EXHIBIT 10.17
THIRD AMENDMENT TO COAL BED METHANE PARTICIPATION AGREEMENT
DATED AS OF OCTOBER 1, 2003
THIRD AMENDMENT TO COAL BED METHANE PARTICIPATION AGREEMENT
This Third Amendment to Coal Bed Methane Participation Agreement ("Amendment")
is made and entered into the day and year hereinafter stated, by and between
Dolphin Energy Corporation, a Nevada corporation ("Dolphin"), and Horizon
Exploitation, Inc., a Colorado corporation ("Horizon"), effective October 1,
2003 ("Amendment Effective Date"). The foregoing entities may be referred to
herein collectively as "Parties" and individually as a "Party".
I
RECITALS
A. The Parties have entered into Coal Bed Methane Participation Agreement
dated effective October 1, 2002, providing for purchase of certain gas
xxxxx, and for joint drilling and production of coal bed methane, all
on oil and gas leases located in Sheridan County, Wyoming. That
contract has been amended by First Amendment to Coal Bed Methane
Participation Agreement between the Parties, dated on January 2, 2003
(such October 1, 2002 agreement, as amended on January 2, 2003, the
"Coal Bed Agreement"). That contract has been further amended by Second
Amendment to Coal Bed Methane Participation Agreement between the
Parties, dated on February 1, 2003.
B. The Coal Bed Agreement further pertains to that certain Lease
Acquisition and Drilling Agreement between Pioneer Oil, LLC, and
Dolphin, dated effective September 30, 2002, which agreement has been
amended in several significant respects ("Lease Agreement"), which in
turn require amendment to the Coal Bed Agreement.
C. The Parties desire to amend the Coal Bed Agreement to extend certain
payment dates to reflect those currently in effect in the Lease
Agreements, and to allow for proper funding of Horizon's obligations
under the Coal Bed Agreement, and to better reflect the timing of the
capital being raised by the ultimate investors in Horizon.
II
AGREEMENT
Now, for and in consideration of the mutual rights and benefits and obligations
and legal detriments afforded the Parties, hereunder, Dolphin and Horizon do
hereby agree to amend the Coal Bed Agreement, in the following respects:
III
AMENDMENTS
SECTION 1: The "Effective Date" of this Coal Bed Agreement is amended to
December 2, 2003.
SECTION 2: "Commitment Letter" shall mean the letter of commitment from
Horizon to Dolphin referenced in Article VI-B.
SECTION 3: The first sentence of Article VI-B is amended to state as follows:
If Horizon elects to participate in the Project, on or before
Horizon shall have until the close of business January 15,
2004, MST (or such later date as may be agreed to by the
parties hereto in writing) in which to elect to participate
in the Project. Should Horizon, at its sole option and
discretion, elect to participate in the Project, Horizon will
issue a Commitment Letter to Dolphin evidencing such
election. Notwithstanding any provision of the Coal Bed
Agreement as herein amended, prior to the date such
Commitment Letter is issued by Horizon, the parties will use
their best efforts to agree upon the applicable dates for
payment and drilling obligations in the Coal Bed Agreement,
and that Commitment Letter will set forth the mutually agreed
dates by which the payment and drilling obligations provided
for in the Coal Bed Agreement will be implemented. In the
event that neither. . . . In the event that only one Party
elects to participate, all rights, titles, and interests,
benefits and burdens associated with the Project, including
the right to pursue the Project in accordance with the Lease
Agreement and the Xxxxxxx Agreement, shall become vested in
the Party electing to participate in the Project, and, the
other Party shall have no further rights or obligations under
this Agreement, provided that both Parties shall continue to
be bound by the provisions of the AMI for the time period
indicated in Article XIII.
SECTION 4: Unless otherwise defined herein, all capitalized terms used but
not defined in this Amendment shall have the meanings given them in the Coal Bed
Agreement.
SECTION 5: Notwithstanding any provision of the Coal Bed Agreement in effect
prior to the date hereof, the Parties hereby agree that the Coal Bed Agreement
has not been terminated and is in full force and effect as of the date hereof.
SECTION 6: Except as set forth in this Amendment, all terms and conditions of
the Coal Bed Agreement remain unchanged. The Parties hereby ratify and confirm
the Coal Bed Agreement, as amended hereby.
IN WITNESS WHEREOF, the undersigned have caused this Amendment to be duly
executed and delivered as of the date first above written.
DOLPHIN ENERGY CORPORATION
By /s/ XXXX XXXXXX
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Name XXXX XXXXXX
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Title PRESIDENT
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HORIZON EXPLOITATION, INC.
By /s/ XXXXX X. XXXXXX
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Name XXXXX X. XXXXXX
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Title PRESIDENT
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