TEXON L.P. Purchase Amendment March 2, 2011 VIA FAX: (210) 999-5401 Mike Pawelek Impetro Operating LLC 300 E Sonterra Blvd. Suite 1220 San Antonio, TX 78258 Re: Texon Agreement No. CPE6822 Amendment No. 19 Customer Ref. No. Various Texas Leases - See...
EXHIBIT 10.7.2
| TEXON L.P. | Purchase Amendment |
| March 2, 2011 | VIA FAX: (000) 000-0000 |
|
Xxxx Xxxxxxx
Impetro Operating LLC
000 X Xxxxxxxx Xxxx. Xxxxx 0000
Xxx Xxxxxxx, XX 00000
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Re: Texon Agreement No. CPE6822
Amendment No. 19
Customer Ref. No.
Various Texas Leases - See Exhibit
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This Agreement shall serve to amend the above referenced contract and amendments thereto, if any, between Texon L.P. ("Buyer") and Impetro Operating LLC ("Seller"). The following Special Provisions reflect the original terms and are updated to include the item(s) amended herein and all prior amendments, if any. Items amended by this Agreement are described below. These updated Special Provisions and Texon L.P.'s General Provisions (Revision 4/10) constitute the entire agreement (the "Agreement") between the parties. Where the General Provisions are inconsistent with the below Special Provisions, these Special Provisions shall apply. Failure to notify Texon L.P. of your disagreement with the terms as presented herein by the sooner of five (5) business days, or the scheduling or movement of product, shall be deemed your agreement that the terms presented herein accurately reflect the understanding of the parties hereto.
ITEMS Price: Amended Price as described in the Exhibits "A" and "B" attached hereto effective February 1, 2011.
AMENDED
| QUALITY | Gulf Coast Mix crude oil |
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QUANTITY
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Equal to Seller's owned or controlled oil/condensate production from the properties/leases described in the Exhibits "A" and ''B" attached hereto.
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PRICE
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The average of Enterprise's posted price for West Texas Intermediate crude oil for the calendar month, deemed 40.0 API gravity, plus the average of Argus's P-Plus for the trading month, less an adjustment per barrel as described in the Exhibits "A" and "B" attached hereto.
Effective January 1, 2011 through December 31, 2011 the P-Plus value shall be fixed at $2.80 per barrel.
In the event that the transportation cost and/or tariff changes during the term of this Agreement, Buyer reserves the right to revise the contract accordingly.
Delivered into Buyer designated carriers from the properties/leases described in the Exhibits "A" and "B" attached hereto.
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DELIVERY
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January 1, 2011 through December 31, 2011 and continuing month to month thereafter unless either party cancels with thirty (30) days prior written notice. Cancellation shall become effective on the first day of the month following such notice period.
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TERM
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EXHIBIT "A": Buyer shall pay Seller or its designee 100% of the amount due for crude oil purchased hereunder, excluding all applicable taxes, by wire transfer on the 20th day of the month following the month of delivery.
(See paragraph 3 of the General Provisions attached hereto.)
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1
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PAYMENT
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Buyer shall deduct from amounts due Seller all applicable taxes and shall remit such taxes on Seller's behalf when due. Seller or its designee shall make all revenue distribution payments to all royalty interest owners and any and all other persons who may have a right, title, interest, or claim to any part of the payments made by Buyer to Seller hereunder, SELLER AGREES TO PROTECT, INDEMNIFY AND HOLD BUYER HARMLESS FROM AND AGAINST ANY AND ALL CLAIMS, DAMAGES, LOSSES, COSTS, ATTORNEY'S FEES, EXPENSES OR LIABILITY OF ANY NATURE WHICH BUYER MAY SUFFER BY REASON OF BUYER MAKING PAYMENTS AS HEREIN PROVIDED AS WELL AS ANY AND ALL PAYMENTS MADE BY BUYER TO ANY OTHER THIRD PARTY BASED ON ALLOCATION OR ANY OTHER INFORMATIONOF WHATEVER KIND OR SOURCE THAT MAY BE PROVIDED TO BUYER FROM SELLER.
EXHIBIT "B": Buyer shall pay Seller or its designee their proportionate share of the revenue from crude oil purchased hereunder, excluding all applicable taxes, by wire transfer on the 20th day of the month following the month of delivery. (See paragraph 3 of the General Provisions attached hereto.)
Buyer shall deduct from amounts due Seller all applicable taxes and shall remit such taxes on Seller's behalf when due, and make all revenue distributions by check on the 20th day of the month following the month of production (see paragraph 3 of the General Provisions attached hereto) based on ownership data provided to Buyer bySeller. SELLER WARRANTS THAT THE TITLE OR OWNERSHIP DATA PROVIDED TO BUYER IS ACCURATE AND COMPLETE AND AGREES TO PROTECT, INDEMNIFY AND HOLD BUYER HARMLESS FROM AND AGAINST ANY AND ALL CLAIMS, DAMAGES, LOSSES, COSTS, ATTORNEY'S FEES, EXPENSES OR LIABILITY OF ANY NATURE WHICH BUYER MAY SUFFER BY REASON OF BUYER MAKING PAYMENTS OR REMITTANCE OF TAXES AS HEREIN PROVIDED AS WELL AS ANY AND ALL PAYMENTS MADE BY BUYER TO ANY OTHER THIRD PARTY BASED ON ALLOCATION OR ANY OTHER INFORMATION OF WHATEVER KIND OR SOURCE THAT MAY BE PROVIDED TO BUYER FROM SELLER.
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X. X. Xxxxx
Xx. Vice President, Crude Oil J
2
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EXHIBIT A
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Texon L.P. Contract Number: CPE 682Z
Amendment Number: 19.000
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LEASE NAME
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FIELD
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COUNTY
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STATE
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ADJUSTMENT
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FUTURE EFFECTIVE DATE
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Tyra 1
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Bastrop
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TX
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(2,510000)
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||
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Tyra 2
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Bastrop
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TX
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(2.510000)
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||
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Xxxxxxxxx
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Bastrop
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TX
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(2.510000)
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||
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Xxxx 1
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Bastrop
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TX
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(2.510000)
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||
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XxXxxxx 1
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Giddings
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Bastrop
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TX
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(2.510000)
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|
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Black No. 1
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Giddings (Buda)
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Bastrop
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TX
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(2.510000)
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|
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Graeco 1
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Wildcat
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Bastrop
|
TX
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(7.000000)
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|
|
Xxxxxxxxx 1
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Wildcat
|
Bastrop
|
TX
|
(2.510000)
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|
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Xxxxxx
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Xxxxxx (Buda)
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Brazos
|
TX
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(2.510000)
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|
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Xxxxxx Xxxxxxxxxx 1
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Xxxxxx (Xxxx)
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Brazos
|
TX
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(2.510000)
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|
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A.M. Xxxxxxxx 1 (RRC19489)
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Kurten (Woodbine)
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Brazos
|
TX
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(2.510000)
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|
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A,X. Xxxxxxxx 2 (RRC23931)
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Kurten (Woodbine)
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Brazos
|
TX
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(2.510000)
|
|
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Xxxxxx Xxxxxx
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Xxxxxx (Woodbine)
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Brazos
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TX
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(2.510000)
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|
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Xxxxxxx, X.X. Unit 1
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Kurten (Woodbine)
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Brazos
|
TX
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(2.510000)
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|
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Scarmardo
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Burleson
|
TX
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(4.800000)
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Scarmardo-Xxxxxxxxx
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Burleson
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TX
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(4.800000)
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||
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Exacta (152854)
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Giddings (Austin Chalk, Gas)
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Burleson
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TX
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(4.800000)
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|
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Xxxxx Xxxxxxx 1H
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Xxxxxxxx (Xxxxxx Xxxxx, Gas)
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Burleson
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TX
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(4.800000)
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Xxxxx 1
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Giddings (Austin Chalk - 3)
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Fayette
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TX
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(4.800000)
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Xxxxx 2H (24883)
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Giddings (Austin Chalk - 3)
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Fayette
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TX
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(4.800000)
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Bernshausen Unit (21405)
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Giddings (Austin Chalk- 3)
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Fayette
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TX
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(4.800000)
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Ellisar B 2 (22658)
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Giddings (Austin Chalk- 3)
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Fayette
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TX
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(4.800000)
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Xxxxxx (06829)
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Peach Creek (A-C)
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Gonzales
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TX
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(2.510000)
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Xxxxxx Xxxxxxx
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Xxxxxxxx
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Xxx
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TX
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(4.800000)
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|
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Xxxxx Xxx 1-H RE (14106)
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Giddings (Austin Chalk- 3)
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Xxx
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TX
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(4.800000)
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Xxxxxxxxxxxx 1 (22699)
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Giddings (Xxxxxx xxxxx- 3)
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Xxx
|
TX
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(4.800000)
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|
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Xxxxxx A
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Giddings (Austin Chalk- 3)
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Xxx
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TX
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(4.800000)
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|
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X.X. Xxxxx 1
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Wildcat
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Xxx
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TX
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(4.800000)
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3
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EXHIBIT B
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Texon L.P. Contract Number: CPE 6822
Amendment Number: 19.000
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LEASE NAME
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FIELD
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COUNTY
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STATE
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ADJUSTMENT
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FUTURE EFFECTIVE DATE
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Xxxxxx 1
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Giddings (xxxx)
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Bastrop
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TX
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(2.510000)
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Xxxxxxxxxxx, X.
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Xxxxxx (Woodbine)
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Brazos
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TX
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(2.510000)
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Xxxxxx Unit (23604)
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Giddings (Austin Chalk-3)
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Burleson
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TX
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(4.800000)
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XxXxxxxxx-XxXxxxxxx Unit (RRC20773)
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Giddings (Austin Chalk-3)
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Burleson
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TX
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(4.800000)
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Xxxxxx, Xxxxx (RRC20634)
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Giddings (Austin Chalk-3)
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Burleson
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TX
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(4.800000)
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T-0 (13308)
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Giddings (Austin Chalk-3)
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Burleson
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TX
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(4.800000)
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Xxxxxxx-Xxxxxx
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Xxxxxxx Xxxxxxxxx (Xxxxxx)
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Fayette
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TX
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(4.800000)
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Atlanta Xxxxxxxx (14599)
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Giddings (Austin Chalk3)
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Fayette
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TX
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(4.800000)
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Xxxxxx 1H (23183)
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Giddings (Austin Chalk)
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Fayette
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TX
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(4.800000)
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Xxxxxx Xxxxx
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Giddings (Austin Chalk) Field
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Fayette
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TX
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(4.800000)
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|
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Elo 3
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Giddings (Austin Chalk, Gas)
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Fayette
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TX
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(4.800000)
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Majestic-Xxxxxxxxx
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Giddings (Austin Chalk-3)
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Fayette
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TX
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(4,800000)
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Xxxxxxx (21260)
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Xxxxxxxxx (Xxxxxx)
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Fayette
|
TX
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(4.800000)
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E.1 Canaan
|
Lee
|
TX
|
(4.800000)
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||
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Xxxxx Xxxxxx 0
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Xxx
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TX
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(4.800000)
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||
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Xxxxx Xxxxx 1 (19060)
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Giddings (Austin Chalk-3)
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Xxx
|
TX
|
(4.800000)
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|
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X. Xxxx (12585)
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Giddings (Austin Chalk-3)
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Xxx
|
TX
|
(4.800000)
|
|
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Xxxxxxxx 1
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Giddings (Austin Chalk, Gas)
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Xxx
|
TX
|
(4.800000)
|
|
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Xxxx Xxxxxx 1H
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Giddings (Austin Chalk-3)
|
Xxx
|
TX
|
(4.800000)
|
|
|
Xxxxxxx
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Giddings (Austin Chalk-3)
|
Xxx
|
TX
|
(4.800000)
|
|
|
Xxxxxxx Unit (13802)
|
Giddings (Austin Chalk-3)
|
Xxx
|
TX
|
(4.800000)
|
|
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Xxxx Xxxx Unit 1RE
|
Giddings (Austin Chalk-3)
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Xxx
|
TX
|
(4.800000)
|
|
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Xxxxxx Unit (15883)
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Giddings (Austin Chalk-3)
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Xxx
|
TX
|
(4.800000)
|
|
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Xxxxxx Xxxx (13096)
|
Giddings (Austin Chalk-3)
|
Xxx
|
TX
|
(4.800000)
|
|
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Xxxx-Xxxxx Unit (RRC No. 13818)
|
Giddings (Austin Chalk-3)
|
Xxx
|
TX
|
(4.800000)
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4
| EXHIBIT B |
Texon L.P. Contract Number: CPE 6822
Amendment Number: 19.000
|
|
LEASE NAME
|
FIELD
|
COUNTY
|
STATE
|
ADJUSTMENT
|
FUTURE EFFECTIVE DATE
|
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Xxxxxxxx-Xxxxxxxx (548201)
|
Kruemcke (Xxxxxx)
|
Xxx
|
TX
|
(4.800000)
|
5
