EXHIBIT 10.7
AMENDMENT TO PARTICIPATION AGREEMENT
MCMORAN 1997 EXPLORATION PROGRAM
This Amending Agreement (the "Amending Agreement") is made as of the
15th day of December, 1997 between McMoRan Oil & Gas Co., ("McMoRan") and
Freeport-McMoRan Resource Partners, Limited Partnership ("Participant").
WITNESSETH:
WHEREAS, McMoRan and Participant entered into the Participation
Agreement for the McMoRan 1997 Exploration Program as of April 1, 1997;
WHEREAS, McMoRan and Participant agree to expand the Program in
certain respects to include additional participants (the "Expanded
Program") effective as of December 15, 1997.
NOW THEREFORE, for and in consideration of the premises and the
respective covenants and agreements contained herein and for good and
valuable consideration, the receipt of which is hereby acknowledged, the
parties hereto, intending to be legally bound, hereby agree as follows:
I.
The Grand Isle 65 Prospect, the Xxxxxx Island 18/19 Prospect, the West
Cameron 616 Prospect and the West Cameron 492 Prospect shall not be
included in the Expanded Program and the interest of McMoRan and the
Participant in such Prospects shall be as set forth in the Program
Agreement, unaffected by this Amending Agreement.
II.
To the extent that other participants have reimbursed McMoRan for a portion
of the Initial Leasehold Inventory, McMoRan will credit Participant with
its proportionate share of such reimbursement.
III.
Section 6.1 of the Program Agreement is amended to provide that the budget
for the Program as to those properties that are not included in the
Expanded Program shall be $45,000,000, with the $155,000,000 balance of the
original Program budget plus the approximate $10,000,000 commitment of the
new participant to be the total budget of the Expanded Program.
IV.
The parties hereby adopt the Participation Agreement attached hereto as
Exhibit A as the Program Agreement for the Expanded Program effective as of
December 15, 1997.
IN WITNESS WHEREOF, this Agreement is executed in multiple copies,
each of which shall be deemed to be an original on December 19, 1997, but
effective as of the date first above written.
McMoRan Oil & Gas Co.
By: /s/ XXXXX X. XXXXXXXX
Xxxxx X. Xxxxxxxx
Senior Vice President
Freeport-McMoRan Resource Partners,
Limited Partnership
By: Freeport-McMoRan Inc. as
Administrative Managing Partner
By: /s/ XXXXXX X. XXXXXXXX
Xxxxxx X. Xxxxxxxx
Senior Vice President
