J U N E A U E X P L O R A T I O N L . P .
Exhibit 10.57
J U N E A U E X P L O R A T I O N L . P .
Xxxx X. Xxxxx
Vice President-Land e-mail: xxxxxx@xxxxxxxxxxxxxxxxx.xxx
June 8, 2012
Contango Operators, Inc.
0000 Xxxxxxx Xxxxxxxx, Xxxxx 000
Xxxxxxx, XX 00000
Attention: Xx. Xxxxxx Xxxxxx
Re: Xxx Xxxx County Exploration Agreement
Dear Xx. Xxxxxx,
Juneau Exploration L.P. (XXX) has provided to Contango Operators, Inc. (COI) a copy of a letter agreement dated May 11, 2012 between XXX and a third party (Letter Agreement) outlining the general terms and provisions of an exploration program involving horizontal exploration of the Upper and Lower Queen City Horizons and the Yegua Horizon within the Area of Mutual Interest described on Exhibit “A” attached thereto.
COI by its execution herein below, hereby agrees to enter into this agreement with XXX to assume all of the benefits as well as all of the risks, expenses and liabilities of XXX in the above described Letter Agreement.
As consideration, COI hereby agrees XXX shall be entitled to receive a 10% carried working interest through the tanks, proportionately reduced to COI’s working interest, on all of the promoted xxxxx provided for in the Letter Agreement after COI has received payout of their original investment costs on a well by well basis. On the unpromoted xxxxx provided for in the Letter Agreement, COI hereby agrees XXX shall receive a 10% carried working interest through the tanks, proportionately reduced to COI’s working interest.
As an example, on promoted xxxxx, COI shall pay 90% of the costs to earn 50% working interest in the xxxxx. COI’s working interest in the unpromoted xxxxx shall be 50% working interest. XXX’x 10% carry through the tanks shall be 10% of COI’s 50% or a 5% working interest. XXX shall be entitled to receive its 5% working interest after the payout described above on the promoted xxxxx and shall receive its 5% working interest on the unpromoted xxxxx effective with the first production after the costs of drilling, fracing, completing and the installation of the flowlines, tank batteries and all costs to commence first production have been expended by COI.
Additionally COI agrees certain employees of XXX shall be entitled to retain an overriding royalty interest of 2.5%, on the leases assigned or owned by COI, proportionately reduced to COI’s working interest.
Page #PageNum# of 2
XXX and COI agree to enter into further contracts and documents, as necessary, in the event more agreements are entered into between XXX and the third party to further define the terms and provisions of the Letter Agreement.
Please indicate your agreement to the above terms and conditions by executing below.
Sincerely,
/s/ XXXX X. XXXXX
Xxxx X. Xxxxx
Vice President-Land
ACCEPTED AND AGREED
this 11th day of June, 2012.
CONTANGO OPERATORS, INC.
By: /s/ XXXXXX XXXXXX
Xxxxxx Xxxxxx
Vice President
Page #PageNum# of 2