Assets of Oil and Gas Exploration Company

Sale of Bakken Assets of Escalera Resources Co., including all of Seller's right, title, interest and estate, real or personal, recorded or unrecorded, movable or immovable, tangible or intangible, in and to the following-described real and personal property (but excluding the Excluded Assets):

• All of: (i) the oil and gas leases; subleases; leasehold estates; carried interests; farmout rights; options; units and participating areas; mineral interests; overriding royalty interests; non-participating royalty interests; and other properties and interests described in Exhibit A on the attached PDF (the "Leases"), together with each and every kind and character of right, title, claim and interest that Seller has in and to the Leases or the Lands, or in Lands currently pooled, unitized, communitized or consolidated with the Leases; subject to such depth limitations and other restrictions as may be set forth in such Leases, instruments in the chain of tide, Exhibit A, or as may be applicable to other interests not described on Exhibit A but on which any of the Wells are located, together with each and every kind and character of right, title, claim and interest that Seller has in and to the Leases or the Lands currently pooled, unitized, communitized or consolidated therewith (the "Lands");
• All oil, gas, water or injection wells located on the Lands, whether producing, shut-in, or temporarily abandoned, including, without limitation, the interests in the wells shown on Exhibit A-l and Exhibit A-2 on the attached PDF and the active permits associated therewith to the extent transferable (the "Wells");
• All interest of Seller derived from the Leases in or to any currently existing pools or units which include any Lands, all or a part of any Leases, or any Wells, including those pools or units shown on Exhibit A-3 on the attached PDF (the "Units"; and the Units, together with the Leases, Lands and Wells, being hereinafter referred to as the "Properties" or any one of them as the "Property") and the Unit Operating Agreements relating thereto, and including all interests of Seller derived from the Leases in production of Hydrocarbons from any such Unit, whether such Unit production of Hydrocarbons comes from Wells located on or off of a Lease, and all tenements, hereditaments and appurtenances belonging to the Leases and the Units;
• All Hydrocarbons produced from or attributable to the Leases, Lands, and Wells from and after the Effective Time, together with Imbalances associated with the Properties; and
• All Lease, Land and Well files; production records; gas and oil sales contract files; division order files; abstracts; title opinions; land surveys; logs; maps; engineering data and reports; Seismic data; invitations to participate; authorizations for expenditure; and other books, records, data, files and accounting records, in each case to the extent related primarily to the Assets, or used or held for use primarily in connection with the maintenance or operation thereof, but excluding (i) any books, records, data, files, maps, and accounting records to the extent disclosure or transfer is restricted by a license agreement or applicable Law notwithstanding the Sale Order (provided, however, that Purchaser shall be informed in writing of any records not disclosed in accordance with this clause to the extent Seller is not otherwise prohibited from doing so), (ii) computer or communications software or intellectual property (including tapes, codes, data and program documentation and all tangible manifestations and technical information relating thereto), (iii) attorney-client privileged communications and work product of Seller's or any of Seller's Affiliates' legal counsel (other than title opinions), and (iv) records relating to the negotiation and consummation of the sale of the Assets (subject to such exclusions, the "Records"); provided, however, that Seller may retain the originals of such Records as Seller has determined may be required for litigation, tax, accounting, and auditing purposes and provide Purchaser with copies thereof at Seller's cost.