Common use of Area of Mutual Interest Clause in Contracts

Area of Mutual Interest. Check one: x Applicable. o Not Applicable. If the Area of Mutual Interest provision is marked “Applicable,” except for acquisitions made pursuant to Article IV.B.1. (Titles; Loss or Failure of Title; Failure of Title) and Article VIII.B., C. and F., any Party who acquires an interest in oil and gas within the Contract Area or within one-half (l/2) mile of the outer perimeter of the Contract Area shall give notice in writing to all of the other Parties which notice shall contain the description of the interest acquired, the consideration paid for it and all other pertinent information necessary to describe the acquisition. All Parties receiving the notice shall have fifteen (15) days from receipt to advise the acquiring Party in writing of its election to participate in the acquisition. Any Party failing to provide timely notice shall then waive all rights have no right to participate in the acquisition. All Parties electing to participate in the acquisition shall furnish the acquiring Party notice of their election to participate to the extent of their proportionate part (the same interest which they have in the Contract Area) of the cost of the acquisition, failing in which their affirmative responses shall not be deemed effective and shall not entitle the Party to participate in the acquisition. If any Party elects not to participate in the acquisition, the acquiring Party shall notify all other Parties of the refusal and all other Parties shall have the same right to respond within the following fifteen (15) days as required in the case of the first notice. The acquiring Parties agree to execute all assignments and conveyances as are necessary to reflect the acquisition as a matter of record as soon as reasonably possible after determination of the interests of the Parties pursuant to the foregoing provisions. There shall be no obligation of any Party with respect to acquisitions outside the area covered by this provision. The provisions of this paragraph shall terminate at the earlier of: (1) termination of this Operating Agreement; or, (2) twenty (20) years from the date of this Agreement. Parties participating in an acquisition shall be subject to the provisions of this Operating Agreement which shall be referenced in the documents of title reflecting the acquisition.

Area of Mutual Interest. Check one: x Applicable. o Not Applicable. If The Parties agree that they shall enter into an area of mutual interest which shall encompass the Area of Mutual Interest provision is marked “Applicable,” except for acquisitions made pursuant to Article IV.B.1. Prospect, as otherwise outlined on Exhibit 'D' (Titles; Loss or Failure of Title; Failure of Title) the "AMI"), and Article VIII.B., C. and F., that if either Party shall acquire any Party who acquires an interest in oil and gas acreage within the Contract Area or AMI not identified on Exhibit "A" within one-half (l/2) mile of the outer perimeter of the Contract Area shall give notice in writing to all of the other Parties which notice shall contain the description of the interest acquired, the consideration paid for it and all other pertinent information necessary to describe the acquisition. All Parties receiving the notice shall have fifteen (15) days from receipt to advise the acquiring Party in writing of its election to participate in the acquisition. Any Party failing to provide timely notice shall then waive all rights have no right to participate in the acquisition. All Parties electing to participate in the acquisition shall furnish the acquiring Party notice of their election to participate to the extent of their proportionate part (the same interest which they have in the Contract Area) of the cost of the acquisition, failing in which their affirmative responses shall not be deemed effective and shall not entitle the Party to participate in the acquisition. If any Party elects not to participate in the acquisition, the acquiring Party shall notify all other Parties of the refusal and all other Parties shall have the same right to respond within the following fifteen (15) days as required in the case of the first notice. The acquiring Parties agree to execute all assignments and conveyances as are necessary to reflect the acquisition as a matter of record as soon as reasonably possible after determination of the interests of the Parties pursuant to the foregoing provisions. There shall be no obligation of any Party with respect to acquisitions outside the area covered by this provision. The provisions of this paragraph shall terminate at the earlier of: (1) termination of this Operating Agreement; or, two (2) twenty (20) years from of the date Effective Date, then it shall for all intents and purposes be treated as though it was made a part of this AgreementAgreement as of the Effective Date. Parties participating in an Should Farmee acquire any acreage within the AMI during the Evaluation Period or during the Development Period not identified on Exhibit "A", then it shall add all costs for the acquisition of the acreage to the Capital Costs and shall cause Farmor to be assigned its Retained Working Interest, which shall also be subject to the provisions regarding Payout Working Interest. Should either Party acquire the acreage after the Development Period has ended, then the Party that so acquired the acreage shall offer it to the other Party and said Party shall have the option of participating in it for its share of the costs of acquisition of the acreage. Should the Party that was offered the acreage not be willing to bear its proportionate share of costs, then said acreage shall not be added to this Agreement and the Party that acquired the acreage will be free to develop it on its own outside of this Operating Agreement which shall be referenced Agreement. Should Farmee or Farmor contribute a lease in the documents AMI which has an eighty percent (80%) or greater net revenue interest, then both the Farmee and Farmor shall share equally (50:50) the difference between the actual net revenue interest and eighty percent (80%) in the form of title reflecting an overriding royalty interest. This Agreement being entered into as of the acquisition.Effective Date first written above. FARMOR /s/ Xxxxxx X. Driver By: Xxxxxx X. Driver Its: President FARMEE /s/ Xxxxxxx X. XxXxxx By: Xxxxxxx X. XxXxxx Its: Executive Vice President 00 XX 0/0 XX 1/4 13, 2, 4 40.00 38.685 1.315 96.713 1/8 Aug-07 5 YR 00- XXX X 0/0 XX 0/0 24, 2,4 79.00 0 79.000 0.00 00 X 0/0 XX 1/4 24, 2, 4 74.00 74.000 0.000 100.00 1/8 Jan-09 5 YR 81-A 6 ACRES ACROSS N 1/2 SE 1/4 24, 2, 4 6.00 0 6.000 0.00 00 XX 0/0 XX 0/0 00, 0, 0 40.00 40.000 0.000 100.00 1/8 Jun-09 5 YR 83 W 1/2 SW 1/4 NE 1/4 24,2,4 20.00 20 0.000 100.00 1/8 Jul-10 2 YR 00 X 0/0 XX 0/0 XX 0/0 24, 2, 4 20.00 20 0.000 100.00 1/8 Jul-10 2 YR 85 N 13 1/3 ACRES OF E 1/2 E 1/2 NW 1/4 24,2,4 13.30 13.3 0.000 100.00 1/8 Nov-09 5 YR 86 S 26.7 ACRES OF E 1/2 E 1/2 NW 1/4 24, 2, 4 26.70 26.7 0.000 100.00 1/8 Nov-09 5 YR 00 XX 0/0 XX 0/0, X 1/2 NE 1/4 NW 1/4, NW 1/4 XX 0/0 XX 0/0 & X 0/0 XX 0/0 XX 1/4 24,2,4 90.00 15 75.000 16.667 1/8 Nov-09

Area of Mutual Interest. Check one: x Applicable(a) There is hereby created two separate areas of mutual interest (“AMI”), one for each of the two Prospects. o Not ApplicableThe AMI for the * Prospect shall consist of the * townships *, and the AMI for the * Prospect shall consist of the * townships *. If The AMIs shall remain in force from the Area Effective Date through December 31, 2004. During the term of Mutual Interest provision is marked the AMIs, if either party (the “Applicable,” except for acquisitions made pursuant to Article IV.B.1. (Titles; Loss or Failure of Title; Failure of Title) and Article VIII.B.Acquiring Party”), C. and F., any Party who acquires an interest in any oil and gas lease or any unleased mineral interest therein (“Oil and Gas Interest”), the Acquiring Party shall advise the other party (“Offeree”) of such acquisition within fifteen (15) days of such acquisition. In such event, the Contract Area Offeree shall have the right to acquire the following proportionate interests in such Oil and Gas Interest in accordance with the other provisions of this Agreement: Tipperary 25 % Kxxx-XxXxx 75 % Tipperary 20 % Kxxx-XxXxx 80 % (b) An interest shall be deemed to have been acquired at the time the Acquiring Party entered into the contract (oral or within one-half written) or instrument that gave rise to the interest. Consistent with the foregoing, for interests in the nature of options, purchase contracts, farmout agreements, or other contractual rights to acquire an interest, the date such interest was acquired shall be the date the party entered into the contract, which may or may not differ from its effective date. * Material has been omitted pursuant to a request for confidential treatment, and such material has been filed separately with the Securities and Exchange Commission. (l/2i) mile The notice of acquisition shall include: (A) a copy of all instruments in the possession of the outer perimeter Acquiring Party relating to the acquisition, including copies of the Contract Area shall give notice in writing to all leases, evidence of rental payments, assignments, subleases or other contracts affecting the Oil and Gas Interest, (B) an explanation of the other Parties which notice shall contain basis for the acquisition, including any geologic, engineering or geophysical data relating to the Oil and Gas Interest, (C) a description of the interest acquiredlands and minerals covered thereby, (D) an itemized statement of the consideration paid for it actual costs and expenses incurred in acquiring such Oil and Gas Interest, excluding, however, costs and expenses of its own personnel (“Acquisition Costs”), and (E) any and all other pertinent information necessary in its possession, under its control, or reasonably available to describe it regarding the acquisition. All Parties receiving . (ii) The Acquiring Party shall also: (A) promptly provide the notice other party with any information it subsequently acquires regarding the acquisition, and (B) be deemed to have warranted and represented that to the best of its knowledge, information, and belief, it has provided under this subsection (ii) and under subsection (i) all such information in its possession, under its control, or reasonably available to it. (d) The Offeree shall have fifteen (15) days from after receipt of the notice (including the information specified in subsection (c)(i)) within which to advise furnish the acquiring Acquiring Party in writing written notice of its election to participate in acquire the acquisitionoffered Oil and Gas Interest. Any If the Acquiring Party failing to provide timely notice shall then waive all rights have no right to participate in the acquisition. All Parties electing to participate in the acquisition shall furnish the acquiring Party does not receive written notice of their the election from the Offeree to participate to acquire the extent of their proportionate part (the same interest which they have in the Contract Area) of the cost of the acquisition, failing in which their affirmative responses shall not be deemed effective Oil and shall not entitle the Party to participate in the acquisition. If any Party elects not to participate in the acquisition, the acquiring Party shall notify all other Parties of the refusal and all other Parties shall have the same right to respond Gas Interest within the following fifteen (15) days as required in day period, such failure shall constitute an election by said Offeree not to acquire the case Oil and Gas Interest and said Offeree shall have no interest therein, and the Acquiring Party shall have the right to retain the entire Oil and Gas Interest. (e) If the Offeree elects to acquire the Oil and Gas Interest, the Acquiring Party shall invoice the Offeree for its proportionate share of the first noticeAcquisition Costs. The acquiring Parties agree Offeree shall immediately reimburse the Acquiring Party for the Acquisition Costs as reflected by the invoice. Upon receipt of such reimbursement, the Acquiring Party shall execute and deliver a special warranty assignment to execute the Offeree conveying the Oil and Gas Interest free and clear of all assignments overrides or other burdens created by or under the Acquiring Party. The assignment shall be made and conveyances as are necessary to reflect accepted subject to, and the acquisition as a matter Offeree shall expressly assume its portion of record as soon as reasonably possible after determination all of the interests obligations relating to the Oil and Gas Interest. (f) If any Oil and Gas Interest covers lands both within and outside one of the Parties AMIs, then for the purposes of this Agreement, it shall be deemed that all of the interest so acquired is within the relevant AMI. (g) Annual rentals or delay rentals due on any Oil and Gas Interest in which the Offeree acquired an interest hereunder shall be paid by the operator under and pursuant to the foregoing provisionsOperating Agreement. There shall be no obligation of any Party with respect to acquisitions outside the area covered by this provision. The provisions of this paragraph shall terminate at the earlier of: (1) termination of this Operating Agreement; or, (2) twenty (20) years from the date of this Agreement. Parties participating in an acquisition shall be subject liability to the provisions of this Operating Agreement which shall be referenced in the documents of title reflecting the acquisitionAcquiring Party for failure to properly pay any rentals provided for herein.

Area of Mutual Interest. Check one: x Applicable. o Not Applicable. If the (a) There is hereby created an Area of Mutual Interest provision is marked “Applicable,” except (the "AMI") which shall consist of the lands within the boundary of the following described lands: Township 22 South, Range 1 West, Sxxxxx Xxxxxx, Xxxx Xxx xx Xxxxxxxx: 11, 12, 13, 14, 15, 21, 22, 23, 24, 25, 26, 27, 28, 29, 31, 32, 33, 34, 35, 36 Township 23 South, Xxxxx 0 Xxxx, Xxxxxx Xxxxxx, Xxxx Xxx xx Xxxxxxxx: 2, 3, 4, 5, 6 (b) If, during the period beginning February 23, 2014 and ending at midnight on May 31, 2016 (the "Initial Term") and, as to any lands in the AMI subject to the JOA as of the end of the Initial Term, thereafter, for acquisitions made pursuant to Article IV.B.1. (Titles; Loss or Failure of Title; Failure of Title) and Article VIII.B.so long as the JOA remains in effect, C. and F., any either Party who acquires an oil, gas and mineral lease, mineral interest, overriding royalty interest, royalty interest or any other interest in oil or gas or any contractual right to acquire interests in oil and gas leases, such as through farmin agreements (any of which is referred to herein as an "Interest" or collectively as "Interests") within the Contract Area or AMI, the acquiring Party shall, within onesixty (60) days of finalizing the acquisition, offer to the non-half acquiring Party the right to purchase the same percentage of such Interest as that owned in the Properties (l/2proportionately reduced) mile by the non-acquiring Party (the "Non-acquiring Party's Percentage Interest") by paying the Non-acquiring Party's Percentage Interest of the outer perimeter acquiring Party's costs (such costs to include, but are not necessarily limited to, the acquiring Party's land work with respect to the Interest, the lease bonus, option payments, broker fees, filing fees and cost of third party title examination). If an acquisition of Interests includes Interests in lands both within the AMI as well as outside the AMI, the acquisition will be considered to be entirely within the AMI. If two or more Interests are included in a single notice, the non-acquiring Party will have the right to make separate elections as to each of the Contract Area shall give notice acquired Interests. Notwithstanding the foregoing, TWP will not offer any Interests until the two Initial Commitment Wells have been drilled xxx xompleted as provided herein. (c) An offer made pursuant to this AMI must be in writing and include sufficient information for the non-acquiring Party to all of reasonably evaluate the other Parties which notice shall contain the offer, including a complete description of the interest acquiredacquired Interest and information specifying the number of gross and net lease acres, existing overriding royalties or other burdens affecting the Interest, the consideration paid for it purchase price and all other pertinent information necessary to describe the terms of the acquisition. All Parties receiving , as well as the notice shall have fifteen (15) days from receipt actual acquisition costs, the obligations required to advise earn such interest, including bonus considerations or equivalent if other than cash, broker's fees, recording fees, and rentals, and any other information the acquiring Party in writing deems relevant to the acquisition of its election to participate the Interest. The offer should be made in the acquisitionmanner for giving any other notices under this Agreement. Any The Party failing receiving the offer shall have 30 days (the "Acceptance Period") following receipt of such notice in which to provide timely notice shall then waive all rights have no right to participate in the acquisition. All Parties electing elect to participate in the acquisition and to submit payment for its share. (d) If the non-acquiring Party elects to participate, the acquinng Party shall furnish assign the applicable percentage interest in the Interest to the non-acquiring Party within ten (10) business days of receiving the non-acquiring Party's payment, free and clear of any burdens other than the additional TWP Override as provided in this sub-paragraph 7.01(d) and those arising under the terms and provisions of the applicable agreements and instruments giving rise to the Interest and any intervening transfers thereof up to the time of acquisition by the acquiring Party notice of their election Party. In the event TWP is the non-acquiring Party, INVESTOR shall assign to participate to TWP the extent of their proportionate part (the same applicable percentage interest which they have in the Contract Area) of Interest plus an additional TWP Override proportionately reduced in accordance with the cost of applicable interest in the acquisitionacquired Interest. In the event INVESTOR is the non-acquiring Party, failing TWP shall assign to INVESTOR the applicable percentage interest in the Interest, reserving therefrom an additional TWP Override proportionately reduced in accordance with the applicable interest in the acquired Interest. Any Interest in which their affirmative responses shall not be deemed effective and shall not entitle the Party to both Parties participate in the acquisition. If any Party elects not to participate in the acquisition, the acquiring Party shall notify all other Parties of the refusal and all other Parties shall have the same right to respond within the following fifteen (15) days as required in the case of the first notice. The acquiring Parties agree to execute all assignments and conveyances as are necessary to reflect the acquisition as a matter of record as soon as reasonably possible after determination of the interests of the Parties pursuant to the foregoing provisions. There shall be no obligation of any Party with respect to acquisitions outside the area covered by this provision. The provisions of this paragraph shall terminate at the earlier of: (1) termination of this Operating Agreement; or, (2) twenty (20) years from the date of this Agreement. Parties participating in an acquisition shall be subject to the provisions of this Operating Agreement and the JOA. Failure of the non-acquiring Party to (i) respond in writing to an acquisition notice within the Acceptance Period, or (ii) pay for its share of costs within the Acceptance Period will be deemed an election not to acquire a share of the Interest. (e) If an Interest is to be earned by drilling wells or shooting seismic, xhe non-acquiring Party must ratify all appropriate agreements within the Acceptance Period and agree to participate in and pay for such required operations. If the non-acquiring Party turns down any Interest or fails to pay for its share of such Interest, the acquiring Party shall hold such interest free and clear of any further obligations under this Agreement and the JOA. (f) Notwithstanding anything herein to the contrary, the provisions set forth in this Article will not apply to any acquisitions which (i) result from a merger, consolidation, reorganization with, by, or between a Party and another party, (ii) result from a merger or acquisition of the stock of another company or all of an entity or partnership or an acquisition of all or substantially all of the assets of an entity by the acquiring Party, whether by cash, like-kind exchange, stock purchase or otherwise, or (iii) result from transfers of ownership among the Parties or their affiliates, members, or related parties of the Leases subject to this Agreement or an Interest acquired pursuant to this Article. (g) Each Party stipulates that it is not, and shall not become, a party to any other area of common interest or similar agreement that is in conflict with this AMI agreement. (h) Nothing in this AMI Article VII shall provide any benefit to any non-affiliate or third-party or entitle any non-affiliate or third-party to any claim, cause of action, remedy, or right of any kind, it being the intent of the Parties that this AMI provision shall not be referenced in the documents of title reflecting the acquisitionconstrued as a third-party beneficiary contract.