AGREEMENT TO PURCHASE OVERRIDING ROYALTY INTEREST
This Agreement to Purchase Overriding Royalty Interest (this “Agreement”) effective March 1, 2010 is made by and among Contango Offshore Exploration LLC (“XXX”), a Delaware limited liability company whose address is 0000 Xxxxxxx Xxxxxxxx, Xxxxx 000, Xxxxxxx, Xxxxx 00000, as assignor, and Juneau Exploration, L.P. (“XXX”), a Texas limited partnership whose address is 0000 Xxxxxxx Xxxxxxxx, Xxxxx 000, Xxxxxxx, Xxxxx 00000, as assignee. XXX and XXX may sometimes be referred to herein individually as a “Party” and collectively as “Parties”.
WHEREAS, XXX is a party to that certain Purchase and Sale Agreement by and among Contango Offshore Exploration LLC, Juneau Exploration, L.P., Olympic Energy Partners, LLC, and CGM, L.P., as Seller and Rooster Oil & Gas, LLC, as Buyer effective December 31, 2009 (the “PSA”), covering Federal Offshore Oil & Gas Lease XXX-X 00000, Xxxxx Xxxx Xxxx Xxxxx 00; and
WHEREAS, pursuant to Article 1.03 of the PSA, XXX reserved an overriding royalty interest in and to Federal Offshore Oil & Gas Lease OCS-G 27949 (the “Lease”) equal to 2.63001% of 8/8ths; and
WHEREAS, XXX has agreed to sell all of its right, title and interest in and to said overriding royalty interest in and to the Lease, being 2.63001% of 8/8ths, to XXX.
NOW THEREFORE, in consideration of the mutual benefits derived and to be derived from this Agreement by each Party, XXX and XXX hereby agree as follows:
For and in consideration of $157,800.60 paid by XXX, the receipt and sufficiency of which are hereby acknowledged, XXX agrees to purchase from XXX, and XXX agrees to sell to XXX its overriding royalty interest in and to the Lease, equal to 2.63001% of 8/8ths, and being the same overriding royalty interest reserved in and to the Lease by XXX in the PSA.
In order to confirm and ratify this Agreement, XXX Offshore, LLC and Juneau Exploration, L.P., being all the members of Contango Offshore Exploration LLC, hereby join below.
IN WITNESS WHEREOF, this Agreement has been executed by the Parties as of the 1st day of March, 2010 but shall be effective as of the date first written above.
ASSIGNOR:
Contango Offshore Exploration LLC
By: /s/ XXXX X. XXXXX
Xxxx X. Xxxxx
Executive Vice President
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ASSIGNEE Juneau Exploration, L.P. By: Juneau GP, LLC its General Partner By: /s/ XXXX X. XXXXXX Xxxx X. Xxxxxx Sole Manager of Juneau GP, LLC | |
ACKNOWLEDGED AND AGREED: | |
XXX Offshore, LLC By: /s/ XXXXXXX X. PEAK Xxxxxxx X. Peak Chairman and Chief Executive Officer |
Juneau Exploration, L.P. By: Juneau GP, LLC its General Partner By: /s/ XXXX X. XXXXXX Xxxx X. Xxxxxx Sole Manager of Juneau GP, LLC |
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