Oil and Gas Properties in Texas

Sale of Oil and Gas Properties located in Bastrop County, Texas. The Properties includes the related leaseholds, wells, rights in production, contract rights, easements, permits, equipment, imbalances, data, warranties of title, and all other rights, title and interest to the Properties, described as below:

• Leaseholds: All oil, gas, and mineral leases, including renewals, extensions, ratifications, and amendments to such leases, and further including working interests, rights of assignment and reassignment, net revenue interests, and undeveloped locations under or in such oil, gas, or mineral leases, interests in rights to explore for and produce oil, gas, or other minerals thereunder, and any and all rights thereto including all of seller’s surface, mineral, royalty, reversionary, or other interests, in each case as such interests are described on Exhibit A (the “Leases”);
• Wells: All producing, non-producing, and shut-in oil and gas wells, salt water disposal wells, injection wells, and other wells located on the Leases, including all of Seller’s working interest and net revenue interest, in each case as such interests are described on Exhibit B (the “Wells”);
• Rights in Production: All production from the Wells and Leases from and after the Effective Date (as defined below), including all reversionary interests, back-in interests, production payments, net profits interests, volumetric production payments, and any other interest of any kind or character relating to natural gas, casinghead gas, natural gas liquids, condensate, crude oil, and other hydrocarbons, whether gaseous or liquid, produced and severed from, or allocable to, the Wells and Leases or any interests pooled or unitized therewith (collectively, the “Hydrocarbons”);
• Contract Rights: All contracts and agreements, including all unit agreements, orders and decisions of regulatory authorities establishing or relating to units, unit operating agreements, well operating agreements, communitization agreements, gas purchase agreements, oil purchase agreements, gathering agreements, transportation agreements, processing or treating agreements, farmout agreements and farmin agreements, seismic agreements, salt water disposal agreements, and any other agreements relating to the Properties, including those contracts and agreements that qualify as “executory contracts” under Section 365 of the Bankruptcy Code, in each case as listed on Schedule 1.1(d) (collectively, the “Contracts”);
• Easements: All rights-of-way, easements, licenses, and servitudes appurtenant to or used in connection with the Leases or Wells, including those described on Exhibit C (the “Easements”);
• Permits: All permits and licenses of any nature owned, held, or used in connection with operations for the exploration and production of oil, gas, or other minerals on the Leases or Wells, to the extent transferable (the “Permits”);
• Equipment: All tangible personal property situated at, or used in connection with, the Leases, Wells, or other components of the Properties described in this Section 1.1, including all facilities, foundations, surface equipment, down-hole equipment, tanks, pumps, compressors, separators, gathering lines, gas lines, oil lines, water lines, oil and gas pipelines, buildings, inventory, electrical lines and related electrical infrastructure, salt water disposal lines, injection equipment, and all other tangible property used or obtained in connection with the Properties, whether or not described on Exhibit D (the “Equipment”);
• Imbalances: All positive wellhead gas imbalances attributable to the Wells;
• Data: All Data (as defined below) associated with the Properties;

The Properties are more particularly described in Exhibit A, B, C, and D on the attached PDF.