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HomeMy WebLinkAbout4.1 Surface Use Agreement. Ir I ' p 4fl It *FM'. '54):CML.' 'il6l1 °4 i I 111 Reception#: 760609 • 12 of 432Rec Fee°:$16.03 0MDoce Fee:0.001GARFIELD COUNTY CO MEMORANDUM OF 15t AMENDMENT 01? SURFACE USE AGREEMENT This MEMORANDUM OF 1sT AMENDMENT OF SURFACE USE AGREEMENT (the "Memorandum") is made and executed as of the evidence that: 1- ZS— -d;r ' tQ"'hpr, 2008, to The Surface Use Agreement (the "Agreement") dated 16th of October, 2007, was entered into by and, between Battlement Mesa Partners, LLC., and (the Surface Owner"), and Williams Production RMT Company, (the "Operator"), which, among other provisions, provides as follows: Surface Owner agrees that Operator niay use the one (1) existing surface location for the drilling, completion and operation of the twenty:one (21) proposed wells (the "Wells") described on the attached Exhibit "A". Exhibit "A" corrects PA 323-5 well name. Operator may begin operations to drill each Well any time._prior to September, 2009 and will be completed by March, 2010. Surface Owner agrees with the surface and bottom hole locations of the Wells described on the attached Exhibit "A". This Memorandum shall be construed as a covenant running with the Lands and shall be binding on any and all personal representatives, successors, and assigns of Surface Owner and Operator. This Memorandum is being executed by Surface Owner and Operator for the primary purpose of recording and thus advising all interested parties of the existence and validity of such Surface Use Agreement, the exact terms and conditions of which are more fully stated in the unrecorded instrument on file with the respective parties and, that this Memorandum shall constitute notice to all parties of the existence of this Agreement as though it was described in total detail herein. IN WITNESS WHEREOF, the parties have executed this Memorandum as of the date first above written. Battlemen artners, LLC. By:. ' ZS=or- Eric Scl a Authorized .Agent for Battlement Mesa Partners LLC, A Colorado Limited Liability Company Williams Production RMT Co1DRi3UMli\Hotard 7-9-08 Pae 1 ort 6rrnw�, l1-Z3{1uikle;ts': 1 1S &.Q`AEr. k(F''r`. Williams Production RMT Company By: Jos IP. Barrett S c /.1 orney-in-Fact. T 111 vorgiViii#,PitVlicI ' r DI I :I III Reception#: 760609 122of432Reo F8 ee:$16300NDoceFee:0.000rGARFIELD COUNTY Co Acknowledgments STATE OF COLORADO ) COUNTY OF GARFIE.LD ) Before me, a Notary Public, in and for said County and State aforesaid, do hereby certify that grin S cbnteia, whose name is subscribed to the foregoing instrument as Authorized Agent; of Battlement Mesa Partners LLC., a Colorado Limited Liability Company, appeared before' me this day in person and acknowledged that he executed said instrument as his free and voluntary act and deed as the free and voluntary act and deed of said corporation for the uses and purposes set forth. Given un my hand. and Notarial Seal thi ay ofIgetsternbeF,2008 My Commission Expiries: (Seal) STATE OF COLORADO ) COUNTY OF DENVER ) My Commission Expires 0912112012 Before me, a Notary Public, in and for said County and State aforesaid, do hereby certify that Jose>7h P 13arrett whose name is subscribed to the foregoing instrument as Attorney-, in -Fact of Williams Production RMT Com an , a corporation, appeared before me this day in person and acknowledged that he executed said instrument as his free and voluntary act and deed as the free and voluntary act and deed of said corporation for the uses and purposes set forth. Given un my hand and Notarial Seal this day ofd -end Septettb'er, 3008 My Commission &piries: S72// 2 (Seal) Williams Production RMT Co\DRBUMI.1\Holard 7-9-08 Paget oft u nr etwentkiEei%I 'iildk '!lii r PA IN' k PT i 111 Reception#: 760609 32of43ZRec 02:08:13 PM Fee:0.001GARFIELD COUNTY CO EXHIBIT "A" Attached to and mad a part of the Niemarandum of 1st Amendment of Surface Use Agreement dated 6 � , 2008, between Battlement Mesa Partners LLC, Surface Owner, and Williams Production RMT Company, Operator Name of Well To be Drilled PA 13-5 PA 313-5 PA 413-5 PA 94-5 PA 4145 PA 514-5 PA 324-5 PA 524-5 PA 534-5 PA 23-5 * PA 323-5 PA 33-5 PA 333-5 PA 423-5 PA 433-5 PA 24-5 PA 34-5 PA 424-5 PA 334-5 PA 434-5 Townshi• . Ran•e 17S, R95W T7S, R95 W allaREESIN 178, R95W T7S, R95W T7S, R95W T7e, R95W 175, R95W Section Quarter -Quarter For Surface Location Name of Existing Well Pad where the New Well will be Located GV 82=5 ©�® GV 82-5 GV 82-5 T7S, R95W 0 GV 82-5 T7S, R95W i = T7S, R95W IMWRIZEMIZErrialmommommtmv,".1T7S, R95W GV 82-5 11.11ANIIMEEinimml `n v T7S, R95W T78, R95W T7S, R95W T7S, R95W T7S, R95W T7S, R95W 5 GV 82-5 GV 82-5 *Note the change is marked in Bold letters, the incorrect name PA 325-5 to the corrected name PA 323-5 Williams Production RMT COIDRBWMH\SHotard 7/9/08 III EY1.111111elliNic iiil ftiri4'; VAIN L I III Recept.Lon## : 736468 14af13 Rep Fee $16 00 DooeF a 0.001GRRFIELD COUNTY CO MEMORANDUM OF SURFACE USE AGREEMENT This MEMORANDUM OF UFACE USE AGREEMENT (the "Memorandum") is made and executed as of the (S[q �� day of October, 2007 to evidence that: The Surface Use Agreement (the "Agreement") dated I L.fir October, 2007 was entered into by and between Battlement Mesa Partners LLC, a Colorado limited liability company, whose address is 73 G Sipperelle Drive, Parachute, CO 81635 (the "Surface Owner") and Williams Production RMT Company (the "Operator"), which, among other provisions, provides as follows: Surface Owner agrees that Operator may use each of the two (1) existing surface locations, completion and operation of the twenty-one (21) proposed wells (the "Wells") described on the attached Exhibit "A": Operator may begin operations to drill each Well any time prior to December 151, 2007, or any time thereafter as mutually agreed to by Surface Owner and Operator. Surface Owner agrees with the surface and bottom hole locations of the Wells described on the attached Exhibit "A". This Memorandum shall be construed as a covenant running with the Lands and shall be binding on any and all personal representatives, successors, and assigns of Surface Owner and Operator. This Memorandum is being executed by Surface Owner and Operator for the primary purpose of recording and thus advising all interested parties of the existence and validity of such Surface Use Agreement, the exact terms and conditions of which are more fully stated in the unrecorded instrument on file with the respective parties and, that this Memorandum shall constitute notice to all parties of the existence of this Agreement as though it was described in total detail herein. EN WITNESS WHEREOF, the parties have executed this Memorandum as of the date first above written. Battlement M ..=_: artners LLC Williams Production RMT Company By: By: Eric, • a Jo : . P. Barrett Authorized Agent for A " mey--In-Fact Battlement Mesa Partners LLC, A Colorado limited liability company Page 1 of 2 RBII tIor# �l> tElif,t4;G :1 IF N{� 1 11 Ro s@tpi200 i; 736468 2 o3 3 Ree F 03`28 PM Jean R16erieo Ee:576.00 Doc Fee:D.00 GARFIELD COUNTY CO Sate of Colorado ) ) County of Garfield ) Before me, a Notary Public, in and for said County and State aforesaid, do hereby certify that Eric Schmela, whose name is subscribed to the foregoing instrument as the Authorized Agent of Battlement Mesa Partners LLC, a Colorado limited liability company, appeared before me this day in person and acknowledged that % executed said instrument as /to free and voluntary act and deed as the free and voluntary act and deed of said corporation for the uses and purposes set forth. er my hand and Notarial Seal this I` day of October, 2007 n Expiries: (- I I' 2 0 I I to of Colorado County of Denver ) ) ) Before me, a Notary Public, in and for said County and State aforesaid, do hereby certify that Joseph P. Barrett, whose name is subscribed to the foregoing instrument as Attorney -in -Fact, of Williams Production RMT Company, a corporation, appeared before me this day in person and acknowledged that he executed said instrument as his free and voluntary act and deed as the free and voluntary act and deed of said corporation for the uses and purposes set forth. Given un my hand and Notarial Seal this My Commission Expires: (Seal) 5 day of October, 2007 hw) Notary Ric pull i c: VIII FL 1141.14I11MINI 14104 [III I Reception#: 736468 3o313 2R07 Fee $1600 DoceFFeee:0 60 GGAARFIELD COUNTY CO Name of Well To be Drilled Drilling Program EXHIBIT "A" Attached to and made a part of the Surface Use Agreement dated October /6 , 2007, between Batiement Mesa Partners, Surface Owner, and Williams Production RMT Company, Operator Township & Range For Surface Section Location where the New Well will be PA 433-5 PA 24-5 PA 424-5 PA 434-5 PA 13-5 PA 313-5 PA 413-5 PA 14-5 PA 314-5 PA 414-5 PA 514-5 PA 324-5 PA 524-5 PA 534-5 PA 23-5 PA 325-5 PA 33-5 PA 333-5 PA 423-5 PA 34-5 2007 2007 2007 2007 2009 2009 2009 2009 2009 2009 2009 2009 2009 2009 2009 2009 2009 2009 2009 PA 334-5 2009 2009 17S, R95W T7S, R95W T7S, R95W 77S, R95W 178, R95W 178, R95W TIS, R95W T7S, R95W T7S, R95W 5 Quarter -Quarter NWSE Located Name of Existing Well Pad 5 NWSE 5 NWSE 5 NWSE 5 NWSE 5 NWSE 5 NWSE 5 NWSE 5 NWSE 17S, R95W T7S, R95W 5 NWSE 5 NWSE T7S, R95W T7S, R95W 5 NWSE 5 T7S, R95W 5 17S, R95W 5 T7S, R95W T7S, R95W 5 NWSE NWSE NWSE NWSE 5 T7S, R95W 5 TTS, R95W T7S, R95W 5 NWSE NWSE NWSE 5 T7S, R95W 5 NWSE NWSE GV 82-5 GV 82-5 GV 82-5 GV 82-5 GV 82-5 GV 82-5 GV 82-5 GV 82-5 GV 82-5 GV 82-5 GV 82-5 GV 82-5 GV 82-5 GV 82-5 GV 82-5 GV 82-5 GV 82-5 GV 82-5 GV 82-5 GV 82-5 GV 82-5 Isr AMENDMENT OF SURFACE USE AGREEMENT State: Colorado County: Garfield KNOW ALL MEN BY THESE PRESENTS: THAT WHEREAS, under the date of October, 16th 2007, was entered into by and betweeaBattlementMesa Partners, LLC., (the "Surface Owner"), and Williams Production RMT Company, (the "Operator"), and Operator collectively called the "Parties`* did execute a Surface Use Agreement (the "Agreement"); and, WHEREAS, it is the desire of the Parties to amend paragraph "C" of the Agreement and insert the attached Exhibit "A". NOW, THEREFORE, in consideration of the premises stated herein and other good and valuable consideration, the receipt and adequacy of which are hereby eclmowledged by the Parties hereto, it is agreed: The amended paragraph. 3 of the Agreement shall be and is hereby agreed to by the Parties as follows: "Operator wishes to drill multiple oil and gas wills described on the amended Exhibit "A" attached hereto, from a well site pad on the Property to various bottom -hole locations in the S/2 of Section 5T7S 9SW for the extraction ofthe mineral described in the Lease and lands pooled therewith("Welts");'Attached Exhibit "A" addresses the name change of the PA 323-5 W011. It is further noted that attached Exhibit "B" notes the new location of the production equipment on said pad site. The Parties agree that the Agreement is hereby amended as to paragraph 3 along with the insertion of the attached Exhibits "A" and `B", All other terms and conditions of the Agreement remain unaltered and are in full force and effect as of the date hereof; and, This Amendment of Surface Use Agreement shall be binding on any andel' successors and assigns of the Parties. The Parties hereto have executed this Agreement this dayoft s iietiieaibrx, 2008 Surface Owner Operstor Bnttleme f clt.Partners, LLC Williams Prnduction.RMT Company Erie Set; • Jos- Authorized Agent for orney In_Faet Battlement Mesa Partners LLC, A Colorado Limited Liability Company By:- �7 Witiinms Production RMT Cd1ORBUMHLSIinjnnl946-08 Acknowledgments STATE OF COLORADO ) COUNTY OF GARFIELD ) Before me,, a Notary Public, in and for said County and State aforesaid, do hereby certify that Eric Schmelawhose name is subscribed to the foregoing instrument as Anthoridet Aunt, of Battlement Mesa Partners. LLLC., a Colorado Limited Liability Company, appeared before me this day inperspn and acknowledged that he executed said instrument as his free and voluntary act and deed as the fire and voluntary ant and deed of said corporation for the uses and purposes set forth. Given un my hand and Notarial Seal tbisAay of-Septemben 2008 My Commission Expiries: (Seal) STATE OF COLORADO ) ) COUNTY OF DENVER ) My Caterrsion EMI 09/21/2812 Before me, a Notary Public, in and for said County and State aforesaid, do hereby certify that Joseph P. Barrett, whose name is subscribed to the foregoing instrument as Attornev- Mita, of W1Uiams Production RMT Company, a corporation, appeared before me this day in person and acknowledged that he executed said instrument as his line and voluntary act and decd as the free and voluntary act and deed of said corporation for the uses and purposes set forth. Given un my hand and Notarial Seal this qday of September, 2008 My Co ssiW. pgpiries: ..h'Y !G, ; T _ GOt_t 5/ zr u2LL Wilffams Producliaa.RMT Cu1ORrn MIIISrimnal 4 -16 -as EXHIBIT "A" Attached to and made a part of the 1st Amendment of Surface Use Agreement dated September , 2008, between Battlement Mesa Partners LLC, Surface Owner, and Williams Production RMT Company, Operator Name of Well To be Drilled Township & Range Section Quarter -Quarter For Surface Location Name of Existing Wel! Pad Where the New Well MD be Located PA 13-5 , 178, R95W 5 NWSE GV 02-5 PA 313-5 T7S, R95W 5 NWSE GV 82-5 - PA 413-5 175, R95W 5 NWSE GV 82-5 PA 14-5 179. R95W 5 NWSE GV 82-5 PA 314-5 17S, R95W 5 NWSE GV 82-5 PA 414=5 175, R85W 5 NWSE OV 82-5 PA 514-5 T75, R95W 5 NWSE GV 82-5 PA 324-5 T75, R95W 5 NWSE GV B2-5 PA 524-5 T76, R95W 5 NWSE GV 82-5 PA 534-5 T7S, R95W 5 NWSE GV S2-5 GV 82-5 PA 23-5 T75, R95W 5 NWSE PA 323-5 T7S, R95W 5 NWSE GV 82-5 PA 33-5 17S, R95W 5 NWSE GV 82-5 PA 333-5 T7S, R95W 5 NWSE GV 82-5 PA 423-5 T7S, R95W 5 NWSE GV 82-5 PA 433-5 17S, R95W 5 NWSE GV82-5 PA 24-5 17S, R95W 5 NWSE GV 82-5 PA 34-5 T7S, R95W 5 NWSE GV 82-5 PA424-5 175, R95W 5 NWSE GV82-5 PA 334-5 17S, R95W 5 NWSE GV 82-6 PA 434-5 T7S, R95W 5 , NWSE GV 02-5 "Note the change is marked in Bold letters, the incorrect name PA 325-5 to the corrected name PA 323-5 Exhibit "B" Attached to and made part of that certain Amendment of Surface Use Agreement date - -Septenthet 2008 by and between Bataan Mem Parti Partn LLC, Surface Owner, and Willi Production RMT Company, Opersdor MUM PRODUCTION EQUIPTIENT AREA TO RE ADMIT AND RELOCATED - F Cttr • • • • / -*win& -" • • •••••• VAMARRIER ; : *. TAINMENT OMLI • `IpT#1.:P1 RBELI AEA 1 • -• : ••• TOT REF. PK CONSTRUCTION SLIFRYVTIS, iNa 0012 SUNRISE SILT, C4, SISS2 (S10016-515,3 SCAM I- EMS11NGt 1415-5 Now D4O115.24 MOTITLILT MENU OVR—S 64000.64 Eft ustaa.as ESTIMAIED DIRT CRJANTMES (YJS) I1Ek1 CUT RLL OPSOIL FM1071_42751 2026 PIT TOTA 3270 0970 .4275 2025 'INCESS 400 3270 3670. REVISED: 12/6/07 WILLJAMS PRODLIC'TiONNr :IllDIRDWIMIL1411411141111intirkft EII f 1111 68 10/311//2007 #03:03 :2a M Jean AlberLco 1 of 3 Reo Fee:516.00 Doo Fee:0.00 GARFIELD COUNTY CO MEMORANDUM OF SURFACE USE AGREEMENT This MEMORANDUM OFf SU,FACE USE AGREEMENT (the "Memorandum") is made and executed as of the j t 0 �; day of October, 2007 to evidence that: The Surface Use Agreement (the "Agreement") dated l October, 2007 was entered into by and between Battlement Mesa Partners LLC, a Colorado limited liability company, whose address is 73 G Sipperelle Drive, Parachute, CO 81635 (the "Surface Owner") and Williams Production RMT Company (the "Operator"), which, among other provisions, provides as follows: Surface Owner agrees that Operator may use each of the two (1) existing surface locations, completion and operation of the twenty-one (21) proposed wells (the "Wells") described on the attached Exhibit "A": Operator may begin operations to drill each Well any time prior to December 16`, 2007, or any time thereafter as mutually agreed to by Surface Owner and Operator. Surface Owner agrees with the surface and bottom hole locations of the Wells described on the attached Exhibit "A". This Memorandum shall be construed as a covenant running with the Lands and shall be binding on any and all personal representatives, successors, and assigns of Surface Owner and Operator. This Memorandum is being executed by Surface Owner and Operator for the primary purpose of recording and thus advising all interested parties of the existence and validity of such Surface Use Agreement, the exact terms and conditions of which are more fully stated in the unrecorded instrument on file with the respective parties and, that this Memorandum shall constitute notice to all parties ofthe existence of this Agreement as though it was described in total detail herein. IN WITNESS WHEREOF, the parties have executed this Memorandum as of the date first above written. Battlement M - _; artners LLC Williams Production RMT Company By: Eric ,• ► �- a Authorized Agent for Battlement Mesa Partners LLC, A Colorado limited liability company Page 1 of 2 By: Jo P. Barrett A orney-In-Fact i._ III F` til A +i� italre l tLIN 1111 Ra ceptLan#• 736468 21 I3 32067 03:03.20 PM Jean Alberico ee:316.00 Doc Fee:0.00 GARFIELD COUNTY CO Sate of Colorado ) County of Garfield ) Before me, a Notary Public, in and for said County and State aforesaid, do hereby certify that Eric Schmela, whose name is subscribed to the foregoing instrument as the Authorized Agent of Battlement Mesa Partners LLC, a Colorado limited liability company, appeared before me this day in person and acknowledged that Jje executed said instrument as Ito free and voluntary act and deed as the free and voluntary act and deed of said corporation for the uses and purposes set forth. Seaj,on Expiries: (� -I/ / ._-- der my hand and Notarial Seal this 1`y of October, 2007 to of Colorado County of Denver ) ) ) Before me, a Notary Public, in and for said County and State aforesaid, do hereby certify that Joseph P. Barrett, whose name is subscribed to the foregoing instrument as Attorney -in -Fact, of Williams Production RMT Company, a corporation, appeared before me this day in person and acknowledged that he executed said instrument as his free and voluntary act and deed as the free and voluntary act and deed of said corporation for the uses and purposes set forth. Given un my hand and Notarial Seal this OA day oOctober, 2007 My Commission Expires: ,4o't//�,7,e, f! J �, (Seal) / i«<ti Notary R'efpnblic Pahl i 5 j1111111411114111141114111CMCihr(4tHil 1111 reiteeptiO/3M0 ?T 6 e3:03 2BPM Joan 3 of 3 Rep Fee:$16.00 Doc Fee fl OOi'[ARFIELD COUNTY CO Name of Well To be Drilled PA 433-5 PA 24-5 PA 424-5 PA 13-5 PA 313-5 PA 413-5 PA 14-5 PA 314-5 PA 414-5 PA 514-5 PA 324-5 PA 524-5 PA 325-5 PA 34-5 Dritrin. -ro ram 2007 2007 2007 2007 2009 2009 2009 2009 2009 2009 2009 2009 2009 2009 2009 2009 EXHIBIT "A" Attached to and made a part of the Surface Use Agreement dated October_th 2007, between Batiement Mesa Partners, Surface Owner, and Williams Production RMT Com. an . O. - _ tor TTS, R95W T7S, R95W T7S, R95W T7S, R95W T7S, R95W T7S, R95W T7S R95W 17S R95W 178, R95W T7S, R95W T7S, R95W T7S, R95W TTS, R95W T7S, R95W 173, R95W T7S, R95W TTS, R95W T78 R95W 173, R95W Section 5 5 5 5 5 5 5 5 v 5 5 5 5 5 5 5 5 5 5 For Surface Loca on where the New Well will be Loco r= _ - aiFT Tuna zrjr�iti•z,-,_.� NWSE NWSE NWSE NWSE NWSE NWSE NWSE NWSE NWSE NWSE NWSE NWSE IIIIEEEANN NWSE NWSE NWSE GV 82-5 GV 82-5 GV 82-5 GV 82-5 GV 82-5 GV 82-5 GV 82-5 GV 82-5 GV 82-5 GV 82-5 GV 82-5 GV 82-5 GV 82-5 GV 82-5 GV 82-5 GV 82-5 GV 82-5 GV 82-5 GV 82-5 GV 82-5 GV 82-5 SURFACE USE AGREEMENT State: Colorado County: Garfield Surface Owner: Battlement Mesa Partners LLC, a Colorado limited liability company Surface Owner's Address: 73 G Sipprelle Drive, .Battlement.Mesa, CO 81636 Operator: Williams Production RMT Company Operator's Address: 1515 Arapahoe Street, Tower 3, Suite 1000, Denver, CO 80202 WHEREAS, by and Oil and Gas Leases (hereinafter referred to as the "Leases") dated January 21, 1991, by and between Exxon Corporation, as Lessor, and Barrett Resources Corporation (with Williams Production RMT Company as successor in interest), as Lessee, recorded in Book 811, Pages 610-615 of the official Records of the County of Garfield and the State of Colorado; the Lessor leased to the Lessee, the following described lands, among other lands, for the purposes of exploring for, developing and producing oil and gas: Township 7 South, Range 95 West Section 5: S 1/2 WHEREAS, Battlement Mesa Partners is the surface owner (hereinafter referred to as "Surface Owner") of the above described lands in the County and State named above. WHEREAS, Williams Production RMT Company (hereinafter referred to as the "Operator") is the owner of the right to explore for oil and gas beneath the Leases under the term of the Leases and proposed to drill the following wells (hereinafter referred to as the "Wells") for the production of oil or gas. See attached Exhibits "A" & "B". All of the Wells will be directionally drilled from the existing pad of the GV 82-5 well located in NW lA SE % of Section 5, Township 6 South, Range 96 West, 6th P. M. and 1750' FSL and 2293' FEL. WHEREAS, the Surface Owner and the Operator have reviewed the proposed locations and the operations that will be involved in the drilling the Wells and desire to enter into the Surface Use Agreement for the purpose of sec' the Operator m use the surface estate of the Lands to conduct operations under �the t ermthatsof the Leases to drill, equip and operate the Wells located on the Lands described above. NOW, THEREFORE, in consideration of the premises stated herein and other good and valuable consideration, the receipt and adequacy of which are hereby acknowledged by the parties hereto, it is agreed: 1 1. A drilling pad is the surface area for which drilling operations for one or more wells are to be conducted. tr'.4:,:kr for disturbance ofthe f the drilling of the first four wells of the hereinafter described drilling ro r pad for Said payment shall be due and payable upon execution of this a e programs. initial payment includes the prepayment greement. (Said p ep yment of the first 6 wells of the 2009-2010 r� tt with credit being given for the first six wells as set forth hereinabove. Saidp a ment shall be due and payable upon commencement of the second drillinggram. is agreed between the parties that the Operator will drill and complete 4 program It with a conventional rig commencing in December, 2007 ("2007 Program") and will drill and complete up to 17 additional wells commencing in October, 2009 ("2009 Program"). Upon commencement of each drilling drill expeditiously and continuously (the "drillingperiod") Operator shall described drilling programs are completed. If thdrillingpad has the above after these two drilling periods and then disturbed for the drilling of additional ed wells, Operator shall commence a good faith negotiation for the redisturbance of the drilling pad with the Surface Owner. 2. Operator may begin operations to drill each well any time prior to October 15, 2007, or any time thereafter as mutually as agreed to by Surface Owner and Operator. 3. Surface Owner agrees with the locations of the Wells, as described above and shown on the attached Exhibits "A". 4. The execution of this Surface Use Agreement shall not affect or otherwise alter the rights and obligations of Operator under the Lease. 5. Surface Owner agrees with the use of the GV 82-5 surface location for the drilling, completion, and operation of the Wells described herein. Surface Owner agrees that Operator may use the existing road (shown on the attached Exhibit "B") on the Surface Owner's land for the purpose of accessing the location described herein. 6. Surface Owner agrees the Operator shall have the right to lay temporary lines on the surface along the edge of the above described road for the purpose of completing the Wells. 7. Surface Owner agrees the Operator shall have the right to lay one 8" gas production line, buried a minimum of 48" below the surface and within a pathway located not more than 15 feet from the above-described road for the purpose of transporting gas from the Wells. 2 8. Surface Owner agrees to keep all financial terms of this agreement confidential. 9. Operator agrees to comply with, all of the rules and regulations of the Oil and Gas Conservation Commission of this State concerning property concerning oil and gas drilling or exploration activities on the above described wells site. Operator also expressly agrees that any and all drilling and oil field operation activities conducted within Battlement Mesa shall be in strict compliance with the Exxon Agreement ty Clerk and Recorder on July 8,99 at Reception no. 548481 ied for record with n Book 1139 aeld t pages 112 et seq. Further, Operator agrees to comply with the terms and conditions of the Surface Use Ag!eement dated August Battlement Mesa Partners, 6' 1990 between Resources Corporation and filed for record oJuly-Realty Partners and Barrett County Clerk and Recorder at Reception no. 548481 in Book 111, 1999 9 at pthe es Garfield04 et seq. (the terms of which are incorporated herein by reference). This agreement does not replace, amend or modify the last described agreement, except as expressly stated herein. 10. Operator agrees to provide Surface Owner with not less than ten (10) days written notice prior to the commencement of each Drilling Program on the pad site. 11. Operator agrees to provide Surface Owner with "as built" surveys of the above referenced well pad and buried pipeline within 120 days of the laying of the pipeline. 12. Operator shall not construct, operate or maintain any compression facilities or equipment on the property covered by This agreement. 13. All use and occupancy of the surface of Battlement Mesa by Operator, its agents, employees, contractors, subcontractors, representatives, agents or assigns, shall be at the sole risk of Operator. Operator hereby indemnifies and holds harmless Surface Owner from and against any and all losses, costs, damages, claims, awards, expenses, demands, judgments or liabilities resulting from injuries or death of any person whomsoever, or losses, damages or destruction of any property whatsoever caused by Operator's oil and gas activities and operations on Battlement Mesa, or by Operator's agents representatives, contractors, employees, or assigns. Specifically excepted from Operator's foregoing indemnity the Surface Owner shall be those losses suffered by the Surface Owner (or otherof third parties) that are caused by the negligence or fault of the Surface Owner, or the Surface Owner's agents, representatives, contractors, subcontractors, representatives, agents or assigns. 3 14. Operator shall carry no Less than $10 million in general liability insurance for any one occurrence and in the aggregate and shall name Surface Owner as an _ additional insured with respect to the liabilities assumed hereunder. 15. Operator shall keep Battlement Mesa free and clear of any and all liens for labor or work performed by it or its contractors and subcontractors upon Battlement Mesa relating to its oil and gas exploration, development or production operations or for materials furnished thereto. Notwithstanding the above, Operator may contest the validity of any alleged lien, including the enforcement thereof. Operator agrees to pay any and all property taxes, assessments, governmental charges imposed upon its interest in Battlement Mesa and upon any building, structure or other improvements, equipment or personal property placed or erected upon Battlement Mesa. 16. The term of this Agreement shall be for a period of thirty three (33) years, and for so long thereafter as any oil and/or gas well which is drilled or caused to be drilled by Operator on the above described well pad continues to produce oil or gas in commercial quantities. 17. This Agreement shall be construed as a covenant running with the Lands and shall be binding on any and all personal representatives, successors, assigns of Surface Owner and Operator. 18. Said surface drilling location shall be two hundred (200 ft) by three hundred (300 ft) during drilling, completion, and production. Reclamation, which shall meet COGCC standards, shall be commenced immediately after the drilling of the last well scheduled at this site and shall be completed within one year after its commencement. Said pad site will be reduced to approximately one (1) acre. At such time as oil or gas is no longer commercially produced from this site, Operator shall reclaim the remaining pad site pursuant to COGCC standards. The parties hereto have executed this Surface Use Agreement this ( (day of October, 2007 Surface Owner Operator Partners LLC Williams Production RMT Name: Eric Schmela Title: A , orney-in- Fok By: eph arrett Title: Authorized Agent 4 J Sate of Colorado ) County of Garfield )) Ott Before me, a Notary Public, in and for sad County and State aforesaid, do hereby certify that Eric Schmela, whose name is subscribed to the foregoing instrument as the Authorized Agent of Battlement Mesa Partners LLC, a Colorado limited liability company, appeared before me this day in person and acknowledged that- executed said instrument as free and voluntary act and deed as the free and voluntary act and deed of said corporation for the uses and purposes set forth. Given under my hand and Notarial Seal this 17 day of October, 2007 My Commission Expiries: (r- (( -7.15 i (Seal) Notary p lie State of Colorado County of Denver ) ) ) Before me, a Notary Public, in and for said County and State aforesaid, do hereby certify that Joseph P. Barrett, whose name is subscribed to the foregoing instrument as Attorney -in -Pact, of Williams Production RMT Company, a corporation, appeared before me this day in person and acknowledged that he executed said instrument as his free and voluntary act and deed as the free and voluntary act and deed of said corporation for the uses and purposes set forth. Given un my hand and Notarial Seal this Z2 day of October, 2007 My Commission Expires: (Seal) Notary Dec lath 11 le Return Ta: T�.:1 s Prod:action RAU Company tti: Land Dept a Box 370 tr- aehute, CO g'163S 5 Name of Well To be Drilled Drillin a Pro • ram EXHIBIT "A" Attached to and made a part of the Surface Use Agreement dated October (Ce, 2007, between Batlement Mesa Partners, Surface Owner, and Williams Production RMT Com • an , 0 • erator Townshi . & Ran • e Section For Surface Location where the New Well will be Located PA 24-5 PA 424-5 PA 434-5 PA 13-5 PA 313-5 17S, R95W T7S, R95W 175, R95W T7S, R95W T7S, R95W 175, R95W T7S, R95W 178, R95W PA 414-5 PA 514-5 PA 524-5 PA 534-5 PA 23-5 178, R95W 175, R95W T7S, R95W T7S, R95W PA 325-5 PA 33-5 T7S, R95W GV 82-5 PA 333-5 PA 423-5 PA 334-5 178, R95W T7S, R95W T7S, R95W s "i I ,o 1 111111 11111 11111 III 11111 111 1111111 III INTI 11111111 548481 07,08/1018 121031' 81139 9104 M RLSDORF 1 of 25 R 130.00 D 0.00 GARFIELD COUNTY CO ' ' SURFACE USE AGREEMENT This Surface Use Agreement is made and entered into this („T( day of A.uq10...34.-r ,. 1998, between BATTLEMENT MESA pnn Colorado genera partnershiT St Suite 300,Englewood, a whose1 andresa is 5575 Parkway, Suite_mug , Colorado 80111, end BATTLEMENT g DTC ms., a Colorado general partnership, whole address is 55757" Y, Suite 300, Englewood, Colorado 80111, collectively referred to as•"Surface Owners'), nd B (hereinafter ESOURCES CORPORAT10N a Delaware corporation, ARRE'1'T' refs re to as Barrett"), whose address is 1125 Seventeenth na nr. Street, #2100, Denver Colorado 80202. tSeventaenth RECITALS ITS 1. Surface Owners'are developers and owners of a significant portion of the County, Colodoplanned community located in Garfield to as Battlement Mesa.. nearsthe town of parachute, commonly referred 2. The Battlement Mesa planned community comprises all or part of the following described lands: Townsh1 7 south `sect on = S 2 Ran a '95 Weat Section 6: SE/4 Section 7: E/2, SW/4 Section 8: All Section: 9: All Section' 101 W/2• section 16: SW/4 Section 17: All section 181 All Section 19: N/2 o sec f 7 South, Bari a 96 Sec n 3: E 2 Wept Section 24: NE/4. The above-described lands shall be referred to in this ./, Agreement as "oattlement Mesa" � q area does not exactly coincidewithnthe eexa the above-described attlement Met sa asias ro the Garfield County, Colored:). Unit Development (PUD) for BMena as a of by 3. Barrett desires 'tio..drili gal wells at locations in''GarfieidaCounnd ty, Colorado,o'ol inn natural locations within Battlement Mesa. Y, including 3/ 11111111111111BD 111111 111111111111111111 111111111 011 548481,07/00/1988 12185P 81139 P105 fl ML800RP 2 of 20 R 130.00 0 0.00 ORRFIELD COUNTY CO 4. Barrett made an Application with the Oil and Lias Conservation Commission of the State of Colorado in -Cause Nos. 139 and 440 to apace the above-described area at a 160 -.acre basis Por the production of gas and associated hydrbcarbona from the Wasatch Formation and the Mesaverde Formation underlying Battlement Mesa and other lands. The Application was heard by the Commission on April 20, 1990. 5. Surface Owners filed a Protest to this Application' before the Oil and Gas Conservation Commission of the State. 6. 3,2O0acres Battlement ofspecifically zonplanned edlands owithian ultitof matebuildout population of 24,000 residents. Major infra -structure, including a four -lane arterial roadway system, water and sewer treatment facilities, underground public utilities, •commercial pandpfullysoperational.. activity center, and a golf course are in place 7. There are approximately 1,800 residents of Sattlement Mesa within various subdivisions and numerous other non-resident property owners and investors. 8. Barrett and Surface Owners agree that the drilling and operation of gas and/or oil wells within Battlement Mesa will need to be accomplished in a carefully considered manner fo ofprethevusee handeenjoymentsthetics oofthe ao ooperty bnd preserve the quality and by the residents of the community, Y Y the Surface Owners 9, Surface Owners and Barrett agree that oil and/or gas well drilling and operational activities within Battlement Mesa need to be accomplished.in a mutually satisfactory manner. For and in consideration of the sum of Ten Dollars ($10,00) and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged and confessed, Surface Owners and Barrett agree as followse - 1. No Rights 1mjylied. Nothing herein shall be construed or implied as a grant by the urface owners of the right of ingress and egress or of the right to pipeline or other easements on any part of Battlement Mesa. In a like manner, nothing herein shall be construed as divesting Barrett of its common law rights of ingress and egress, except as agreed to herein, The purpose of the this Agreement is to set forth the terms and understandings for gas drilling, che ompletionfandttlement productionsa activitiestt ovr oil and Barrett has otherwise acquired, either by other inetrumentdwith the Surface Owners or by rights acquired from third parties, the right of ingress and egress or the right to pipeline Or other easements upon Battlement Mesa, -2 - 1/3„f Aee FAIIVIReakONITI 2. Exxon Agreement. Barrett has been made aware of and agrees to comply with the terms and provisions of a certain Agreement between the surface Owners and Exxon Corporation pertaining to drillsite locations within oil or gas drilling and production ions by Barrett ett, Any conducted in strict compiance with otheaterms anndprovsnail be the Agreement ntrbetWeen Exxon Corporation and the Surface Owners, of Exhibit A and incorporated Agreement is attached hereto as "Exxon Agreement"). Intthe hevent oerein f aeconflicttbetween fthis Agreement and the Exxon Agreement, the terms and provisions of the more restrictive agreement for Nothing herein shall be construed as Barrett wai esraly, thetSur. Owners of any of its rights under the Exxon Agr reementrface 3. Barrett's 0 erations, of the rues an regu atidns f the Barrett agrees to comply with all Commission of this State concerning the development,of the property concerning il OEs Conservation activities on fining aiitand gas drilling or exploration and Gas Conservation Mesa, Barrett recognises that the Oii and drilling Commission of the State of such activities or production activities in eoentaMo may only shat ahtry may are proposed forn Battlement Mesa. when Y be no restriction 00 such spaced ies formations, and formations other than those s on such athe ctivities G for Conservation Commission, other$than ed bunder Rule 318 l a31 Gee Commission, Notwithstanding the fact thattherules and regulations of the Oil and Lias Conservation of the, State of Colorado may Commission of the ' ate of C the Woeaayhnet limit drilling activity for formations otherCauses 139h and 440,aMesaverde Formations as now considered and oil field operatin.Bactjvitagrees es Conductednwithin Battlement Mesa shall be in strict any and all drilling the terms and provisionscofpthisce with Agreement.e Exxon agrees to compiny Agreement and and made a part hereofthe provisions of Exhibit Badattcched hereto 4. Protest. In consideration of this Owners eta-ea—BR—the record at the Oil and Agreement Commission hearing on April 20, Surface Protest was wiion, 1990, that he eubatar,cesof t Application draBarrett, At the hearing, the Commission adopted thepApt to well of subject to catione ations and respect to lands within the Battlement Mesa certain PUDmareaithe with pacing, and adopted a rule Surface Owners' ie with Shefaie. consent be obtained to the drillingthat This agreement represents the consent of Battlement of any well Mesa Partners and Battlement Mesa Realty Partners locations set forth herein.Battlement the consent of ne Nothing herein shall be the the consen Mesa Surface owners to locations withintheas Battlement Mesa UD area as to lands located therein Partners or Battlement Mega wherein not own the surface. Realty Partners do HON 111111lilll11111111111111111111111111111111113 044481 07/88/119e 12106P 81i311 P108 n,RLSDORF 3 at 26 R 130.60 0 0.00 4RRFIk'L0 COUNTY CO +.••••mbmw.....aa+jhNM:N• .y' • .. S. No Warrant . Nothing herein shall be construed as a representat on or warranty by the Surface Owners that they have the authority or ability to act for the benefit o£:parties other than themselves, r 6.Term of A reement. The term of this for a and long gAgrethere shallter.abe any oil and/or gaswellwhich ais�drilled rorocausedttorbeitrills by Barrett within Battlement Mesa remains productive, a drilled 7. end— , All use and ac0upancy of the surface of Battlement Mesa by Barrett, its agents, em to representatives or assigns, shall be at the solerisknofaBarrett, Barrett hereby indemnities and hold harmless Surface Owners from and against any and all losses, coats, damages, claims, awards, expenses, demands, judgments or liabilities resulting from injuries or death of any person whomsoever, or 1osees destruction of any property whatsoever caused b il and gad activities'and operations , damages or Barrett's agents, representatives, ocontractors, employee bsy r assigns. Specifically excepted from Barrett's foregoing oregoing®' or indemnity .in favor of the, Surface Owners shall forehoing suffered by the Surface Ownerser be those losses caused by the negligence or faulty of the Surface parties or the Surface Owners' the uxfe,Ce Owners that are agents,or representatives, contractors, employees, Su assigns. Barrett shall keep Battlement Mesa free and clear of.any and ll liena for tabor or work performed by it or its subcontractors upon Battlement Mesa relating to its oil and gas exploration, development or production operations or for materials furnished thereto. Notwithstanding the above, Barrett may cont+eet the validity of any alleged•lien, including the enforcement thereof. Barrett agrees to paydp Barrett charges to iany and dd ualt property taxes, assessments, and upon any building., Structurenor its interest equipment Mesa or personal property placed or erected upon Battlementequipment S. Covenants Mesa. that She r gv is an Rounnin With the Land. Parties hereto agree Agreement shall be covenantsrunninga parties hereto in this Aheld or transferred se g with the lands beeghed this A separately therefrom, and shall not record this in Garfield Count Barrett without consent of Surface Owners. Colorado, withoua the record this Agreement after ten(10)written notice may as Barrett of their intent to daXs written notice to da so. • 9. Notices, Any and all notices or communications required or desire to a given under the terms of this Agreement shall be served by certified or registered mail, return receipt requested, or by personal delivery with signed receipt therefor, parties' addresses listed below at such address as may specifically , at the y deei•�3na,te in writing: any ,party -4 1 111111111111111111111111111111111111111111111 1111 348481 07/00/3980 18t0OP 01139 P207 M ALSOORF 4 of 20•11 130.00 0 0,00 GARFIELD COUNTY CO If to Surface Owners: Battlement Mesa Partners Battlement Mesa Realty partners 5575 DTC Parkway, Suite 300 Englewood, CO 90111 Attention: David oitlitz ccs Battlement Mesa Partners Battlement Mesa Realty Partners P. O. Box 6000 730 Sipprelle Drive Battlement Mesa, CO 81636 Attentions William W. Wilde If to Barrette Barrett Resources Corporation. 1125 Seventeenth St., #2100 Denver, CO 80202 Service of notice shall be effective upon receipt thereof. 10. Entire/Contraliin A reement. Constitutes the ent re AgreesAent between thea Agreement relative to the subject matter hereof, and theretiaiesnoeother expressed or implied understanding regulating the subject matter of this agreement which shall be deemed to exist or bind the parties hereto, their respective heirs, executives, except as referred to herein. administrators, personal representatives, successors, or assigns, il. Controllin Law governed by annt construe Counter arta. This Agreement shall be Colorado. This construet maybthe aws of the State of counterparts, each of which shallebeaconsidereduted in a nas an of for all purposes, an original einent 12. HeadHead---mss_ The underlined heedings used throughout this Agyeeffeataorre for reference only and shall not in any govern the meaning oore Agreement or any provision thereofr interpretation of this 13. inurement. This Agreementmhall inure to and be binding upon eadfi—CIE the successors, assigns, afffli�ates, arties arrsubsi.diaries their and Innsphe eventve that, by agreement with third parties, Barrett causes the welts to be drilled on Battlement Mesa byda well or transfers all or part.of its leasehold iteresttwithin Bat eor m Mesa to said third party, then Barrett h Battlement of this Agreement to said third parties. Crena the event said i copy rd aawelldr parties, or theereon;such activittyssh enters tBrelieevenMesa afromdrills liability or obligations under this Barrett from its Agreement, -s - 111111{1111111111111111{1111111111111111111111111111111 348481 07/08/1990 12105P 81130 P108 R ALSDORF 5 of 28 R 130.00 0 0.00 GARFIELD =WV en IN WITNESS WHEREOF, this Agreement is executed this day of q,,,, 1.A.A0C 1990, to be effective this;date. BARRETT STATE OF COLORADO COUNTY OF I� ) sa. By A. Ra e ExeCut ae 1ice President ,. Production BATTLEMENT MESA PARTNERS, a Colorado General Partnership Byr Community.Holdings Weet, Inc., a Colo ado corpo ,tt�n, its Genera Par (4,T.; ORPORATION BATTLEMENT MESA REALTY PARTNERS, a Colorado General Partnership Bp, Community Holdings West, Inc., A Colorado corpor.tion its Gener•1 Panne Dav ' "• a tl tz, Pr . •ant Acknowledged before me by A. RALPH REED veil c day t P BARRETT RESOURCES CORPORATION. Vice president , 1990, RATxON. - Pro uCt on of Notary Pub ze My Commission expiresr_ l9 - 6 - 111111111111111111111111111111111111 1111111111111 6 4Qf xs R/13 67/136.00 D LER iron to^ ^ M"Wf.SD4Rp STATE OF _ COLORADO i COUNTY Qf' _J ___ ) se, Acknowledged before me this 1/4 by DAVID A. GITLITZ, as president—o •-'" day of old nga� , 1990, Inc,, a Colorado corporation, General f legs ENT PARTNERS. of BATTLEMENT MESA r a me, C -/ Notary Pub!o My Commission expires: STATE OF COLORADO j COUNTY OF ati LD ) ss' 13 /fig/ Acknowledged before me this i* day by DAVID A. GITLITZ, as President o- f '- of of ltss , 1990, Inc., a Colorkdo corporation, Generalog 1TLE 1+iest, REALTY PARTNERS, ofBATTLEMENT MESA CI 0 ref:012A/DD1S otary Pu• o My Commission expires: l: gli f/1( -�7- 11111111111111111111111111111111111111111111111OEM 148481 07/08/1990 22:0SP 01135 P110 fl RUMP 7 of 2E R MAN N n A A11 MOM/it Armoury nn 1111111 VIII 111111111111111111111111111 III 11111 11111111 64048i 07/0a/1009 12108P 81138 Pili M RLsDon 8 of 26 R 130.00 0 0.00 0RRPXELD COUNTY CO EXHIBIT A TO SURFACE USE AGREEMENT Dated ta14 day of Ate, 1990 Between Battlement Mesa partnere, Battlement Mesa Realty Partners and Barrett Resources Corporation EXXON A0REEMENT E QN COMPANY USA POST OFFICE SOX 1600. MIDLAND. TEXAS 79iOZ-1600 PRODUC TIOP OEPAR TLo NT SOUTNWEETOWOMStao Decanter 12, 1989 . ............�...amcea....,... .,. ... c. Battlement Mesa Partners Suite 300 5575 07C Parkway Englewood, Colorado 80111 Dear Madam or Sir: When accepted by you, as evidenced by your signing and returning to the undersigned one executed copy hereof, this letter shall serve as our agreement on guidelines regarding Exxon Corporation's conduct of oil, mineral aCtivity from or under the surface of the land ("Said particularly described on Exhibit "A"gas and other hereto. ( ai Land) more Exxon, only insofar as its interests are concerned, does hereby agree, that, except as provided herein, it will not use, occupy, equipment, buildings or other structures on the suce of Sad Land pursuant to its rights as an owner of the minerals therein p fixtures, nothing contained herein shall be construed pasvidwaivin however that (1), relinquishing, or otherwise affecting any of Exxon's rights,'titlesfand interests, in and to the oil, gas, water (regardless of salinity), minerals in and under Said Land or Exxon's right to use exploit, lop and produce the oil, gas, water and other thereunder by wells drilled and othere$operatiof nsnconduct d on hevesurface sites provided for �')+ and other minerals including, but not limitedRto,, weltdrilled directionally surface locations outside of Said Land,' Said Land and bottomed beneath Said Land or bottomed beneath lands outside Said Land provided thatY under or through unreasonably disturb the norfaceh ofc SaidiLandiout oll utside of the hereinafter designated Drillsites; and (2) Drillsites; ishin nothing herein shall be construed as waiving, the surface of Said Land otherwise al topen tions if such operations would not unduly interfere with Battlement affecting Mea Partners' rights to use referred to as "Buyer") use of Said Land, it being understood that some of the geophysical operations referred to herein involve the use of various kindsof energy sources in conjunction with geophysical detection and recording devices which measure and record geophysical properties of the earth, which include, by way of example and not of limitation, magnetics, acoustics, gravity, electricity, or other industry accepted geophysical testing. on It is understood 4 a•reed that any drill ":ratio which Exx., ,1, an! on•ucte. •on ase surface sites the "Drillsites"s the eneral locat ons of w c are in. c 120 gays pr or to the time 4 e of3iii.if7e:ym ere O. t has and Exxon shall execute a surface use agreement o conduct to both parties hereto on a form to be negotiated at the time, P tons Buyera specific legal description of the Drillsites upon which suchloperatians ere' to be conducted; (2) provisions granting easements for access to the Drillsites w °mom Oe MOH CORPO,IATION 111111 Hill Hint 1E11111I 1111111111111111111111 948461 07/00/1490 t21esp 41139 P112 11 AMORE" 8 of 25 R 130.0A a £ AA noon -ton JYA,NIti. __ • ,..Battlement Mesa Pari •s 2 December 1:2, 1989 for conducting the drilling operations; and (3) such pipelines or other methods of transporttiionfprovisions granting easementsayh required to transport production from wells drilled onotherOrillsiteas s. may tis consideration for said agreement. expressly understood and agreed that Exxon shall not be obligated to payany It is expressly understood and agreed that at least 120 da commencement of the construction of any improvements upon Said rLandtto which would unreasonably interfere with Exxon's access to and/or Drillsites for drilling or production operations, Buyer will provide written notification to Exxon at the following address: Exxon Company, U.S.A. Attention: Right of Way and Claims Supervisor P. D. fox 1600 Midland, Texas 79702-I600 specifically describing the planned improvements and Exxon and Buyer agree to negotiate in good faith to agree on one or more alternate Drillsites end/or to modify :Buyer'slanned developments or improvements to allow Exxon adequate access to the Drillsites if Buyer's planned improvements may interfere with the use of the Drillsites specified herein. It is expressly understood andy unreasonably improvements upagreedSaid that Land $ f r such will improvements atdev developments ul d substantially interfere with Exxon's use of the Drillsites and the unable to designate alternate Drillsites or otherwise provide for access to the Drillsites. parties are adequate T ---In the event that (.]) any portion of. any or all of said Drills SaiduLandhe is exercise kenethrough power rsuch e of which wouldprecludeores i$ tater reasonably sufficient Access to (2) same portion of the reasonably operations; sicient ar(3)said operation sits for drillinhavingo regulationrcof as the result of any law, rule, ordinance, or any federal, state, or municipal body, said Drillsites cannot be Used for•operations as provided herein, Buyer agrees to negotiate in good Nfaith to desi nate alternate Drillsites. otwithstandin anything in this letter to the contrary, on behalf of itself, its successors and assigns, Exxont agrees es on Exhibit "8" hereto which are adjacent to subdivisions on Said Land in j 9 that with respect to Drillsites �-ted tie date hereof (which $deal na ed "A" "8 or , i,1lat ..in shall locate and operate any opt those o her distri ut on .,W .i ection fac C rr site , n es ne essary o between said subs vis ons to the exenan P a e' open spaces w in . . . su d zrs:,n.r.kratit . tsuc c e, planned developments on Said Land whichBuyerto plat maf s .e assts. hereof, Huyer'agrees that it shall give Exxon written notice thereofeof the date one hundred twenty (]20) days before filing a plat, PUD, or other document "Development Documents at ]ease "Development Notice" ) with the appropriate governmental authority evelopment Documents Saidt access easements nts proposed Drillsites and designated corridors for pipeline easements. (90) )ew yand afco mment elptpon the of idiocatienmenf said icdeal designated be Within ninety reesemwnts. If Exxon raises said concernsoas to said aid shall entitled to easements. Buyer and Exxon shall negotiate in q areas and pipeline gond faith gsconcerni easementd fina• 1 111111 11111 111111 111111 11111 111 1111111 111 HMI 1111111 548481 07/D8/1599 12:050 81139 P113 M ALSDDRP l0 of 20 R 130.00 D 0.00 BARFIELD COUNrr en Battlement Mesa Partr -s - 3 - December 12, 1989 designation of said easement locations. If Exxon does not respond to said Development Notice within said ninety (9D .da to file the Development Documents with) period, Buyer shall be entitled authorities and Exxon shall be deemed to have waived any prlghts toa object tto the location or locations of access and pipeline easements and further, Exxon shall be deemed to have approved same and shall.be bound by the Development Documents as filed with the appropriate governmental authorities. It is the intent of the parties hereto that this letter agreement shall be respectivedinterests in o that Ch or party dershall id Land be entitled he partieselagr fully their accordance with such intent. agree to act in Accepted and Agreed to: OAajColoradoEgenerA alNpartnership By: Community Holdings West, Inc., a Colorado corporation, . general partner By! "r dv tz, res en By: Universal Western Properties, Inc., a Colorado corporation, general partner By; Date: � t1, 1RP9 1111#1 11111 III 11111111111 III IIIIIM► III 1111111111111 044ei 07/00/1002 12:06p 02130 A 0 ALSDORF si of 20 R 130.00 p 0,00 GARtIECu enmity nn EXXON CORPORATION. MN. �• . rteeden, v s on--,. Engineering Manager, Production Department, Exxon, Company, B.S.A. (a division of Exxon Corporation) Agent and Attorney in Fact LI art a=r A A parcel of land lying in sections 5,6 18, and 19, Township 7 South, Mange 5 West and$sections�137' and 24, Township 7 South, Range 96 West, of the Sixth Principal Meridian, County of Garfield, State of Colorado, more particularly described as follows: Beginning at the East 1/4 Corner of Section 5, Township 7 South, Range 95 West; Thence along the East line of Section 5 South 00.15'43" West a distance of 1628.34 feet, to the Southeast Corner of the N1/2 NE1/4 SE1/4 SE1/4 of Said Section•5; Thence along the South line of the N1/2 NE1/4 BE1/4 SE1/4 North 87'19'30" West a distance of 664.56 feet, to the Southwest Corner of said N1/2 NE1/4 SE1/4 SE1/4; Thence along the West line of the N1/2 NE1/4 of Section 5, North 00.23'16.! East ataSSE1/4 nof f/4 324.34 feet to the Northwest Corner of said NE1/4SE1/4 SE1/4M Thence along the Northlineof the 5781/4 SE1/4 of said Section 5, North 87'26'14"West a distance of 663.70 feet, to the Northwest Corner of said SE1/4 8E1/4; Thence along the West line of 8E1/4 SE1/4 Of said Section SouthwestSouth OCorner2ofwsaidest a581/4daSE1e of /4 12 9 2.05'feet to the Thence along the South line of said Section S, South 36'59'25'► East a distance of 1333.74 feet to the Southeast Corner of said Section 5; Thence along the Horth line of Section 9, South, Range 95 We, South 87'59'43" East a dieTownshtp 7 1326.37 feet, to the Northeast Corner ofthe NW1/anoe of of said Section 9; 4 Nwi/4 Thence along the East line of the NWl/4 NW1/4 of sai 'Section 9, South 01'02'24" Wast a 'dietaboe of 1301.44 to the Southeast corner of said NW1/4 NW1,'4; 45 feet Thence along the North line of the 8E1/4 NW1/4 of said Section 9, South 88'02'23" Eaet a distance of 1324.35 feet ,to the Northeast Corner of said SE1/4 NW1/4M Thence along the North line of the SW1/4 NE1/4 of said Section 9, South 58'35'51" East a distance of 1275.60 feet, to the Northeast Corner of said SW1/4 NE1/4; Thence along the West line of the NE1/4 NE1/4 of said Section 9, North 01'04'15" East a distance of 1311.84 feet to the Northwest Corner of said NE1/4 NE1/4; Thence along the North line Of said Section 9, South 11111111111111111111111111111111 IIIIJ' 1111111111111111 348481 07/08/1999 12:05P 01139. • - .5 0 ALSDORF 12 of 28 ,R 130,00 D 0.00 CPRFIEtit COMITY nn 89.06'438 East a distance of 1274.26 feet to the Northeast Corner of said Section H; Thence Along the East line of said Section S, South 01.00'49"" West a distance of 1323.29 feet ThenceSoutheaet alongrner of the Wortheline/4 ofNthe4of SW1 4sa feet, to the 9; 10, Township 7 south, Range 95 West, South ao'46,550East a distance of 631.29 feat to a point on the No East the said SW1/4 NW1/4, 687 feet West of the Northeastne of Corner of said SW1/4 NW1/4, said point being the Northwest Corner of that parcel of land described in Document Number 198564 as recorded in Book 302 at Page 200 of of the Clerk and Recorder of Garfield County; the records Thence along the boundary of said parcel the following five (5) courses: (1) South 00'49'348 West a distance of 221.67 feat; (2) South 48.09'568 East a distance of 361.92 feet to a point 456.00 feet, as measured at right angles, southerly from the North line of the SW1/4 NW1/4 of said Section 10; (3) South 89.17'478 East a (4) South 00'49'348 distance of 166.55 feet= (5) South 89.17'978 West a distance of 201.43 feet; est a distance of 246.37 feet/ to a southpoint on the East line of of the Northeast Corner of asaidid WSWl Thence de / X1/4 555�feet Th the pope ting,eaid parcel bounds /g Rhe East /4; ofst /4 NW1/4 of said Section 1O,aSouth tOO'54'368ine e distance of 667.20 feet to the Southeast Corner of Said SW1/4 WW1/4l Thence along theEast 4'3e of the NW1/4 SW1/4 of said suction 10, South O0'5 feet to the Southeast CornerWeft a distance Wf 1315.11 Thence Along the South line ff the i,4/SW1 4/o. Section' 1O, North 89'11t04. West A is o f said feet to the Southwest Corner a distance of 1323.06 Thence along the South line of held 2 6E S4 of ,9, Township 7 South, Rangee1 N North hEil4 9' Section distance Of 2557.45 feet to 95 West, orner o N1/2 SE1/4; the Southwest Cornea o West a Thence along1' said the South line of the N1/2 SW1/4 of Section 9, North 88.381088 West 'Southwest Corner of said aN1/2 distance of 2654.44 feet to the Thence along the South line fofSthe4NE1/4 5E1/4 of Section 8, Township 7 Bauth distance of 1331.33�feet gto9th5 efSouthwest Cornerofsaid NE1/4 SE1/4 of - Section 8/ West a Thence along the West line of the SE1/4 SE1/4 of Section 8, South 01.20'14" West a distance of 1316.23 feet to the A-2 1111111111O111111111111111111111111111111111111111111 046461 /17/58/1999 12:05p 61139 18 M AL9OORP 13 of 26 R 230.08 D 0,88 ORRP740 COUNTY rya Southwest Corner of said SE1/4 SE1/4 of Section 8; Thence along the East line of the W1/2 NE1/4' of section 17, South 01'00'570 West a distance of 2639,16 feet to the Southeast Corner of said W1/2 NE1/4 of Section 17; Thence along the North line of the NE1/4 SE1/4 of section 17, South 88'461040 East a distance .of 1324.13 feet to the E1/4 Coiner of Section 17; Thence along the Easterly line of the NE1/4 8E1/4 of feet ito thon e Southeast OCornerWest distance of 1330.50 17; N$1/4 'SE1/4 at Section Thence along.the North line of the SW1/4 SW1/4 of Section 16, Township o nshipf71S3uth,94 Ranget95tWest, South 87'41'13" East SW1/4 SW1/4; rtheast Corner of said Thence elong the East line of the SW1/4 SW1/4 of Section 16, South 01'03'30" West a distance of 1332.00 feet to the .Southeast Corner of said SW1/4 SW1/4: 'Theme along the South line of said Section 16 North 87.37'18" West a distance of 1330.30 feet to the SoUthwest Conner of said Section 16; Thence along the South line of Section 17, Township 7 South, Range 95 West, North 88'44'01+ West a distance of 1984.49 feat tothe Southwest Corner of the 81/2 SW1/4 6E1/4; Thence along the West line of the 81/2 SW1/4 881 4 00'59'110 East, a distance of 1319.91 feet to the r North Northwest corner of said 81/2 SW1/4 BE1/4; Thence along the South line of the NW1/4 SE1/4 of Section 17, North 88'45'03" West a distance of 661said .70 feet to the Southwest Coiner of said NW1/4 SE1/4; Thence along the South line of the NE1/4 SWI/4, North 88'45'02" West a distance of 1158.58 feet to a point 10 rods East of the Southwest Corner of said NE1/4 8W1/4; Thence North 01'03'04" East a distance of 131.93 feet; Thence North 88'43'44" West a.distanoe of 165.63 feet; Thence North 00'05'58" East along the West line of the N£1/4sSW1o4 to the.66 thea Corner of the 81/2 NW1/4 5W1/4t / to Northeast Thence North 88'45'330 West 1324.42 feet to the northeast Corner of the E1/2 881/4, NE1/4 SE1/4 of'Section 18, Township 7 South, Range 95 West; Thence along the North line ' of said Section 18, North 88'24'334Wes S a di Canoe oft/4 329.86 feet to the Northwest Corner of mid 81/2 SE1/4f NE1/4 SE1/4; Thence along the West line a of said Section 18 f the 81/2 SE1/4 distance SE1/4 659.61 feet to the rSouthwest Corner of&saida81/2n581/4 NE1/4 SE1/4; A-3 11111111111111111111111111111111MINA 1111111 • 548441 97/08/1999 12185P•B1139• a7 M ;U8CORF 14 of 26 R 130.08 0 0.68 0PRFIE„-v COUNTY ea • Thence along the South line of the NE1/4 SE1/4 of said Section 18, North 88'26'070 West a distance of 989.84 feet to the southwest Corner of said NE1/4 SE1/4; Thence along the East line of the 591/4 sE1/4 of said Section 18, South 00'55'21"' West a distance of 1320.46 feet to the Southeast Corner of said 891/4 SE1/4; Thence along the seat line of the W1/2 NE1/4 of section 19, Township 7 South, Range 95 West, south 01'06'340 West a distance of 2642.08 feet to the Southeast Corner of said W1/2 NE1/4; Thence Souh line of North 88'41'12"eWesstta distancetof 1329.89ffeetttoSecionth19 e, Southwest Corner of said NE1/4; Thence continuing Westerly along the South line of, the NW1/4 of said Section 19, North 88'41'120 West 2570.38 feat to the Southwest corner of said NW1/4 of Section 19; Thence continuing Westerly along the South line of the ;NE1/4 of section 24, Township 7 South, Range 96 Wept, North 89'32'430 West a distance of 2673.12 feet to the. Southwest Corner of said NE1/4; Thence along the West line of said NE1/4, North 00123'55'r Wast 1023.06 feet; Thence North 01'25'420 East 229.68 feet; Thence North 66'111040 West 236.83 feet; Thence North 34'29'420 East 1613.03 feet; Thence North 88'52'300 West 202.82 feet; Thence North 00'00'000 East 461.13 feet; Thence North 81'10'00" West 955.94 feet to the centerline of the Colorado River; Thence along said center the following courses and distances; North 26'28'25" East 232.98 feet; North 30'21'250 East 206.15 feet; North 35'25'250 East 644.58 feet; North 29'17'250 East 829.38 feet; North 40'24'258 East 99.86 feet; North 36'27'254 East 150.05 feet; North 34.54'25" East 16,3.27 feet; North 31'12'21" East 266.75 feet; North 50'36'25" East 686.79 feet; North 72'23'50" East 390.96 feet; North 76'17'12` East 151.22 feet; North 77'41'278 East 463.54 feet; North 79'53'070 East 281.99 fest: North 79'01'50" East 87.91 feet; North 62'57'39" East 257.89 feet; North 27'37127* East 312.44 feet; North 40'46'5910 East 126.43 feet; North 24'17'4010 East 197.27 feet; A-4 11111111111! 11111111111111111 III IIIIR' 1U 1111111111111 548481 07/88/1980 12s8DP 81139 ,8 fl ALSOQR� 15 of 25 R 130,000 0.00 rmxs:reir .miner," AA •4. North 32'26139" East 124.13 feet; North 60'07,+19" East 109.42 feet; North 74'02'49" East 226.07 feet; North 78'19'08" East 154.17 feet; North'50'40120" East 444.46 feet; North 35'52121"' East 149.32 feet; North 26'41'02" East 150.34 feet; North 14'13'25" East 511.69 feet; North 24'54'48" East 241.07 feet; North 14'40'02" East 996.76 feet/ North 04'23'25' West 274.60 feet; North 08'35'04" East 215.19 feet/ North 20'08'11" Fest 79.88 feet; North 32'27'48" East71.69 feet; Thence leaving said Colorado River centerline 8/'08'11' East 526.15 feet; Routh Thence North th 01'04'10'8836" East a distance of 4 5 Thence North 88• East a dietanee of 83.22 tett; 18'25" eetf East a distance of 635.50 feet to the southerly Right -Of -Way of the existing County Road; Thence along said Right -Of -Way South 43'14111" East a Thenceicontinuingf S5.74 Alon (said Right -Of -Way South East 107.02 feet; g g y Thence continUing along said Right -Of -Way South 15'35144" East 66.56 feet; Thence North72'19116" West Thence South 79'47118' West a distance of 213 4.59 feet; distance of 10 Thence South 37'23'26"' West a 0.89 .52 ffee; tt; Thence South 06.07'27" Woat a distance of 8stance of 3.52testi Thence North 88'48'43! East a distance of 85.28 feet to the westerly Right -Of -Way of the exiating County Road: Thence Along said Right-Of-Waythefollowing courses and distances; South 10'11'10"East a dietance of 50.84 feet; Thence 244.26 feet along the arc of having A radius of 1.611.9.4 feet,; the chord curve to of said curve bears South 02'50'01" East a distance of 244.03 feet; Thence 331.22 feet along the arc of a curve to the left having a radius of 270.10 feet the chord of meld 'curve bears South 42'18'20' East 310.85 feet; Thence South 77'25'36' East a distance of 249.91 feet: Thence South 82'00'16" East 142.25 feet; Thence leaving said County Road Right -of -Way North 13'52158"' East A distance of 60,00 feat; Thence South 76'07101` East a distance of 196.00 feet: A-5 111111111111111111 NNW 1111111111'111111111111111 5+48482 07/88/1991 121051" 81139 :• t 11 RUMP 15 of 28 1 238.80 0 0,00 GARFIELe--OOUNTY t' Thence South 66'03'01' East a distance of 92.80 feet; Thence Korth 64•50100if East a distance Thence south 86'44'06' East a distance of 201.00 feet; f 12.20 feet; Thence North 01'36'29" East a distance of 650,00 feet; Thence North 86.44'01" West a distance of 359.65 feet; Thence North 01'36'06" East a distance of 469.21 feet; Thence Thence Nor1'32'150 East a distance of 568.40 feet; th th 01'39'14" East a distance of 355.62 feet; Thence North 85'54'03" West a distance of 597.54 feet to the centerline of the Colorado River: Thence along said centerline the following course$ and distances: North 30'34'03' East 126.48 feet; North 11'14'23" East 262.86 feet; North 03'21'52' East 244.98 feet;. North 06'43'43" East 149.36 feet; North 09'50'22" West 130.18 feet: North 15'44'44" West 249.17 feet; North 23'23'56" East 595.97 feet; North 29'30'40" East 146.50 feet; North 43.21'22" East 437.13 feet; North 53'22'38" East 517.59 feet; North 60'37'24" East 639.69 feet; North 50'44'59' East 242.35 feet/ North 68.1B'39' East 236.76 feet; North 74'06'42' East 340.87 feet: North 86'52'08' East 446.66 fest; North 8B'43'46" East 270.56 feet: South 83'05'32" East 198.26 feet; North 78'27'53" East 618.98 feet; North 76'29'45' East 483.05 feet: North 49'07'36" East 593.26 feet,; Thence leaving said Colorado River centerline South 87'53'17" East a distance of 2282.68 feet along the North line of the SE1%4' of said Section 5, Township 7 South, Range 95 West of the Birth principal Meridian to the point of beginning. 47[0/TODD 1111111111111111111111111111111111111111111111111111111 548451 e7/08/1899 lx:0sp 0113p i�'0 M ALSOONF 17 of 26 R 130.00 0 0.00 GARP& COUNTY CO A-6 EXHI-----BIP 9 To SURFACE USE AGREEMENT Dated Ltea day of A :!z , 1990 BetweenrBattlement Mesa Partners, Battlement Mesa Realty Partnere and Barrett Resources Corporation RULES AND REGULATIONS FOR OIL AND GAS DRILLING AND OP RAT QNAL ACTIVI ES WI HIN BATTL:MENT MESA 1. Permitted Well Locations; Wells may be drilled on the density or greater than one we 1 for each 160 shall consiat of governmental quarter sections, regardlesscof the formation to which they are drilled. The well location rule prescribed by the Colorado Oil and Gas Conservation Commission shall be further restricted to permit drilling only within each quarter section as specifically set out below. Locations referred to below shall in some instances refer to a location approved in the Agreement between Exxon Corporation and Battlement Mean Partners, dated December 12, 1989, which ' Adepictedtonsaamapched incorporatedsinxthattA. Agreementeand oniSch are I to thin Exhibit 8 and. designated by letters " Schedule Reference to an Exxon Location , A through t exact center of the Location denoted rasxLocationhAloonrScheduletT. References to the approved PUD for Battlement Mesa shall mean that area denoted as such on Schedule I, attached hereto. PERMfl ED LOCATIONS: Townshf 7 South Ran a 95 West Sect on : SE 4: On the center of Exxon or withinthereof Location P, Drilling not permitted Within the boundary of the apg+rove:i PUD for Battlement Meda Drilling not permitted Jai thin thn boundary of the aroved pub for Battlement Mesa Drilling not permitted.wi bin t -he boundary of the approved PUD for Battlement Mesa Section 5: SW/4s Section 6: SE/4; Nd tb :Li :Ng�--� Section 7: NE/4: d1.loq I 11110 11I11111111111111111111111111111 111 1111111111111 549401 07/06!1999 12105P 81139 P122 M ALSOORP le of 26 R 138.00 0 0.00 GARFIELD COUNTY en - 1 - • 1� ba.,A ►l:n) Section 7: SW/4: Drilling not permitted within the boundary of the approve -/bl Batt aT e4e SE/4: On the Center of Exxon Location or within 50' thereof, or outside of the approved PUD for Battlement Mesa Rection 7: Section 8r Section Section Ad be...11:1b/A—....section Section • NW/4: On the center of Exxon Location or within 50' thereof 8; NE/4: On the center of Exxon Location S, or Within 50 thereof 8: SE/4: On the center of Exxon Location c, or within 50' thereof 8: RW/4; Drilling not permitted within this quarter section 9: NW/4: Current location of the Smith No. 1 Well is the permitted location. Section 9: NE/4; Section 9: SE/4: Section 9: Section 10: Section 10: Section 16: Location subject described below. Location subject described below. SW/4: Location subject described below, NW/4: Location subject described below. SW/4; Location subject described below, to Rule 1, to Rule 1, to Rule 1, to Rule 1, to Rule 1, SW/4: Location subject to Rule 1, described below. Drilling not permitted within the boundary of the approved PUD for Battlement Mesa NW/4; Drilling not permitted within this quarter section. Section 17: NE/4: 40 bz: AG ri i N Section 17: Section 17: SE/4: Location subject to Rule 1, .described below, 1111111JIIII111111111111BUM 1111111I111111111111111 5484131 07/06/1998 12:05P 83138 P123 ft ALSDDRF 22 et 26 R 130.00 d 0.00 CAMEO COUNTY en Section 17: SW/4: Section 18: ,WE/4: Section 181 NW/41 Section 18: SW/4: Section 18: EE/4. Section 19: NE/4: Section 19: NW/4: Townshi 7 South, R Sect on 131 NE 4: Section 13: SE/4: Section 24: NE/4: Location subject to Rule 1, described below. On the center of Exxon Location E, or within 50' thereof On the center of Exxon Location R or within 50' thereof ----' On the center of Exxon Location J. or within 50' thereof -- On the center of Exxon Location F, or within 50' thereof On the center of Exxon Location G. or within 50' thereof Drilling not permitted within the boundary of the PUD plan for Battlement Mesa an a 96 West Dri lzng.not permitted within the boundary of the PUD plan for Battlement Mesa On the center of Exxon Locate Y, or within 50' thereof On the center of Exxon Location or within 50' thereof Notwithstanding anything be drilled within 200 feet oanherein to the contrary, no well may rule, when coupled with the specified locations above,lhillinot permit the drilling of a well in a given. quarter section (with Phemexoted ianquarter sections for which no drilling is ), then Surface Owners and Barrett shall establish a mutually agreeable replacement location within that quarter section, 11 Location permitted in su m ed byLocation Barrett b accordance with the Commission in before the Colorado Oil and a Conservation as Colm+issd nwhichCause N 139 and 440 but a Sae must be atian 11 minimize the mpact on actual residents within the quarter section and upon P existing uses, 11111(1 I Ills 1«111111111 Hi�l 111 iIIIHI «111111111 1 548481 071Ql8/i999 12iesp 91139 p124 i 1 t� 0 21 of 28 It 120. as n a ae Mee, ....._. . 2. Road Use e= To the extent that B than those it has contructed and maintained Mesa, it agrees uses roads other any damagegrees to bear the sola cost and eXweneen f repairin agents subcontractors, tthese roads by Barrett p t p repairing operational whether it be' its emproyees, Phase of any well.o during the dcilling or Surface urfa erOtnirs' prie vate roads within Battlementsuch pMBaec Surds or thereof, tainhgh to reasonably regulate Barrett's usage the.including load limits, frequency of use use, and time, of The laxation, design and maintenance specifications andtall i or unimproved /ease accessaswithn of any Mesa constructed by Barrett sham, bedsubjectnto the consent of the Surface Owners, which consent shall theeason rlandithheldnance of the roads Barrett shall be solei not be within „eattlemenk ads whichyiteconstructsible for dangerous deme conditions and and. shall maintain the roads to minimize darge subdinditi ns nd dust. Mo roads shall be designated open apace, or planned access roads shall be constructed roads at dopesaplanned road beds on roaortrailssigns nearly AO practicable. and fellow place appropriatepaRoadig oh all of its roads designating uchil roadeas and use of ahs roadby assist the surfaceowners stingg ouch als a andsu ecof b y any unauthorized ersonn in. the control extent that roads constructedt shall be or.•useded bytBarrrettlcross ifrases grazing lands, then Barrett in width, To the gr surfaceln occupant oBarrett shall enter into enact tangs and lessee with respect tontheYuse of with maintainence of fence and indemnifyuse Surface t Owners harmless for any and all liability hogs occupant. and held y to said surface than 3. aere�`l i" ns. All se Wejlsites shall be than for a during drilling,limited to no more acre tr producing ng well. and no fence than Barrett ,agrees to fence the one-half its kites and rights-of-way and other.hazardous debris. At anyY order end free from litter and to keep in. smooth over,sitanwhich arrett ak,andons litter and shall up the site androad -of-w Pili All lrestoreand reseed said area by road right-Qf_w reseeding shall be done with lee of grasse pe right-of-way, and Surface Owners. Thin reclamation hrequirement aha s beiomple by Barrett within six months after termination of P drilling, whichever shall be complefied ted dry after wi first occurs. Xf the surface production not dispose of its contents months, Barrett dispose of contents oft of Battlement ees to a an the haved to v dry and promptly completed within six monthsnthereafte full after. -4 - 1111111111111110111111 11111111011111 1111111111 11 1111 848481 07/08/5888 12:08P 81130 P125 M ALSDORF 22 of 25 R Ise.sa D 0.05 GARFIELD COUNTY CO 4, Pi•eline i. locate Al R ht-of-Wa open a p pi nes for Provisions! pace or public dedicated gas or Barrett esigna to the approval of Surface Owners, easements luida in test unreasonably withheld, Owners a along routes 48" under All ' which hall bl9srout subject to reasonable the ground and properly shall be buriedhall nat be specifications. marked to Surface ownerat e�ast 5• Drillin to b "~,�'—r--��e: e °-.11in On Battlement Barrett shall not rigaratt aha Mesa for allow any drilling quarters ll not cause to be constructed on the w°1lsite more five days. exception of necessary personnel duringlactua Mesa riflingth living operations. Drilling commenced only actual activities dr' January, February rind the months ottpctobertlement Mesh ofany existing March, for r located shall be 6... Fir occupied residencenwithin well Boosted wi.Mesa.eo0Qr• sass es: Any fire attlemeat,IHee gna as caused bya, Barrett, a the axle and Barrett's a Personnel or �, responsibility of em io Firearms! Barrett s Po 8ewhior ass gna to discharge not was Permit their persons. Battlement MeaageoriXearms, crossbows, bweas, to carry suchs or other 9• Watery aporia; on right to $arTe t Nothing herein shall be o use any water implied as 9. Minimi, gin Sur found in Battlement any make �,oxt Mesa. every a face Visual Disturbs its operations o m nim ze nose; community. in Battlement v °1 and'sound shall Itsfollowingo a Such efforts Mesa obeli have sound hese measures= shall include but Upon the effects which not be limited surrounding goad state !aI maintaining all surface location and air, including remove productionmaintaining andfacilities in a (b)on all production Paint of a color place dirt When requested b facilities. hide the facilities, d the surface aail.ms around per meter Barrett shall the s es, and of the owner, for this Purpose or take any , plant es lane to visually ams or, a wel Purpose; other action amutuallythe agreedeu o Eor (c) minimization of tankage ankaQe facilieies; (d) Placing mufflers an all combustion engines; end 111111111111111111111111111 111 11111111111 - 5 8of 2545107R/00/1000 1 0.8o0o130 P12 ;I ALSD0R1 • (e) such other measures as may be reasonably required by Surface Owners. 10, Fencin s Barrett link 1nces around -`the shall construct and maintain perissseter of all operating chain 9 wells and maintain locked gates, 11• Com ression stations; No compression located on Battlement pre8eion stations shall be Mega. 12. Additional Surface ive Surface Owners 0 ems an h Restrictions: Barrett shall to the drilling of any well, within eattlement Mester In said notice. Barrett shall a prior include a aurum specify the precise Welllocationandel include access survey therefor, and set forth itsplans surge and construction, and production incluing road Usage an c nstrict pn, a$dd an to remove the epweal. including preps S pipeline right-of-way production from said plan, and eoowners hall have t ,f and/or review f specify further,anwithinrehinntw y (20)he right, after thereof, , eluding road andpipeline days guf tte recti u t Y practical regulation of tucranctivity,� maintenance by writeiceothereofntowBarritt appearance pPearance and 13. Oil and Gas Commission Notices, provide sur ace Owners w th Barrett a o and Gas Conservation Commission oafpthe l aState fof Colorado s t pertaining to the lands within Battlement filings with the oil not limited to, applications for a unitization including, exceptions, and all sundrypacing, unitisation or but the the same notices filed with the Commission, to Mesa. extentn addition, same pertain to lands located within the Oil and Gas ConservaBarrtionhAct wand tith heeoiltand Gas Conservation Battlement the Oil !tries and for purposes of be interested Regulations, that the Surface Owners shall be offered ed parties entitled to notice of all be ff ined an opportunity to be heard before Froceession, butaud SurfaceotAgreement shall be construed se Com as makingdthen' or the owners an's regu" tasi that term is defined under .Commission ss regulations. . Act 14. other Surface Owners; operations n Battlement To the extent that Barrett's in Battlement Mega evolve the disturbance of surface Barrett agent to other that owned by reasonable requests of said otherdsurfacecownerem°18date sheers, Barrett agrees Dame es: To the extent n damages agreed to comtO penimprovementstSurface owners wnerswfor the acts herein, Battlement Owners for the actual Mess.and facilities within - 6 1111111111111111111111111111111111111111111111111111111 348481 07/88/1899 12:03P 81138 P127 M RLSOORP 24 of 28 R 130.00 0 0.00 BARFIEL.D COUNTY en 16. Workovers and Becom letions: elects to workover or recon 1 to an we in otca event that Barrett Battlement Mesa, or conductany e 1 located within workover, recompletion or other operation rcquiYing a Sorkove owners ten ip drilling rig, then, Barrett'ehall give the operations and (10)settdays notice of its intention to conduct be conducted. in the, event that ouch oprth the erations on which the work will interfere with the Surface Owners ptingiefe efforts materially Battlementn Mesa, then Surface marketing of#arts t thereof and the Owners shall promptly notify acceptable time for suchpaperat shall mutually agnea upon Fan a more 17. S ecial Uae Permits; Barrett abell provide Surface ©wgero wit a copy 'o aj.l`-~� for operations within Battlement rfwithin o1 Use f mileQ the boundary thereof, when such applicatiareafiledlinmil$ of Garfield County, Colorado. refr012A/DD1S 7 11111111111111111111111111111111111111 III 1111111 II ILII 548401 07108/1989 12205P 01130 P128 M RLSOORF 25 of 25 R 130,00 0 0.00 GARFIELD CnDMTV nn 16141181111 1,111161112111111122p111111111 26 of 26 R 130.00 0 0,68 GARPIELD COUNTY CO TO RXiixarr a TO SURFACE USE AGREEMENT Dated 1.404 day of 1900 Between Battlement Mesa Partners, Battlement Mesa Realty Partners and Barrett Resources Corporation