COALBED METHANE LEASE
Made
and
executed as of July 16, 2007, by and between XXXXXXX X. XXXXXXX,
of Baldwin, Pennsylvania, and XXXX X. XXXXXXX, of
Milton, Massachusetts (“Lessors”), and Inform Worldwide Holdings Inc.,
having offices at 0000 Xxxxx Xxxxx Xxxxxx Xxxx, Xxxxx 000,
Xxxxxxxxx,
Xxxxxx. (“Lessee”).
WHEREAS,
Lessors are the owners of certain pieces, parcels or tracts of land
(“the premises”), containing approximately 180 acres, located in Monongahela
Township, Xxxxxx County, Pennsylvania, more fully described on Exhibit A
attached hereto and made part hereof; and
WHEREAS,
Lessors desire to lease and demise the premises to Lessee, and Lessee desires
to
take and hire same from Lessors, for the purpose of drilling for, mining,
removing and marketing coalbed methane from within the seams or veins of coal
underlying the premises.
NOW,
THIS COALBED METHANE LEASE (“this Lease”), WITNESSETH, that Lessors and
Lessee hereby covenant and agree as follows:
Article
I
Grant
- Term
1.01. Lessors
hereby lease and demise unto Lessee, and Lessee hereby takes and hires from
Lessors, for the sole purpose of drilling for, mining, removing and marketing,
the coalbed methane from within the seams or veins of coal underlying
the premises, being those certain pieces, parcels or tracts of land located
in
Monongahela Township, Xxxxxx County, Pennsylvania, more particularly described
on Exhibit A attached hereto and made part hereof. In connection
therewith, Lessors hereby grant, let, lease and demise unto Lessee the rights
of
ingress, egress and regress in, to and from the premises for the purpose of
conducting all operations necessary for drilling for, mining, removing and
marketing the coalbed methane, the right to install all equipment, fixtures
and
appliances necessary in connection therewith, and the right to lay such pipes
and pipelines as are necessary to remove coalbed methane from the premises
in
connection with transporting same to market. Provided, however, that
Lessee shall place xxxxx, equipment, fixtures, appliances and
pipelines only at such locations as are specifically approved by
Lessors.
1.02. This
Lease shall commence on the date first above written, and, unless sooner
terminated pursuant to any provision hereof, shall remain in force until the
exhaustion of all coalbed methane from within the seams or veins underlying
the
premises which is commercially marketable.
Article
II
Production
Royalties
2.01. As
royalty for the coalbed methane produced and marketed hereunder,
Lessee shall pay unto Lessors the sum equal to twelve and one half percent
(12.5%) of the selling price of the coalbed methane, received by Lessee in
an
arms’ length sale of the coalbed
methane. Provided, however, that if Lessee
disposes of the coalbed methane other than in an arms’ length sale, i.e.,
by selling it to a related person or entity, the royalty shall be
the sum
equal to twelve and one half percent (12.5%) of the market value of the coalbed
methane, i.e., the price for which the coalbed methane would be sold
between unrelated parties in the location of the premises
2.02. Lessee
shall pay all production royalties on or before the 25th day of
the
calendar month following the month in which the coalbed methane for which
payment is made is marketed.. Payment shall be made by checks
directed to Lessors at the addresses set forth in Paragraph 8.03.
2.03. In
order that Lessors may determine that they have been paid all production
royalties to which they are entitled under the terms hereof, Lessee agrees
to
keep full and accurate records, including books of account and invoices to
purchasers of coalbed methane produced and marketed hereunder, which fully
disclose the volume of coalbed methane produced and marketed and the purchase
price received by Lessee therefor. Such records shall be available
for inspection by Lessors or Lessors’ duly authorized agent during regular
business hours upon 7 days’ notice from Lessors that they desire to make such an
inspection.
2.04 For
the signing of this Lease, Lessor shall receive One Thousand restricted shares
of Inform Worldwide Holdings Inc.
Article
III
Delay
Rental
3.01. Beginning
on the first day of August, 2008, and thereafter on the first day of each
November, February and May until Lessee has begun marketing coalbed methane
and
paying Lessors production royalty therefor pursuant to Paragraph 2.01, Lessee
shall pay unto Lessors a delay rental in the amount of $180.00 each calendar
quarter. Lessee shall not be entitled to take as a credit against
production royalties due when Lessee markets coalbed methane any delay rentals
paid pursuant to this paragraph. Payment shall be made by checks
directed to Lessors at the addresses set forth in Paragraph 8.03.
Article
IV
Permitting
Requirements - Compliance with Law
4.01. Lessee
shall be responsible, at its sole cost and expense, to apply for and procure
all
licenses and permits required by the United States of America, the Commonwealth
of Pennsylvania, and any local governmental unit, in connection with the mining
and drilling operations which the parties intend for Lessee to conduct upon
the
premises. Lessee shall be further responsible to acquire all
necessary bonds required by the United States of America, the Commonwealth
of
Pennsylvania, and any local governmental unit, in connection with Lessee’s use
of any public road, highway or infrastructure. Lessors agree to
execute any consents which Lessee may require in connection with any license
or
permit application.
4.02. Lessee
agrees to conduct its operations upon the premises in compliance with all
applicable laws, ordinances, rules and regulations of the United States of
America, the Commonwealth of Pennsylvania and any local government unit having
jurisdiction over the premises. Lessee further agrees to indemnify
Lessors, and to hold Lessors and their heirs, executors, administrators and
assigns fully harmless of and from any liability for such violation and of
and
from any fine, penalty or cost associated therewith. Nothing herein
contained shall preclude Lessee from challenging the validity or applicability
of any such law, ordinance, rule or regulation before any court or tribunal
having jurisdiction of such contest, provided that Lessee (i) pays all cost,
expenses, filing fees and attorney and expert witness fees associated with
such
contest, (ii) abides by the final judgment of such court or tribunal unless
Lessee takes a timely appeal therefrom, and (iii) continues to indemnify Lessors
and hold Lessors harmless hereunder.
4.03. Following
the completion of Lessee’s operations under this Lessee, Lessee agrees to plug
all xxxxx in accordance with all laws, ordinances, rules and regulations of
the
United States of America, the Commonwealth of Pennsylvania and any local
government unit having jurisdiction over the premises. In order to
enable Lessee to fulfill this obligation, Lessors agree to grant unto Lessee
such rights of ingress, egress and regress in, across and from the premises
as
Lessee may require.
Article
V
Insurance
- Indemnification
5.01. Lessee
shall, at its sole cost and expense, maintain public liability and property
damage insurance, which shall include motor vehicle liability, which shall
insure against any liability to any person, partnership, firm, corporation
or
entity, public or private, arising from any activity conducted or condition
or
use maintained by Lessee under this Lessee. Such insurance shall have
minimum limits in the amount of one million dollars ($1,000,000.00), and shall
name Lessors as additional insureds as their interest may
appear. Prior to entering upon the premises pursuant to this Lease,
Lessee shall provide Lessors with a certificate from the insurer that the
insurance required by this Paragraph is in effect, which certificate shall
require not less than thirty (30) days’ notice to Lessors in the event of change
or cancellation of the coverage.
5.02. Lessee
shall, at its sole cost and expense, maintain appropriate workers’ compensation,
unemployment compensation, and other occupational disease insurance covering
all
employees engaged in any activities connected with this Lease. Prior
to entering upon the premises pursuant to this Lease, Lessee shall provide
Lessors with a certificate from the insurer that the insurance required by
this
Paragraph is in effect, which certificate shall require not less than thirty
(30) days’ notice to Lessors in the event of change or cancellation of the
coverage.
5.03. Lessee
agrees to indemnify Lessors, and to hold Lessors and their heirs, executors,
administrators and assigns fully harmless of and from any liability to any
person, partnership, firm, corporation or entity, public or private, arising
from any activity conducted or condition or use maintained by Lessee upon the
premises or under this Lease, regardless of whether Lessee is negligent or
otherwise at fault in causing such injury or damage.
Article
VI
Default
- Lessors’ Remedies
6.01. The
following shall be acts of default by Lessee hereunder:
(a)
Failure to pay when due any delay rental or production royalty due pursuant
to
Articles II and III,
(b)
Failure to maintain insurance as required by Paragraphs 5.01 and
5.02,
(c)
Violation by Lessee, in connection with its activities upon the premises, of
any
applicable federal, state or local law, ordinance, rule or
regulation.
6.02. In
the event Lessee commits an act of default as defined in Paragraph 6.01, Lessors
may give Lessee notice, directed to the Lessee’s address set forth in Paragraph
8.03, specifying the particulars of the default. Lessee shall fully
correct and remedy the default within thirty (30) days of receipt of the
notice.
6.03. If,
following receipt of notice of a default, Lessee fails to fully correct and
remedy the default within the time provided in Paragraph 6.02, Lessors may
avail
themselves of the following remedies:
(a)
Bring
an action in any court of competent jurisdiction to recover a money judgment
for
any monies owed Lessors by Lessee hereunder, and
(b)
Declare this Lease to be terminated and, upon an additional thirty (30) days’
notice to Lessee, bring an action in ejectment in the Court of Common Pleas
of
Xxxxxx County, Pennsylvania, to obtain judgment in ejectment and to recover
possession of the premises.
The
use
of either of the remedies set forth in subparagraphs (a) and (b) shall not
be
deemed an election of remedies, and shall not preclude Lessors from also using
the other remedy.
Article
VII
Assignment
- Subletting
7.01. Lessee
shall not assign this Lease, nor sublet the premises or any part thereof,
without first having received the written consent of Lessors, which consent
Lessors shall not unreasonably withhold.
Article
VIII
Miscellaneous
8.01. This
Lease shall be governed and construed in accordance with the law of the
Commonwealth of Pennsylvania.
8.02. This
Lease may be executed in multiple copies, each of which shall have the effect
of
an original and all of which together shall be considered the same
instrument.
8.03. Notices
required to be given by one party to the other shall be given by first class
mail, postage prepaid, addressed as follows:
To
Lessors at:
Xxxxxxx
X. Xxxxxxx, 0000 Xxxxxxxxxx Xxx., Xxxxxxxxxx, XX 00000
Xxxx
X.
Xxxxxxx, 000 Xxxxxxxx Xxx., Xxxxxx, XX 00000
To
Lessee
at:
Inform
Worldwide Holdings, Inc
0000
Xxxxx Xxxxx Xxxxxx Xxxx, Xxxxx 000, Xxxxxxxxx, XX., 00000
8.04. This
Lease shall not be recorded in the Office of the Recorder of Deeds of Xxxxxx
County, Pennsylvania, nor in any other office of public record. The
parties shall execute, and Lessee may record, a memorandum containing only
the
information specified at 21 P.S. Section 405.
8.05. Each
party has had independent legal representation in the negotiation, drafting
and
execution of this Lease. No inference or presumption shall exist in
favor of or against either party as a result of that party’s attorney’s role in
the drafting of this Lease.
8.06. This
Lease shall be binding upon, and its benefits shall inure to, the heirs,
executors, administrators, successors and assigns of Lessors and Lessee;
provided, however, that this provision shall not be deemed to permit Lessee
to
assign this Lease nor sublet the premises in contravention of Paragraph
7.01.
INTENDING
TO BE LEGALLY BOUND, Lessors and Lessee have signed this Lease this day
and year first above written.
___/s/
Xxxxxxx X. Beckham__
Xxxxxxx
X. Xxxxxxx
___/s/
Xxxx X. Beckham___
Xxxx
X. Xxxxxxx
INFORM
WORLDWIDE HOLDINGS, INC
By___/s/
Ash Mascarenhas________
Ash
Xxxxxxxxxxx, CEO
