FORM OF DRILLING AND OPERATING AGREEMENT DRILLING AND OPERATING AGREEMENTDrilling and Operating Agreement • December 17th, 2003 • PDC 2004-2006 Drilling Program
This Agreement is entered into by and between PDC 2004- Limited Partnership [PDC 2005- Limited Partnership; PDC 2006- Limited Partnership], hereinafter designated and referred to as the "Partnership", and Petroleum Development Corporation, hereinafter referred to and designated as "PDC".
ESCROW AGREEMENT WITH BRANCH BANKING AND TRUST COMPANY [PDC 2004-A Limited Partnership] SUBSCRIPTION ESCROW AGREEMENTSubscription Escrow Agreement • December 17th, 2003 • PDC 2004-2006 Drilling Program • New York
Subscription Escrow Agreement (the "Escrow Agreement") dated as of the effective date (the "Effective Date") set forth on Schedule 1 attached hereto ("Schedule 1") by and among the limited partnership identified on Schedule 1 (the "Issuer"), the corporation identified on Schedule 1 (the "Depositor") and Branch Banking and Trust Company, as escrow agent hereunder (the "Escrow Agent").
DEALER-MANAGER AGREEMENT PDC 2004-2006 Drilling Program DEALER-MANAGER AGREEMENTDealer-Manager Agreement • December 17th, 2003 • PDC 2004-2006 Drilling Program • West Virginia
The undersigned, Petroleum Development Corporation, a Nevada corporation ("PDC"), the Managing General Partner of PDC 2004-2006 Drilling Program (the "Program"), a series of twelve limited partnerships to be organized under the laws of West Virginia (each a "Partnership"), hereby confirms and agrees as follows:
SELLING DEALERS AGREEMENT PDC SECURITIES INCORPORATED BRIDGEPORT, WEST VIRGINIA 26330 Selling Dealers AgreementSelling Dealers Agreement • December 17th, 2003 • PDC 2004-2006 Drilling Program • West Virginia
We have entered into a Dealer-Manager Agreement (the "Dealer-Manager Agreement") with Petroleum Development Corporation, a Nevada corporation ("PDC"), the proposed Managing General Partner of PDC 2004-2006 Drilling Program (the "Program"), a series of twelve limited partnerships to be formed under the laws of West Virginia, designated as PDC 2004-A, -B, -C and -D Limited Partnerships, PDC 2005-A, -B, -C and -D Limited Partnerships, and PDC 2006-A, -B, -C and -D Limited Partnerships (each a "Partnership"), under which we have agreed to use our best efforts to place with qualified investors preformation partnership interests in the Partnership ("Units"). PDC and the Partnerships are offering up to an aggregate of $400,000,000 of Units consisting of 20,000 Units at a price of $20,000 per Unit with fractional Units available as described in the Partnership's Offering Prospectus, dated ________________, 2004 (the "Prospectus"), a copy of which has previously been furnished to you.
