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895338 07/27/2017 03:49:33 PM Page 10 of 521 <br /> Jean Alberico, Garfield County, Colorado <br /> Rec Fee: $2,613.00 Doc Fee: $0.00 eRecorded <br /> are the same, and not in addition to,the interests conveyed herein, and subject to the reservations <br /> and exclusions set forth under the terms of this Assignment. In the event there is a conflict between <br /> the terms of this Assignment and the terms of any governmental forms of assignment relating to <br /> the E&P Assets,the terms of this Assignment will control to the extent of such conflict. <br /> 10. Entire Understanding; Purchase Agreement, This Assignment supersedes all other <br /> prior written or oral agreements, except the Purchase and Sale Agreement between Assignors, <br /> Hunter Ridge Energy Services LLC and Caerus Piceance, LLC dated June 8, 2017 (as may be <br /> amended from time to time, the "Purchase Agreement"), which this Assignment is made subject <br /> to, and any Assignment and Assumption Agreement between Assignors, Assignee and any <br /> applicable Third Party, executed on or around the date hereof(the "Assumption Agreement"). If <br /> there is a conflict between the terms of this Assignment and the terms of the Purchase Agreement, <br /> the terms of the Purchase Agreement will control to the extent of the conflict. If there is a conflict <br /> between the terms of this Assignment and the terms of the any Assumption Agreement, the terms <br /> of this Assignment will control to the extent of the conflict. Assignors and Assignee intend that <br /> the terms of the Purchase Agreement and any Assumption Agreement not merge into the terms of <br /> this Assignment. There are no oral agreements between the Parties not set out in writing. <br /> 11. Further Assurances. From time to time,Assignors and Assignee shall each execute, <br /> acknowledge and deliver to the other such further instruments and take such other action as may <br /> be reasonably requested in order to accomplish more effectively the purposes of this Assignment. <br /> 12. Exhibits. All exhibits attached hereto are hereby made pant hereof and incorporated <br /> herein by this reference. References in such exhibits to instruments on file in the public records <br /> are notice of such instruments for all purposes. Unless provided otherwise,all recording references <br /> in such exhibits are to the appropriate records of the counties in which the E&P Assets are located. <br /> 13. Counterparts. This Assignment may be executed by Assignors and Assignee in any <br /> number of counterparts, each of which shall be deemed an original instrument, but all of which <br /> together shall constitute but one and the same instrument. <br /> 14. Amendment and Waiver. This Assignment may not be amended nor any rights <br /> under this Assignment waived except by an instrument in writing signed by the Party to be charged <br /> with such amendment or waiver and delivered by such Party to the Party claiming the benefit of <br /> such amendment or waiver. No waiver of any provision of this Assignment shall be deemed or <br /> shall constitute a waiver of any other provision of this Assignment (whether or not similar), nor <br /> shall such waiver constitute a continuing waiver unless otherwise expressly provided. <br /> 15. Severability. If any provision of this Assignment is held to be illegal, invalid or <br /> unenforceable under present or future laws effective during the term hereof such provision shall <br /> be fully severable; this Assignment shall be construed and enforced as if such illegal, invalid or <br /> unenforceable provision had never comprised apart hereof, and the remaining provisions of this <br /> Assignment shall remain in full force and effect and shall not be affected by the illegal, invalid or <br /> unenforceable provision or by its severance from this Assigmnent. <br /> - 10- <br />