Attached files
| file | filename |
|---|---|
| EX-10.2 - FORM OF WARRANT - Petro River Oil Corp. | ex10-2.htm |
| 8-K - FORM 8-K - Petro River Oil Corp. | ptrc8k_june132017.htm |
| EX-10.5 - FORM OF PROMISSORY NOTE - Petro River Oil Corp. | ex10-5.htm |
| EX-10.3 - FORM OF SECURITY AGREEMENT - Petro River Oil Corp. | ex10-3.htm |
| EX-10.1 - FORM OF SECURITIES PURCHASE AGREEMENT - Petro River Oil Corp. | ex10-1.htm |
Exhibit 10.4
ASSIGNMENT OF OVERRIDING ROYALTY INTERESTS
SPYGLASS ENERGY
GROUP, LLC, an Oklahoma limited liability company
(“Assignor”), for Ten Dollars and other good and
valuable consideration, the receipt and sufficiency of which is
hereby acknowledged, hereby transfers, assigns, sets over, and
delivers unto Petro Exploration Funding, LLC, a New York limited
liability company (“Assignee”), an overriding royalty
interest equal to TWO PERCENT (2%) of 8/8ths in the oil, gas and
other hydrocarbon substances which may be produced, saved, sold and
marketed from the oil and gas leases described in Exhibit A-1 and
the Concession Agreement lands as defined and described in Exhibit
A-2 (collectively referred to herein as the “Leases”),
insofar as said Leases cover the lands specifically described
therein, said lands being situated in Osage County,
Oklahoma.
TO HAVE
AND TO HOLD the overriding royalty interests unto Assignee, its
respective successors and assigns forever, with warranty of title
by, through, and under the Assignor, but not otherwise. The
overriding royalty interests herein conveyed shall be subject to
the following provisions and conditions:
1. The overriding
royalty interests herein assigned shall be free and clear of and
from any and all costs and expenses of developing, operating,
producing and marketing, but shall bear its proportionate part of
all gross production, severance and other taxes which may be
assessed or levied against said overriding royalty interests or the
production attributable thereto. Nothing contained herein shall
impose on Assignor any covenant, duty or obligation to develop or
operate the properties covered by the Leases other than as required
by the Leases or to maintain the Leases in effect by the payment of
delay rentals.
2. In the event Assignor owns less than the entire and undivided leasehold estate in the lands covered by the Leases, or any of them, the overriding royalty interests herein assigned shall be reduced proportionately and shall be payable to Assignee in the proportion which the leasehold interests owned by Assignor bear to the entire and undivided oil, gas and mineral estates described therein.
3. In
the event the Leases, or any of them, cover less than the entire
and undivided interest in the oil, gas and other minerals in the
lands covered by the Leases, the overriding royalty interests
hereby assigned shall be reduced proportionately and shall be
payable to Assignee in the proportion which the interests in the
oil, gas and other minerals in the lands covered by said Leases
bear to the entire and undivided interest in the oil, gas and other
minerals in and under said lands.
4.
Assignor shall have the right to pool the Leases and the lands
covered thereby, or any part thereof, with other lands and leases
into units, and if the Assignor shall so pool the Leases and the
lands covered thereby voluntarily, or if the Leases and the lands
covered thereby, or any part thereof, are pooled with other leases
and lands in order to form drilling and spacing units by any
governmental authority having jurisdiction, then the overriding
royalty interests herein assigned and conveyed shall be reduced in
the proportion which the acreage covered by the Leases bears to all
of the acreage included in any such pooled unit.
5. The
overriding royalty interests herein assigned shall attach and apply
to all of the Leases described in Exhibit A-1 and any renewals or
extensions thereof, and to any future Leases granted under the
Concession Agreement (as defined in Exhibit A-2) and any renewals
or extensions thereof.
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IN
WITNESS WHEREOF, this Assignment has been executed and delivered by
Assignor on the date of acknowledgement of signature below, but
shall be effective for all purposes as of June ___,
2017
SPYGLASS ENERGY
GROUP, LLC
By:
__________________________
Stephen
Brunner
Manager
STATE
OF _________ )
COUNTY
OF ______)
Before
me, the undersigned, a Notary Public, in and for said County and
State, on June__, 2017, personally appeared Stephen Brunner, to me
known to be the identical person who subscribed the foregoing
instrument as Manager of Spyglass Energy Group, LLC.
___________________________
Notary
Public
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EXHIBIT
A-1
Oil and
Gas Leases
See
attached
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EXHIBIT
A-2
Concession
Agreement Lands
All oil
and gas leases issued and to be issued to Assignor, its successors
and assigns, under and pursuant to the Lease Acquisition and
Exploration Agreement, made and entered into as of September 21,
2005, by and between the Osage Tribe of Indians of Oklahoma and
Spyglass Energy Group, LLC, as approved by Tribal Resolution No.
31-1240, as amended from time to time, covering the following
described lands, all situated in Osage County,
Oklahoma:
Range 6
East:
Township
26 North, Range 6 East: Section 1; Section 2 E/2; Section 11 NE/4;
Sections 12 and 13; Sections 24 and 25; Section 36 NE/4;
and
Township
27 North, Range 6 East: Sections 1 through 5; Section 6 N/2 and
SW/4; Section 8 N/2 and SE/4; Sections 9 through 15; Section 16 N/2
and SE/4; Section 21 NE/4; Sections 22 through 26; Section 27 E/2;
Sections 35 and 36; and
Township
28 North, Range 6 East: Sections 25 through 36; and
Range
7 East:
Township
25 North, Range 7 East: Sections 1 through 6; Section 7 E/2;
Sections 8 through 12; Section 13 W/2 and NE/4; Section 14; Section
15 NE/4; and
Township
26 North, Range 7 East: Sections 1 through 36; and
Township
27 North, Range 7 East: Sections 1 through 36; and
Township
28 North, Range 7 East: Sections 25 through 36; and
Range 8
East:
Township
25 North, Range 8 East: Sections 4 through 8; Section 18 NW/4;
and
Township
26 North, Range 8 East: Sections 3 through 9; Sections 16 through
21; Sections 28 through 33; and
Township
27 North, Range 8 East: Sections 5 through 8; Section 10; Section
15; Sections 17 through 22; Sections 24 and 25; Sections 27 through
34; and
Township
28 North, Range 8 East: Sections 30 and 31.
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