|
bill waro" " m Iia i■'�i�� 71A 1 i+���'IA , �1 X11 1K a o 9 z� !
<br />Reception#• 881903
<br />04/24/2015 12:21.30 PM Jean Alberiao
<br />1 of 9 Reo Fee $55 50 Doc Fee.D OC GAR'FiEI_D COUNTY CO � , ��`t Y E D
<br />iZ
<br />Special Warranty Deed
<br />JUL 2 0 2015
<br />STATE OF COLORADO § Division of Reclamation,
<br />§ Mining & Safety
<br />COUNTY OF GARFIELD &
<br />This Special Warranty Deed ("Deed"), dated this 17th day of April, 2015, but effective
<br />for all purposes as of February 1, 2015, at 7:00 A.M. Mountain Daylight Time (the "Effective
<br />Time") is by and between MRD Operating LLC, a Delaware limited liability company, whose
<br />address is 500 Dallas Street, Suite 1800, Houston, Texas 77002 ("Grantor"), and CPX Piceance
<br />Holdings, LLC, a Delaware limited liability company, whose address is 420 Oil Center,
<br />Lafayette, LA 70503 ("Grantee"), and is pursuant to that certain Purchase and Sale Agreement,
<br />dated April 17, 2015, by and between Grantor and Grantee (the "Purchase Agreement'), which is
<br />incorporated herein and which this Deed is made subject to. If there is any conflict between the
<br />terms of this Deed and the terms of the Purchase Agreement, the Purchase Agreement shall
<br />control in all respects and in no event shall the Purchase Agreement merge into the terms of this
<br />Deed.
<br />For and in consideration of the sum of ten ($10) dollars cash in hand paid and other good
<br />and valuable consideration, the receipt and sufficiency of which Grantee acknowledges by its
<br />acceptance of this Deed, Grantor hereby SELLS, GRANTS, TRANSFERS, ASSIGNS, and
<br />DELIVERS to Grantee ALL of Grantor's right, title and interest in and to the lands described on
<br />Exhibit A attached hereto (the "Lands'); TOGETHER with all improvements and fixtures,
<br />including fences and cattle guards, located thereon.
<br />EXCEPTING AND RESERVING to Grantor, however, the properties and assets
<br />described on Exhibit C.
<br />TO HAVE AND TO HOLD the Lands with all appurtenances thereto unto Grantee, its
<br />successors and assigns forever. Grantor covenants and agrees that Grantor shall and will
<br />WARRANT AND FOREVER DEFEND title to the Lands in Grantee, its successors and assigns,
<br />against all and every person or persons lawfully claiming or to claim the whole or any part
<br />thereof BY, THROUGH, OR UNDER Grantor, as to periods on or after November 1, 2013, but
<br />not otherwise, subject to (i) the Purchase Agreement; (ii) all taxes and other assessments,
<br />easements, rights-of-way, encumbrances, liens, covenants, conditions, restrictions, obligations
<br />and liabilities, and all other matters as may appear of record or which are visible and apparent,
<br />including but not limited to those matters listed on Exhibit B; (iii) any, matters that a survey or
<br />inspection of the property would disclose; and (iv) all zoning ordinances and regulations and any
<br />other laws, ordinances or governmental regulations restricting or regulating the use, occupancy
<br />or enjoyment of the property. EXCEPT FOR THE SPECIAL WARRANTY OF TITLE
<br />EXPRESSLY PROVIDED ABOVE, THIS ASSIGNMENT IS MADE WITHOUT
<br />REPRESENTATION OR WARRANTY OF ANY KIND, EXPRESS, IMPLIED OR
<br />STATUTORY.
<br />NOTWITHSTANDING ANYTHING CONTAINED IN THIS ASSIGNMENT, IT IS
<br />THE EXPLICIT INTENT AND UNDERSTANDING OF EACH OF THE PARTIES THAT
<br />NONE OF THE PARTIES IS MAKING ANY REPRESENTATION OR WARRANTY
<br />
|