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899496 1110312017 01:14:16 PM Page 3 of 44 <br />Jean Alberico, Garfield County, Colorado <br />Rec Fee: $228.00 Doc Fee: $0.00 eRecorded <br />(xi) all royalties, overriding royalties, sliding scale royalties, shut-in royalties, <br />rights to royalties in kind, or other interests in production of Hydrocarbons <br />(other than Working Interests) relating to the Properties; <br />(xii) all Third Party geological, geophysical and other seismic data to the extent <br />relating to the Properties and to the extent transferable without penalty or <br />payment, or if transferable with penalty or payment for which Assignee <br />has paid or agreed to pay such penalties or payments; <br />(xiii) to the extent transferable (with consent, if applicable), all rights to claims, <br />warranties, indemnities and releases from or by Third Parties, in each case <br />to the extent relating to the Properties from and after the Effective Date or <br />Assumed Obligations, but not related to the Retained Obligations or for <br />any matter for which Assignor is obligated to provide indemnification to <br />Assignee under this Agreement; and <br />(xiv) the Records. <br />TO HAVE AND TO HOLD the Assets unto Assignee, its successors and assigns, <br />forever, subject, however, to all the terms and conditions of this Assignment. <br />2.2 Excluded Assets and Reservation. <br />The Assets shall not include, and Assignor hereby reserves and retains, the Assignor <br />Retained Assets and the Second Closing Assets. <br />ARTICLE III <br />SPECIAL WARRANTY; DISCLAIMERS; CERTAIN DEFINITIONS <br />3.1 Special Warranty. <br />(a) Special Warranty of Title. <br />Effective as of the Second Closing Date, Assignor will forever warrant, <br />Defensible Title, without duplication, to the Properties that such Assignor <br />transfers unto Assignee against every Person whomsoever lawfully claiming or to <br />claim the same or any part thereof by, through or under such Assignor, but not <br />otherwise, subject, however, to the Permitted Encumbrances. <br />(b) Recovery on Special Warranty. <br />(i) Assignee shall furnish Assignor a Title Defect notice (the "Special <br />Warranty Defect Notice") meeting the requirements of Section 8.4 of the <br />Purchase Agreement setting forth any matters which Assignee intends to <br />assert as a breach of Assignor's special warranty of title in this <br />Assignment. Assignor will have a reasonable opportunity, but not an <br />obligation, to cure any such Title Defect asserted by Assignee in respect of <br />the special warranty of title under this Assignment. Assignee agrees to <br />