Amendment #1, dated December 15, 2017, to the Purchase and Sales Agreement, dated as of October 20, 2017, between Seneca Resources Corporation, as Seller, and Carbon California Company, LLC, as buyer
Exhibit 2.2
December 15, 2017
Seneca Resources Corporation
1201 Louisiana Street, Suite 2600
Houston, Texas 77002
Attn: Ben Elmore
Re: | Purchase and Sale Agreement (“Purchase and Sale Agreement”) dated as of October 20, 2017 between SENECA RESOURCES CORPORATION, a Pennsylvania corporation (“Seller”); and CARBON CALIFORNIA COMPANY, LLC, a Delaware limited liability company (“Buyer”) |
Gentlemen:
When executed by you below, this letter shall confirm the agreement between Seller and Buyer to amend the Purchase and Sale Agreement in the following respect:
(1) In Section 3.01, the first phrase, which currently reads
“Commencing on the Execution Date and ending at 5:00 p.m., local time in Houston, Texas sixty (60) days after the Execution Date (the “Examination Period”),”
is hereby amended to read as follows:
“Commencing on the Execution Date and ending at 5:00 p.m., local time in Houston, Texas seventy (70) days after the Execution Date (the “Examination Period”),”
Otherwise the Purchase and Sale Agreement shall remain in full force and effect, in accordance with its existing terms and provisions.
This agreement may be executed in any number of counterparts, and each counterpart hereof shall be effective as to each Party that executes the same whether or not all parties execute the same counterpart. If counterparts of this Agreement are executed, the signature pages from various counterparts may be combined into one composite instrument for all purposes. All counterparts together shall constitute only one agreement, but each counterpart shall be considered an original. This agreement may be executed and delivered by exchange of facsimile or PDF copies showing the signatures of the parties, and those facsimile or PDF copies showing the signatures of the parties will constitute originally signed copies of the same agreement requiring no further execution.
1700 Broadway, Suite 1170, Denver, Colorado 80290 | Telephone ###-###-#### Facsimile ###-###-#### | |
2480 Fortune Drive, Suite 300, Lexington, Kentucky 40509 | Telephone ###-###-#### Facsimile ###-###-#### | |
15500 W. Telegraph Rd, Suite D-32, Santa Paula, California 93060 | Telephone ###-###-#### Facsimile ###-###-#### |
[Signatures Page Follows]
AGREED AND ACCEPTED:
CARBON CALIFORNIA COMPANY, LLC
By: | Carbon Natural Gas Company, Its Manager |
By: | /s/ Patrick R. McDonald | |
Patrick R. McDonald, | ||
Chief Executive Officer |
SENECA RESOURCES CORPORATION
By: | /s/ Steve Conley | |
Name: | Steve Conley | |
Title: | Senior Vice President |
Signature Page