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Docusign Envelope ID.2AEFE7F6-AB44-417F-969E-AA4F283CF777
<br /> Lease on behalf of the Board has the full and unrestricted authority to execute and deliver
<br /> this Lease and to grant the easements and rights granted herein.
<br /> (j) Governing Law, Jurisdiction, and Venue. This Lease shall be governed by and construed in
<br /> accordance with the laws of the State of Colorado. The exclusive jurisdiction for all suits,
<br /> actions, or proceedings related to this Lease will be in the State of Colorado and the
<br /> exclusive venue shall be in the City and County of Denver.
<br /> (k) No Third-Party Beneficiary. Nothing in this Lease is intended, nor will be deemed, to confer
<br /> rights or remedies upon any person or legal entity not a party to this Lease, including other
<br /> tenants, lessees or permittees of the Board or surface owners if any portion of the surface
<br /> estate is not owned by the Board.
<br /> (l) No Partnership. Nothing in this Lease shall cause the Board in any way to be construed as a
<br /> partner, a joint venturer or associated in any way with the Lessee in the operation of the
<br /> Leased Land, or subject the Board to any obligation, loss, charge, or expense connected
<br /> with or arising from the operation or use of the Leased Land or any part thereof.
<br /> (m)Colorado Open Records Act ("CORA"). To the extent not prohibited by federal law, this
<br /> Lease and the performance measures if any, are subject to release through CORA, C.R.S. §
<br /> 24-72-200.1 et seq.
<br /> 27. ASSIGNMENT AND SUBLEASE
<br /> (a) This Lease, including any right or interest granted herein, shall not be assigned, transferred
<br /> or sold, voluntarily or by operation of law, without the prior written consent and upon such
<br /> terms and conditions as determined by the Board. Any attempt to assign or otherwise
<br /> transfer the Lease without first securing the written consent of the Board shall not effect a
<br /> novation of this Lease, but shall, nevertheless, make the assignee responsible and liable,
<br /> along with the Lessee, for performing this Lease. The acceptance by the Board of any
<br /> payment due hereunder from any person other than the Lessee shall not be deemed a waiver
<br /> by the Board of any provision of this Lease or to be consent to any assignment.
<br /> (b) Subleasing of this Lease is prohibited without the prior written consent of the Board, which
<br /> consent shall be at the Board's sole discretion and upon terms and conditions as determined
<br /> bythe Board. If approved, Lessee shall be responsible to assure that all sublessees comply
<br /> with all the terms, conditions, and covenants of this Lease. Lessee shall remain responsible
<br /> for the performance and liabilities of all terms, conditions and covenants of this Lease, and
<br /> a breach or default of this Lease by a sublessee shall be considered a breach of the Lease by
<br /> the Lessee and the sublessee.
<br /> (c) Lessee agrees and acknowledges that only Lessee is granted rights under the terms of this
<br /> Lease. All permits and other authorizations for activities on the Leased Land, or otherwise
<br /> arising under this Lease, shall be solely in the name of Lessee,and not on behalf any other
<br /> party, unless otherwise approved in writing by the Board, acting in its sole discretion.
<br /> (d) Lessee represents and warrants, that as of the Effective Date, Lessee has not agreed to
<br /> grant, transfer, assign, sell or sublease any right or interest in and to this Lease or the
<br /> Leased Land, or under any future production lease relating to the Leased Land (collectively,
<br /> "Leasehold Rights"), except as has been expressly disclosed to the Board in writing prior to
<br /> the Effective Date. For the avoidance of doubt, Leasehold Rights include, without
<br /> limitation, the grant of any royalty or overriding royalty to production from a future
<br /> production lease.
<br /> (e) Lessee agrees that the Lease, or any future production lease relating to the Leased Land,
<br /> shall not be burdened overriding royalties the aggregate of which exceeds one half of
<br /> percent (0.5%) of the gross value of the minerals at the first point of sale. Notwithstanding
<br /> the preceding sentence, Lessee agrees that it shall not assign, transfer or sell any Leasehold
<br /> EP 116819 Page 11 of 14 Revised_DOL_20240701
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