.
GRANTOR reserves and retains the right to use the pipeline installed by GRANTEE in
accordance with the terms and conditions of that certain Carry and Earning Agreement dated June 7,
2006 (the "Agreement") by and between Encana Oil & Gas (USA) Inc. and Beny Petroleum
Company, as amended by that certain First Amendment of Carry and Earning Agreement executed
1111 ParAVI4AIM UI.h 10714:0111011.1/10, 11 V1
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November 9, 2007 (the "First Amendment") and Second Amendment of Carry and Earning
Agreement executed January 14, 2011 (the "Second Amendment") (the Agreement, as amended by
the First Amendment and Second Amendment, shall be referred to herein as the "Carry and Earning
Agreement"). GRANTOR and GRANTEE acknowledge and agree that the pipeline to be
constructed pursuant to this Easement shall constitute an Improvement (as such term is defined in
the First Amendment); and, in accordance with the First Amendment, GRANTOR and
GRANTEE shall (i) be entitled to joint use of pipeline and any facilities contemplated by this
Easement and (ii) shall use their reasonable best efforts to accommodate one another's water needs
for their drilling schedules.
GRANTOR further grants and conveys unto GRANTEE the right of unimpaired ingress and
egress on, over, across and through the above-described lands, including other lands owned, leased
or claimed by GRANTOR which are adjacent thereto or contiguous therewith, for all purposes
necessary or incidental to the exercise of the rights herein granted, with the further right of entry to
maintain the Easement herein granted clear of trees, undergrowth, brush, structures, and any other
items, to the extent GRANTEE deems necessary in the exercise of the rights granted herein.
GRANTEE shall not be liable for damages caused by keeping said Easement clear of trees,
undergrowth, brush, structures, or any other obstructions.
GRANTEE shall have the right to select, change, and/or alter the Easement through the property
above described or alter the route prior to or during construction with the prior written consent of
the GRANTOR, which consent shall not be unreasonably withheld, conditioned or delayed.
GRANTOR shall have the right to use and enjoy the above-described premises; provided, however,
GRANTOR shall not exercise such use and enjoyment in a manner that will impair or interfere
with the exercise by GRANTEE of any of the rights herein granted. GRANTOR shall not change
the grade over the pipeline or pipelines constructed hereunder and shall not build, create, construct,
or permit to be built, created, or constructed, any obstruction, building, lake, engineering works, or
any other type of structure over or on the Easement without prior written consent of GRANTEE.
All equipment or appurtenances to the pipeline or pipelines that are on or above the surface of
the ground shall be installed in a manner to protect the GRANTOR'S livestock when necessary.
GRANTEE agrees that during construction of said pipeline or pipelines, livestock crossings will
be provided where necessary. Further, all fences that must be severed or removed for pipeline
installation and maintenance will be reinforced prior to severing adjacent to where the cut is
made to prevent damage to the fence line. Temporary gates to preclude the escape of
GRANTOR'S livestock shall be installed where necessary. All fences that are cut or removed
shall be restored, as nearly as possible, to as good a condition as existed prior to installation of
the pipeline or pipelines.
GRANTEE agrees at the time of construction to bury said pipeline or pipelines to such depth as
will not interfere with lands under cultivation, and in accordance with applicable federal and
state regulations. Following installation of the pipeline, GRANTEE agrees to restore the ground
as nearly as is practicable, to its condition prior to the installation of the pipeline and in
accordance with federal regulations.
2
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GRANTEE shall pay taxes, assessments or public charges levied or imposed upon the Easement
or upon other personal property, improvements or fixtures owned or placed by it within the
Easement, subject to its right to contest same. In the event said taxes, assessments or public
charges are not separately assessed, then promptly following written notice from GRANTOR,
GRANTEE shall reimburse GRANTOR for any taxes, assessments, or public charges
attributable to the Easement.
GRANTEE shall, at its sole expense, keep the lands subject to the Easement granted herein free
and clear of all liens and encumbrances resulting from GRANTEE'S and its agents' activities on
the said lands and shall indemnify and hold harmless GRANTOR from and against any and all
liens, claims, demands, costs, and expenses, including, without limitation, reasonable attorneys'
fees and court costs, in connection with or arising out of any work completed, labor performed,
or materials furnished with respect to or by GRANTEE and/or GRANTEE'S agent.
GRANTOR will not hold GRANTEE liable for damages incurred by GRANTOR as a result of
GRANTOR'S activities on the Easement not compatible with the purposes contemplated herein.
GRANTEE agrees to compensate GRANTOR for extraordinary loss or damages caused by
GRANTEE, its agents or employees to persons, property or livestock. Payments herein
provided are acknowledged by GRANTOR as sufficient and in full for damages caused or
created by reason of the reasonable and customary entry and subsequent operation of said
Easement.
GRANTEE SHALL INDEMNIFY, DEFEND AND HOLD HARMLESS GRANTOR, ITS
SUCCESSORS AND PERMITTED ASSIGNS, AND THEIR RESPECTIVE AFFILIATES,
PARENTS, SUBSIDIARIES, SHAREHOLDERS, MEMBERS, PARTNERS, OFFICERS,
DIRECTORS, EMPLOYEES, AND AGENTS (COLLECTIVELY, THE "GRANTOR
INDEMNIFIED PARTIES"), FROM AND AGAINST ANY AND ALL CLAIMS, DEMANDS
AND CAUSES OF ACTION OF ANY KIND AND ALL LOSSES, DAMAGES, LIABILITIES,
COSTS AND EXPENSES OF WHATEVER NATURE (INCLUDING COURT COSTS AND
REASONABLE ATTORNEYS' FEES) (COLLECTIVELY, "CLAIMS") ARISING OUT OF
OR IN ANY WAY RELATING TO: (i) THE OPERATIONS OF ANY OF THE GRANTEE
INDEMNIFIED PARTIES (DEFINED BELOW) CONDUCTED ON THE EASEMENT,
EXCEPT TO THE EXTENT THAT SUCH CLAIMS ARE ATTRIBUTABLE TO THE
NEGLIGENCE, GROSS NEGLIGENCE OR WILLFUL MISCONDUCT OF ANY OF THE
GRANTOR INDEMNIFIED PARTIES OR (ii) ANY BREACH OF THIS RIGHT-OF-WAY
EASEMENT BY GRANTEE.
GRANTOR SHALL INDEMNIFY, DEFEND AND HOLD HARMLESS GRANTEE, ITS
SUCCESSORS AND PERMITTED ASSIGNS, AND THEIR RESPECTIVE AFFILIATES,
PARENTS, SUBSIDIARIES, SHAREHOLDERS, MEMBERS, PARTNERS, OFFICERS,
DIRECTORS, EMPLOYEES, AND AGENTS (COLLECTIVELY, THE "GRANTEE
INDEMNIFIED PARTIES"), FROM AND AGAINST ANY AND ALL CLAIMS ARISING
OUT OF OR IN ANY WAY RELATING TO: (i) THE OPERATIONS OF ANY OF THE
GRANTOR INDEMNIFIED PARTIES CONDUCTED ON THE EASEMENT, EXCEPT TO
THE EXTENT THAT SUCH CLAIMS ARE ATTRIBUTABLE TO THE NEGLIGENCE,
GROSS NEGLIGENCE OR WILLFUL MISCONDUCT OF THE GRANTEE INDEMNIFIED
PARTIES OR (ii) ANY BREACH OF THIS RIGHT-OF-WAY EASEMENT BY GRANTOR.
3
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GRANTEE warrants and agrees that it will comply with any and all laws, ordinances, orders,
rules, regulations, standards and licensing requirements of any state, federal, municipal or local
authority or agency having jurisdiction, now in force and effect or which may be passed, enacted,
issued, revised, required or later promulgated, incident to or arising out of or in any way
connected with GRANTEE'S utilization of the Easement.
Notice under this Easement may be made by one party to the other in writing by United States
mail, facsimile, or be delivered in person to the following addresses:
GRANTOR GRANTEE
Encana Oil & Gas (USA) Inc.
370 17th Street, Suite 1700
Denver, CO 80202
Attn: Group Lead, South Rockies Land
(303) 623-2300
Berry Petroleum Company
1999 Broadway Street, Suite 3700
Denver, CO 80202
Attn: Elizabeth Brian
(303) 999-4214
This Easement shall be governed by and construed in accordance with the laws of the State of
Colorado.
TO HAVE AND TO HOLD unto GRANTEE, its successors and assigns, so long as the right
and Easement herein granted, or any one of them shall be used by, or useful to GRANTEE for
the purposes herein granted and the provisions of this Easement are to be considered a covenant
that runs with the land herein described. The Easement and rights herein granted may be transferred,
leased or assigned, from time to time, in whole or in part.
Section 1445 Certification — Under penalties of perjury, the undersigned GRANTEE hereby
certifies that it (they) is (are) not a non-resident alien, foreign corporation, foreign partnership,
foreign trust or foreign estate for purposes of U.S. income taxation.
EXECUTED as of this � 31day of Dt t e't'( +/ 2013.
GRANTOR
GRANTEE
Encana Oil : Gas (USA) Inc. Berry�PJetroleum Company
n
Helen M. Capps jj0
Attorney in Fact
4
Thomas G. Fast
Vice President Land
,IIIWAil Oilif4A14 NA NOWk4�t�iGEil'�ti�fE ,ii'1��1 AI III
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ACKNOWLEDGEMENTS
STATE OF COLORADO
CITY AND COUNTY OF D-� ve
)
)ss:
)
The foregoing instrument was acknowledged before me this 13+h day of ac cel>1 b-ei 2013,
by khowlas F as , known to be the person described in and who executed
the foregoing instrument, and who acknowledged to me that they executed the same.
WITNESS my hand and Official Seal.
\`.„, ;til 1912414;
4u :' 01PRV
MY COMMISSION EXPO a
Q � h
STATE OF COLORADO
Notary Public in and for said State and County
Residing at: ! qq q Aroac/cu cry S -I
trivet- l o
)ss:
COUNTY OF DENVER )
On this 14” day of Tct4 c/ tf 2013, before me personally appeared Helen M.
Capps, known to me to be an Attorney -in -Fact of Encana Oil & Gas (USA) Inc., and that she
executed the foregoing instrument, and acknowledged the said instrument to be the free and
voluntary act and deed of said corporation, for the uses and purposes therein set forth.
JONATHAN WENTE
NOTARY PUBLIC
STATE OF COLORADO
NOTARY IDM 20134035234
LY COMMISSION EXPIRES JUNE 10, 2017
MY COMMISSION EXPIRES:
Notar1Public in and for yid Sta e and County
Address: 3 !Z SO%J/,) c-(.?
5
Pah*l )(f CO 8"l4dL i
uIil M0raf 3MMlli liki.PL iitf r10.191,.I l'ili' 111111
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EXHIBIT A Page 1 of 1
This Exhibit A is attached to and made a part of that certain Right of Way Easement by and
between Encana Oil & Gas (USA) Inc., as GRANTOR, and Berry Petroleum Company, as
GRANTEE.
6
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. delaeare.gov/authver. ehtml
Jeffrey W Bullock, Secretary of Slate
AUTHEN Ie .TION: 0985333
DATE: 12-16-13
Delaware
The First State
PAGE 2
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 CERTIFICATE OF FORMATION OF "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 thio certificate online
at corp. delaxaregov/authverahtml
jetfrey W Bullock, Secretary of State
AUTHEN ^{TION: 0985333
DATE: 12-16-13
State of Delaware
Secretary of State
Division of Corporationsaio
Delivered 03:13 PM 2013
FILED 03:13 PM 12/16/2013
SRV 131430224 - 2072291 FILE
CERTIFICATE OF FORMATION
OF
BERRY PETROLEUM COMPANY, LLC
This Certificate of Formation, dated December 16, 2013, has been duly executed
and is filed pursuant to Sections 18-201 and 18-204 of the Delaware Limited Liability
Company Act (the "Act") to form a limited liability company (the "Company") under the
Act.
1. Name. The name of the limited liability company is:
Berry Petroleum Company, LLC
2. Registered Office; Registered Agent. The address of the registered office
required to be maintained by Section 18-104 of the Act is:
Corporation Trust Center
1209 Orange Street
Wilmington, Delaware 19801
The name and address of the registered agent for service of process required to be
maintained by Section 18-104 of the Act are:
The Corporation Trust Company
Corporation Trust Center
1209 Orange Street
Wilmington, Delaware 19801
[Signature Page Follows]
IN WITNESS WHEREOF, the undersigned has duly executed this Certificate of
Formation as of the date first written above.
By: BACCHUS HOLDCO, INC.
lis sole member
By:
Davis 0. O'Connor
President
Signature Page to Certificate of Formation of Berry Petroleum Company, LLC
Agency Agreement and Power of Attorney
This Agency Agreement and Power of Attorney is entered into by and between Beny 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
Whereas, Linn Operating and BPC are both wholly-owned subsidiaries and Linn Energy,
LLC;
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 -Pact for BPC, empowered to conduct oil and gas operations on the Properties on
behalf of BPC.
BPC further appoints and authorizes Limn Operating, to serve as the exclusive Special
Agent and Attorney -In -Pact for BPC to conduct the following business on their behalf:
(r)
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 -Pact 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 other binding commitment may extend beyond the term of this
Agreement;
(ii) to negotiate, enter into and execute any contract, contract
amendment and other binding cornrnitiuent 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 cif BPC in such manner as
Linn Operating may determine is necessary or desirable,
(iv) to receive payments on behalf of RPC,
(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:
Limn 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 I, 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.
Berry Petroleum Company, LLC
By:
David B. Rottino
Senior Vice President
Finance and Business Development
Linn Operating, Inc.
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 the 641 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:
State of Texas
County of Harris
)
)
)
(t‘asi—Z. Sva
Notary Public, Se..
AIMEE D. STADTFELD
Notary Public, State of Texas
=` Commission Expires 11-08-2017
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.
Notary Public,
My commission expires:
mi , $, aon
ti
AIMEE D. STADTFELD
Notary Public, Slate of Texas
Commission Expires 11-08.2017
1
1 11 l
BPC - Linn Operating Agency Agreement And Power of Attorney Page 4 of 4