Exhibit 10.1
AGREEMENT
THIS AGREEMENT made this the 29th day of September 2004 by and between Texas
Energy Trust Company (TETCO) (a Delaware Business Trust) of 000 Xxx Xxxxxxx
Xxxxxxxxx, Xxxxx 000, Xxxxxx, Xxxxx 00000 and Trans Energy, Inc. (a Nevada
Corporation) (Trans Energy) of 000 Xxxxxx Xxxxxx. Xx. Xxxx'x, Xxxx Xxxxxxxx
00000.
Whereby TETCO is the owner of certain assets located in Xxxxxx and Xxxxxx
Counties. West Virginia. Those assets consist of oil and gas leased and
leasehold estates including xxxxx, pipelines, gas purchase agreements, oil
hauling agreements, equipment, right of ways and all other miscellaneous items
attached or incorporated into the leases so described above.
This purchase encompasses the properties and equipment owned by Cobham Gas
Industries, Inc. It is the intention that Trans Energy acquires the stock of
Cobham. Should this not be possible for whatever reason, then Trans Energy, Inc.
will acquire the assets of Cobham. Those assets include three (3) oil and gas
fields and equipment described as follows:
1. Xxxxxxx Field located in Xxxxxx County, West Virginia consisting of
4,573 acres upon which 107 xxxxx are located.
2. Dents Run Field in Xxxxxx County, West Virginia consisting of 1,097
acres upon which 30 xxxxx are located.
3. Smithfield/Xxxxxxx Field located in Xxxxxx and Xxxxxx Counties, West
Virginia consisting of 9,223 Acres upon which 92 xxxxx are located.
A list of the xxxxx and API numbers are includes as Exhibit "A"
4. Equipment listed on Exhibit "B"
All records held and or owned by Cobham will immediately be made
available to Trans Energy, Inc. for its review. All records including
leases, rights of way, gas contracts, oil hauling agreements and all
other records pertinent to the leases so described above will be made
available for review and so transferred to Trans Energy, Inc. at
closing.
Trans Energy, Inc. shall have thirty (30) calendar days commencing the
1st day of October 2004 to complete its due diligence.
The terms of the agreement are as follows:
1. The purchase price is $1,975.058.00 25% in cash and 75% in Trans
Energy, Inc. restricted Common Stock.
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2. The payment arrangement will be:
A. 25% cash equated to $489,264.00 to be paid in the following terms
a. $250,000 at closing and the remaining paid quarterly in
equal installments of $59,816.00 beginning January 1, 2005 and
final payment being made on October 1, 2005.
B. 244,633 Restricted Shares of Trans Energy, Inc. Common Stock
Texas Energy Trust Company Trans Energy, Inc.
/s/ X.X. Xxxxxxx /s/ Xxxxx X. Xxxxxx
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X.X. Xxxxxxx-Trustee Xxxxx X. Xxxxxx
Vice President
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