Exhibit 10.1
OIL, GAS AND MINERAL LEASE
This Agreement executed and effective on this 20th day of October, 2011, by and
between
Xxxx Xxxxxxx, husband of Xxxxxx X Xxxxxxx, whose address is 000 Xxx Xx, Xxxxxxx,
XX 00000
Xxxxxxx Xxxxxx III, husband of Xxxxxxx X Xxxxxx, whose address is 000 Xxxxxxxx,
Xxxxxxxx, XX 00000
Xxxxxxx X. Xxxxxxx, husband of Xxxxx X Xxxxxxx, whose address is 000 Xxxxxxxxx
Xxxx, Xxxxxx Xxxxxx, XX 00000
as Lessors (whether one or more) and Xxxxx Land Management, LLC, a Louisiana
Liability Company, whose mailing address is Xxx 000, Xxx Xxxx, XX 00000 as
Lessee.
WITNESSETH:
LESSOR in consideration of TEN DOLLARS ($10.00) AND OTHER GOOD AND VALUABLE
CONSIDERATIONS of the royalties herein provided, and of the agreement of Lessee
herein contained, hereby grants, leases and lets exclusively unto LESSEE for the
purposes of investigating, prospecting, drilling, mining and exploring
(including the exclusive right to conduct geophysical/seismic operations and
other related activities) for and producing oil, gas and all other minerals,
laying pipe lines, building drill sites, access roads, tanks, power stations,
telephone lines and all other structures thereon to produce, save, take care of,
treat, transport and own said products and for dredging and maintaining canals,
constructing roads and bridges, and building houses for its employees, and in
general, for all appliances, structures, equipment, servitudes and privileges
which may be necessary, useful or convenient to or in connection with any
operations conducted by LESSEE thereon, or on any lands pooled therewith, the
following described land in Webster Parish, Louisiana, to wit:
Begin at the point where the North line of the Porterville-Xxxxx Ferry Road
intersects the West line of the West Half of the Southeast Quarter of the
Northeast Quarter (W/2 of SE/4 of NE/4), Section 36, Township 23 North, Range 11
West, thence run in an easterly direction along the North line of said road 190
feet, thence run North 380 feet, thence run West 285 feet to the West line of
said W/2 of SE/4, thence run South 345 feet to the point of beginning, Webster
Parish, Louisiana.
The above tracts comprising 3.00 acres, more or less, in the aggregate.
Lessee hereby promises to demolish and remove vacant house located on said
property.
This lease shall also extend and apply to any interest in the lands described
herein which Lessor may hereafter acquire, including, but not limited to,
outstanding mineral rights acquired by reversion, prescription or otherwise.
This lease also covers and includes any other land owned by the Lessor in the
above mentioned Section or Sections, all property acquired by prescription and
all accretion or alluvion attaching to or forming a part of said land; as well
as any interest in any streets, alleys, xxxxx, roads, streams, bayous,
railroads, ditches, canals or other rights-of-way, public, private or abandoned,
adjoining or traversing the lands described herein, whether or not specifically
described or not. Whether or not and reduction in payment shall have previously
been made, this lease, without further evidence thereof, shall immediately
attach to and effect any and all rights, titles and interest in the above
described land, including reversion mineral rights, hereinafter acquired by or
inuring to Lessor and Lessor's successors and assigns.
For the purposes hereof, the land described herein is estimated to comprise 3.00
acres, whether it actually comprises more or less.
2. Subject to the other provisions herein contained, this lease shall be
for a period of two (2) years from this date(called "primary term") and as long
thereafter as (1) oil, gas, sulphur or other minerals is being produced from
said land hereunder of from land pooled therewith; Or (2) it is maintained in
force in any other manner herein provided.
3. For the consideration herein above recited, this lease shall remain in
full force and effect during the primary term, without any additional payment
and without Lessee being required to conduct any operations of the land (either
before or after the discovery of minerals), except to drill such xxxxx as might
be necessary to protect the land from drainage, as hereinafter provided.
4. The royalties paid by Lessee are: (a.) on oil, and other hydrocarbons
which are produced at the well in liquid form by ordinary production methods,
Eighteen and seventy-fifths (18.75%) (3/16) of that produced and saved from said
land, same to be delivered at the xxxxx or to the credit of the Lessor in the
pipeline to which he xxxxx may be connected; Lessors interest in either case
will not bear is proportion of any expenses for treating oil to make it
marketable as crude; Lessee may from time to time purchase any royalty oil or
other liquid hydrocarbons in its possession, paying the market price therefore
prevailing for the field where produced on the date of the purchase; (b) on gas,
including casing head gas, or other gaseous substance produced from said land
and sold or used off the premises or for the extraction of gasoline or other
products therefrom the market value at the well of Eighteen and seventy-fifths
(18.75%) (3/16) of the gas so sold or used, provided that on gas sold at the
xxxxx the royalty shall be Eighteen and seventy-fifths (18.75%) (3/16) of the
amount realized from such sale; such gas, casinghead gas, residue gas or gas of
any other nature or description whatsoever, as may be disposed of for no
consideration to Lessee, either through unavoidable waster or leakage, or in
order to recover oil or other liquid hydrocarbons, or return to the ground shall
not be deemed to have been sold or used either on or off the premises within the
meaning of this paragraph 3 hereof; (c) on all other minerals mined and
marketed, Eighteen and seventy-fifths (18.75%) (3/16) either in kind or value at
the well or mine, at Lessees election, except that on sulphur the royalty shall
be one (1) dollar per ton.
5. If Lessee during or after the primary term should drill a well capable
of producing gas or gaseous substance in paying quantities, (or which all
although previously produced Lessee is unable to continue to produce) and should
Lessee be unable to operate said well because of lake or market or marketing
facilities or governmental restrictions, then Lessees rights may be maintained
beyond or after the primary term without production of minerals for further
drilling operations by paying Lessor as royalty ONE AND NO/100 ($1.00/acre)
DOLLAR per acre per year, the first payment being due, if said well should be
completed or shut-in after the primary term, within ninety (90) days after
completion of such well or cessation of production and such payment will extend
Lessees rights from one year from date of such completion or cessation. If such
a well should be completed during the primary term, the first payment, if made
by Lessee, shall be due on or before the expiration date of the primary term
herein fixed. Thereafter Lessees rights may be continued from year to year by
making annual payments in the amount stated on or before the end of the primary
term as the case may be; each of such payments to extend to Lessees rights for
one year. It is provided, however, that in no event shall Lessees rights be so
extended by annual payments herein fixed without drilling operations or the
production of oil, gas or some other minerals for more than five (5) years
beyond the end of the primary term hereinabove fixed. The annual payments herein
provided for may be deposited to Lessors credit in the Pay Direct to Lessor at
Address Above which bank shall be and remain Lessors agent for such purpose
regardless of any change or changes of ownership of the land or mineral rights
therein or Lessee may directly send said annual payments to Lessor at the
address shown above, or until Lessor notifies Lessee otherwise. It is the
responsibility of Lessor to inform Lessee of any change of ownership of land and
minerals which would affect payment of annual payments as herein provided to
Lessor; if Lessor fails to notify Lessee of said change and Lessee pays annual
payments to Lessor it is agreed that Lessor should forward said payments to the
rightful mineral owner, and Lessee is held harmless for the same, and paying
Lessor would be the same as paying other mineral owners. The owners of the
royalty as of the date of such payment shall be entitled thereto in proportion
to their ownership of said royalty. The provisions of this paragraph shall be
recurring at all times during the life of this lease. Should any well producing
gas or gaseous substances be completed on a drilling unit which includes any
part of the lands herein leased, the provisions of this paragraph should be
subject to all other agreements herein contained allowing the pooling of the
above described lands with other lands.
6. If within ninety (90) days prior to the end of the primary term, Lessee
should complete or abandoned a dry hole or holes on the land described above or
on land pooled therewith, or if production previously secured should cease from
any cause, this lease shall continue in full force and effect for ninety (90)
days from such completion or abandonment or cessation of production. If at the
expirations of the primary term or at the expiration of the ninety (90) provided
for in the preceding sentence, oil, gas, sulphur or other minerals is not being
produced on said land or on land pooled therewith, but Lessee is engaged in
operations for drilling or reworking thereon, or if production previously
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secured should cease from any cause after the expiration of the primary term,
this lease shall remain in full force and the fact so long as and thereafter as
Lessee either (a) is engaged in operations for drilling or reworking or
repairing said xxxxx with no cessation between operations or between such
cessation of production and additional operations of more than ninety (90)
consecutive days; or (b) is producing oil, gas, sulphur or other minerals from
said land hereunder or from land pooled therewith. If sulphur be encountered on
said premises or on land pooled therewith, this lease shall continue in force
and effect so long as Lessee is engaged with due diligence in explorations for
and/or erecting a plant for sulphur and thereafter subject to the foregoing
provisions here of so long as oil, gas, sulphur or other minerals is produced
from said lands hereunder or from lands pooled therewith.
7. Lessee is hereby granted the right as to all or part of the land
described herein without Lessors joinder, to combine, pool or utilize the
acreage royalty or mineral interest covered by the lease, or any portion
thereon, with any other land, lease or leases, royalty or mineral interests and
or under any other tracts of land in the vicinity thereon, whether owned by
Lessee or some other person, or corporation, so as to create, but a combination
of such lands, and leases, one or more operating units, provided that no one
operating said unit shall, in the case of gas, including condensate, embrace
more than six hundred and forty (640) acres, and in the case of oil including
casinghead gas, embrace more than forty (40) acres; and provided further,
however, that if any spacing or other rules and regulations of the state or
Federal Commission Agency or regulatory body having or claiming jurisdiction has
heretofore or shall at time here after prescribe a drilling or operating unit or
spacing rule in the case of gas, including condensate, greater than six hundred
forty (640) acres, or in the case of oil or casinghead gas greater than forty
(40) acres, then the unit or units herein contemplated may have, or maybe
redesigned so as to have, as the case may be, the same surface content as, but
not more than, the unit or acreage in the spacing rules so prescribed. However,
it is further specifically understood and agreed anything herein to the contrary
notwithstanding, that the Lessee shall have the right to, and the benefit of in
acreage tolerance of ten per cent in excess of any drilling or operating unit
authorized herein. The commencement of a well, or the completion of a well to
production of either oil, gas, casinghead gas, condensate or other minerals on
any portion of the operation unit in which all or any part of the land described
herein is embraced, or production of oil, gas, casinghead gas, condensate, or
other minerals therefrom shall have the same effect under the terms of this
lease as if a well were commenced completed for producing oil, gas, casinghead
gas, condensate or other minerals in paying qualities on the land in braced by
this lease. Lessee shall execute in writing and file for record in the records
of the Parish in which the lands herein leased are located, an instrument
identifying or be scrapping the pooled acreage, or an instrument supplemental
thereon redesignating same, as the case may be. Either prior to the securing of
production from any unit created under the authority hereinabove granted, or
after cessation of production therefrom Lessee shall have the right to dissolve
the unit so created without lessors xxxxxx or further consent, by executing in
writing and placing of record in Parish or Parishes on which the land making up
such unit may be located, an instrument identifying and resolving such units.
The provision hereto shall be construed as a covenant running with the land and
shall inure to the benefit of and are binding upon the parties hereto, their
heirs, representatives, successors and assigns. In the event such operating unit
or units is/are created by Lessee, Lessor shall receive out of production of the
proceeds from the production from such operating unit or units or out of the
shut-in royalty provided above, subject to the provisions of Paragraph 8, such
portion of the royalty or the shut-in royalty specified herein as the number of
acres (mineral acres) out of this lease placed in any such operating unit or
units bears to the total number of acres including in such operating unit or
units.
8. If Lessor owns a less interest in the above described land than the
entire and undivided fee simple estate therein, then the royalties herein
provided shall be paid to Lessor only in the proportion which Lessors interest
bears to the whole undivided fee.
9. Lessee shall have free use of oil, gas, casinghead gas, condensate, coal
and water from said land, except water from Lessor xxxxx, for all operations
hereunder, including repressuring, pressure maintenance and recycling, and the
royalty shall be computed after deducting any so used. Lessee shall have the
right at any time during or after the expiration of this lease to remove all
property and fixtures placed by Lessee on said land, including the right to draw
and remove all casing. When required by Lessor, Lessee will bury all pipelines
below ordinary plow depth, and no well shall be drilled within two hundred feet
of any residence or barn now on said land, without Lessors consent. In the event
a well or xxxxx, producing oil, gas, casinghead gas or condensate in paying
quantities should be brought in on adjacent lands not owned by Lessor and within
one hundred fifty feet of leased premises, Lessee may or may not (at Lessees
option) drill a well to offset same.
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10. The rights of either party hereunder may be assigned in whole or part
and the provisions hereof shall extend to the heirs, executors, administrators,
successors and assigns, but no change or division of ownership of the land,
rentals, or royalties, however accomplished shall operate to enlarge the
obligations or diminish the rights of Lessee. No such change for division in the
ownership of the land, rentals or royalties shall be binding upon Lessee for any
purpose until such person acquiring an interest has furnished Lessee, Lessees
heirs or assigns, at its principle place of business, or recorded copy of the
instrument or instrument, constituting his chain of title from the original
Lessor. In the event of an assignment of this lease as to a segregated portion
of said land, or as to an undivided interest therein, the rental payable
hereunder shall be apportioned as between the several leasehold owners ratable
according to the surface area of each, or according to the undivided interest of
each, and default and rental payment by one shall not affect the rights of the
other leasehold owners hereunder. An assignment if this lease, in whole or part,
shall, to the extent of such assignment, relieved and discharge Lessee of any
obligations hereunder and if Lessee or assignee of parts or parts here on shall
fail or make default in the payment of the proportionate part of the rentals due
from such Lessee, or assignee, or fail to comply with any other provisions of
the lease, such default shall not affect this lease insofar as it covers a part
of said lands upon which lessee or any assignee thereof shall make payment of
said rental.
11. In the case of suit, adverse claim, dispute or question as to the
ownership of the rentals or royalties (or some part thereof) payable under this
lease, Lessee shall not be held in default in payment of such rentals or
royalties (or part thereof in dispute) until such suit, claim, dispute for
question has been finally disposed of, and Lessee, shall have thirty (30) days
after being furnished with a certified copy of the instrument or instruments
disposing said suit, claim or dispute, or after being furnished with proof
sufficient, in Lessees opinion, to settle such questions, within which to make
payment. Should the rights or interests of Lessee hereunder be disputed by
Lessor, or any other person, the time covered by the pendency of such dispute
shall not be counted against Lessee either as affecting the term of the lease or
for any other purpose, and Lessee may suspend all payments without interest
until there's a final adjudication or other determination of such dispute.
12. In case of cancellation or termination of this lease from any cause,
Lessee shall have the right to retain, under the terms here of, around each well
producing, being worked on, or drilling hereunder, the number of acres in the
form of allocated to each such xxxxx under spacing and proration rules by the
Commissioner of Conservation of the state of Louisiana or Federal Authority
having control of such matters; or, in the absence of such ruling forty (40)
acres around each well in as near as square form as practicable, and in the
event Lessor considers that operations are not being conducted in compliance
with this contract, Lessee shall be notified in writing of the facts relied upon
as constituting a breach hereof and Lessee shall have sixty (60) days after the
receipt of such notice to comply with the obligations imposed by virtue of this
instrument. Upon receipt of Lessors written notice to Lessee, if Lessee fails to
respond to notice of breach or to comply with said notice, all all rights to
said lease shall Ipso fact revert back to the Lessor, his heirs and assigns.
13. When drilling, reworking, production or other operations are delayed or
interrupted by force majeure, that is, by storm, flood or other acts of God,
fire, war, rebellion, insurrection, riot, strikes, difference with workmen, or
failure of carriers to transport or furnish facilities for transportation, or as
a result of some law, order, rule, regulation, requisition or necessity of the
government, Federal or State, or as a result of any cause whatsoever beyond the
control of Lessee, the time of such delay or interruption shall not be counted
against Lessee, anything in this lease to the contrary notwithstanding, but this
lease shall be extended for a period of time equal to that during which Lessee
is so prevented from conducting such drilling or reworking operations or, or
producing oil, gas, casinghead gas, condensate or other minerals from the
premises; provided that during any period that this lease is continued in force
after its primary term solely by force majeure as herein provided; Lessee shall
pay to the owners of the royalty hereunder the shut-in royalty provided in
paragraph 5 hereof, and in the manner therein provided, without regard to
whether or not there is a producing well shut-in, located on said land or on
land with which the lease premises or any part thereof has been pooled.
14. It is expressly understood and agreed that the premises leased herein
shall, for all purposes of this lease, be considered and treated as owned in
indivision by the Lessor and shall be developed and operated as one lease, and
there shall be no obligation on the part of Lessee to offset xxxxx on separate
tracts into which the land covered by this lease may be now or hereafter divided
by sale, or otherwise, or to furnish separate measuring or receiving tanks and
all rentals, royalties and other payments accruing hereunder shall be treated as
an entirety and shall be divided amount and paid to Lessor in the proportion
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that the acreage (mineral rights) owned by each bears to the entire leased
acreage. Lessee may at any time or times pay or tender all sums accruing
hereunder to the joint credit of Lessor.
15. Notwithstanding the death of any party Lessor, or his successor in
interest, the payment or tender of all sums accruing hereunder in the manner
provided above shall be binding on the heirs, executors, and administrators of
such person.
16. Lessor hereby warrants title to said lands described herein and agrees
to defend title to said land, and agrees Lessee at its option shall have the
right to redeem for Lessor, by payment, any mortgage, taxes or other liens on
the above described lands, in the event of default of payment by Lessor, and be
subrogated to the rights of the holder hereof. In the case of payment by Lessee
of any such mortgage, taxes or other liens owed by Lessor in addition to the
rights of subrogation herein granted, Lessee shall have the right to retain any
royalties which become due Lessor hereunder and to repay itself therefrom, and
the retention of such royalties by Lessee shall have the same effect as if paid
to the Lessor in whose behalf payment of any mortgage, taxes or other liens was
made. In the event the leased lands are encumbered by a mortgage, then prior to
the payment of any royalties due hereunder, Lessor agrees to obtain a
subordination of mortgage, at Lessor's expense, in a form acceptable to Lessee.
17. Lessee shall pay for actual damages caused by its operations to growing
crops and timber on said land leased herein. Lessor specifically agrees that the
obligations and liabilities of the Lessee and its successors and assigns for
redemption, restoration, repair or maintenance of the surface or subsurface of
the leased premises shall never exceed the fair market value (determined as of
the effective date hereof) of the land covered by this lease, or the portion
thereof, for which such reclamation, restoration, repair or maintenance is
required.
18. In the event that the Lessor, during the primary term of this lease,
receives a bona fide offer which Lessor is willing to accept from any party
offering to purchase from Lessor a lease covering any or all of the substances
covered by this lease and covering all or a portion of the land described
herein, with the lease becoming effective upon expiration of this lease, Lessor
hereby agrees to notify Lessee in writing of said offer immediately, including
in the notice the name and address of the offeror, the price offered, and all
other pertinent terms and conditions of the offer. Lessee, for a period of
fifteen days after receipt of the notice, shall have the prior and preferred
right and option to purchase the lease or part thereof or interested therein,
covered by the offer at the price and according to the terms and conditions
specified in the offer.
19. This lease shall be binding upon all who execute it, whether or not
named in the body hereof as Lessor and without regard to whether this
instrument, or any copy thereof, shall be executed by any other Lessor named
above.
20. For the same consideration recited above, Lessor hereby grants, assigns
and conveys to the Lessee, its successors and assigns, a perpetual subsurface
well bore easement under and through the leased premises for the placement of
well bores (along routes selected by the Lessee) from oil and or gas xxxxx the
surface locations of which are situated on other tracts of land not covered
hereby and which are not intended to develop the leased premises or lands pooled
therewith and from which Lessor shall have no right to royalty or other benefit.
Such subsurface well bore assignments shall run with the land and survive any
termination of this lease.
21. DISCLAIMER OF REPRESENTATIONS: Lessor acknowledges that oil and gas
lease payments, including but not limited to bonus and royalty, are market
sensitive and may vary depending on multiple factors and that this Lease is the
product of good faith negotiations. Lessor understands that these lease payments
and terms are final and that Lessor entered into this lease without duress or
undue influence. Lessor recognizes that lease values could go up or down
depending on market conditions. Lessor acknowledges that no representations or
assurances were made in the negotiation of this lease that Lessor would get the
highest price or different terms which Lessee has or may negotiate with any
other lessor/oil and gas owners.
IN WITNESS WHEREOF, this instrument is executed effective as of the date first
above written.
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WITNESSES:
Sign: /s/ Xxxxxx Xxx /s/ Xxxx X. Xxxxxxx
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Print: Xxxxxx Xxx Xxxx X. Xxxxxxx
Sign: /s/ Xxxxxx Xxx /s/ Xxxxxx X. Xxxxxxx
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Print: Xxxxxx Xxx Xxxxxx X. Xxxxxxx
Sign: /s/ Xxxxxx Xxx /s/ Xxxxxxx Xxxxxx III
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Print: Xxxxxx Xxx Xxxxxxx Xxxxxx III
Sign: /s/ Xxxxxx Xxx /s/ Xxxxxxx X. Xxxxxx
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Print: Xxxxxx Xxx Xxxxxxx X. Xxxxxx
Sign: /s/ Xxxxxx Xxx /s/ Xxxxxxx X. Xxxxxxx
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Print: Xxxxxx Xxx Xxxxxxx X. Xxxxxxx
Sign: /s/ Xxxxxx Xxx /s/ Xxxxx X. Xxxxxxx
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Print: Xxxxxx Xxx Xxxxx X. Xxxxxxx
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