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<br />PERMIT ASSIGNMENT AGREEMENT <br />This Permit Assignment Agreement ("Agreement"), is made and entered <br />into as of the _ day of _ by and between Basin Resources, <br />Inc., a Colorado corporatton ("NCE"), and Picketwire Processing LLC, a Colorado <br />limited liability company l"Picketwire"). <br />RECITALS <br />A. A. P. Maxwell Development, Co., L.L.C., an Indiana limited liability <br />companv ("Maxwell") is purchasing certain assets of Basin, pursuant to a Purchase <br />Agreement between Maxwell and Basin of even date herewith; <br />B. Pursuant to the Purchase Agreement, Basin agreed to assign to <br />Picketwire certain permits identified below (the "Permits") on the terms set forth <br />below; <br />C. Unless specifically defined in this Agreement, the capitalized terms <br />• used herein shall have the meanings specified in the Purchase Agreement. <br />NOW, THEREFORE, in consideration of the mutual promises contained <br />herein and other good and valuable consideration, the parties hereby mutually <br />covenant and agree as follows: <br />1. Assignment. Basin hereby assigns, transfers, and conveys to <br />Picketwire, its successors and assigns, subject to the approvals listed in paragraph 2 <br />below, all of Basin's right, title and interest in and to the following perrruts lthe <br />"Permits"): <br />Permit No. C-81-012, issued by the Colorado Division of Minerals and <br />Geology, <br />Permits Nos. CO-0000906 and COG-310069, NPDES, issued by the <br />Colorado Department of Health, <br />Permits Nos. 84-LA074F(1), and 84-LA074F(2), Air Quality, issued by the <br />Colorado Department of Health. <br />2. Approval by Permittine Authorities. Transfer of the Permits is <br />specifically subject to the condition precedent that (i) the Colorado Division of <br />• Minerals and Geology shall ]cave approved the transfer of Permit No.C-81-012 to <br />Picket~,~ire, including substitution of bonds, and (ii) the Colorado Department of <br />