Amendatory Letter to Asset Purchase, Farmout & Joint Exploration Agreement between EEX Corporation and BP Exploration & Production Inc. (July 16, 2002)
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EEX Corporation and BP Exploration & Production Inc. have agreed to amend their March 1, 2002 Asset Purchase, Farmout & Joint Exploration Agreement for the Treasure Island Project in the Gulf of Mexico. The amendments adjust project cost amounts, update lease listings due to lease expirations and new acquisitions, and revise related exhibits. All other terms of the original agreement remain in effect. This letter ensures the agreement reflects current lease holdings and financial commitments between the parties.
EX-10.1 3 dex101.txt AMENDATORY LETTER DATED JULY 16, 2002 EXHIBIT 10.1 [LETTERHEAD OF EEX CORPORATION] July 16, 2002 BP Exploration & Production Inc. Attention: Mr. E. Peter Zseleczky 501 WestLake Park Boulevard Houston, Texas 77079 Re: AMENDATORY LETTER Asset Purchase, Farmout & Joint Exploration Agreement dated March 1, 2002 Treasure Island Project OCS Gulf of Mexico Gentlemen: This Amendatory Letter is by and between EEX Corporation ("EEX"), and BP Exploration & Production Inc. ("BP"). EEX and BP are sometimes hereinafter referred to collectively as the "Parties". Capitalized terms used in this Amendatory Letter but not otherwise defined herein shall have the meaning ascribed to them in the "Agreement" (as hereinafter defined). WHEREAS, under date of March 1, 2002, EEX and BP entered into that certain Asset Purchase, Farmout & Joint Exploration Agreement ("Agreement"), whereby BP acquired certain interests in oil and gas leases on the OCS Shelf, and BP and EEX agreed to cooperate in further evaluation of such leases, the acquisition of additional oil and gas leases, and possibly, in the drilling of future wells as further set forth in the Agreement. WHEREAS, since the date of execution of the Agreement, it has been determined that OCS-G 14505 (Ship Shoal Block 261) expired of its own terms prior to the date that the Parties executed the Agreement. WHEREAS, since the date of execution of the Agreement, OCS-G 18020 (Ship Shoal Block 260) has expired of its own terms. WHEREAS, since the date of execution of the Agreement, OCS-G 23905 (Ship Shoal Block 212) and OCS-G 23908 (Ship Shoal Block 235) have been awarded by the MMS July 16, 2002-Amendatory Letter-Treasure Island Project-(Page 2) to the Parties as a result of their successful bids placed on such lease blocks at OCS Lease Sale No. 182. WHEREAS, the Parties desire a) to amend the Agreement to provide for an appropriate reduction in the Project Costs as a result of the expiration of OCS-G 14505 (Ship Shoal Block 261) prior to the execution date of the Agreement; and, b) to amend Exhibit "A" and Exhibit "D" of the Agreement to provide for deletion and/or addition of reference certain leases listed therein as a result of expiration and/or acquisition of such leases. NOW, THEREFORE, for and in consideration of the premises, EEX and BP hereby covenant and agree as follows: 1. The initial paragraph of Section 4 (BP Work Commitment, Seismic and Lease Acquisition) is amended to change the amount of Project Costs, as referenced therein, from five million dollars ($5,000,000.00) to four million seven hundred and two thousand five hundred sixty-nine dollars and thirty cents ($4,702,569.30), and from three million dollars ($3,000,000.00) to two million seven hundred and two thousand five hundred sixty-nine dollars and thirty cents ($2,702,569.30), respectively. 2. Subparagraph 2. of Section 5 (Failure to Fund Work Commitment, Seismic and Lease Acquisition) is amended to change the amount from three million dollars ($3,000,000.00) to two million seven hundred and two thousand five hundred sixty-nine dollars and thirty cents ($2,702,569.30). 3. The second item (as referenced by a dot) under Section 6 (Initial Well Commitment) is amended to change the amount from five million dollars ($5,000,000.00) to four million seven hundred and two thousand five hundred sixty-nine dollars and thirty cents ($4,702,569.30). 4. Section 8 (Full Expenditure of Project Costs) is amended to change the reference from five million dollars ($5,000,000.00) to four million seven hundred and two thousand five hundred sixty-nine dollars and thirty cents ($4,702,569.30). 5. Subparagraph 2. and the second item (as referenced by a dot) under Subsection B) of Section 9 (Initial Well Termination Events) are both amended to change the reference from five million dollars ($5,000,000.00) to four million seven hundred and two thousand five hundred sixty-nine dollars and thirty cents ($4,702,569.30). 6. Exhibit "A" to the Agreement is deleted in its entirety, and substituted therefor is the revised Exhibit "A" attached hereto as Attachment "1". 7. Exhibit "A" of the Offshore Operating Agreement attached as Exhibit "D" to the Agreement is hereby deleted in its entirety, and substituted therefor is the revised Exhibit "A" attached hereto as Attachment "2". 8. Except as amended hereby, the Agreement shall continue in full force and effect and EEX and BP ratify and confirm the Agreement as amended hereby. July 16, 2002-Amendatory Letter-Treasure Island Project-(Page 3) Upon execution on behalf of BP, each of the Parties has caused this Amendatory Letter to be executed as of the date shown above, and to be effective as of the date hereof. Sincerely yours, EEX CORPORATION /s/ Ben Davis Ben Davis Land Manager BP EXPLORATION & PRODUCTION INC. By: /s/ O. Kirk Wardlaw -------------------------------- Printed Name: O. Kirk Wardlaw ---------------------- Title: Attorney-in-Fact ----------------------------- ATTACHMENT "1" To that certain Amendatory Letter dated July 16, 2002, by and between EEX Corporation and BP Exploration & Production Inc. EXHIBIT 'A' Attached to and made a part of that certain Joint Venture Agreement dated March 1, 2002, by and between BP Exploration & Production Inc. and EEX Corporation SECTION I: EEX Owned Leases
*Lease covers only S 1/2 and NE 1/4 of Block. **Depth Limitations SS 188 - EEX owns 100% Operating Rights WI from 17,000' subsea down to 100,000' subsea. SS 260 - EEX owns 20% WI below 12,000' TVD. SMI 80 - S/2 N/2 N/2; S/2 N/2; S/2: EEX owns 11.25% WI below the stratigraphic equivalent of the deepest productive reservoir discovered in the field which is defined as the base of the 11200' Sand as seen in the OCS-G 14439 Well No. A-5 ST at approximately 13,146' MD; and N/2 N/2 N/2: EEX owns 11.25% WI below 9,000' subsea. ***SS 188 burdened by 5% ORI to Aviara Energy Corporation. SS 260 and SMI 80 burdened by 2% ORI in favor of Lee B. Backsen, et al. EEX is designated Operator of all Leases except OCS-G 18020 (Ship Shoal Block 260), OCS-G 21661 (Ship Shoal Block 331) and OCS-G 14439 (South Marsh Island Block 80) SECTION II: Leases Acquired by the Parties at OCS Lease Sale No. 182
SECTION III: Currently Existing Agreements 1. Offshore Operating Agreement attached as Exhibit "B-3" to that certain Amended Acquisition & Management Agreement dated March 5, 1994, by and between General Atlantic Resources, Inc., General Atlantic Oils Ltd., General Atlantic Gulf Coast, Inc. and Taurus Exploration U.S.A., Inc., covering OCS-G 14439 (South Marsh Island Block 80). 2. Offshore Operating Agreement dated August 1, 1997, by and between UMC Petroleum Corporation, Taurus Exploration U.S.A., Inc. and Smacko, Ltd., covering OCS-G 10820 (Ship Shoal Block 260). 3. Offshore Operating Agreement dated May 1, 2000, by and between Remington Oil & Gas Corporation and EEX Corporation, covering OCS-G 21661 (Ship Shoal Block 331). 4. Letter Agreement dated January 22, 2002, by and between Aviara Energy Corporation and EEX Corporation, covering OCS-G 22712 (Ship Shoal 188). ATTACHMENT "2" To that certain Amendatory Letter dated July 16, 2002, by and between EEX Corporation and BP Exploration & Production Inc. EXHIBIT "A" Attached to and made a part of that certain Offshore Operating Agreement dated March 1, 2002, by and between BP Exploration & Production Company and EEX Corporation. SECTION I: LEASES AND WORKING INTERESTS OF THE PARTIES
*OCS-G 21670 covers only the South Half and Northeast Quarter of South Timbalier Block 188. **Only as to depths below 17,000 feet. ***South Half and South Three-Fourths of North Half-Only as to depths below 11,200' Sand as seen in OCS-G 14439 Well No. A-5 ST at depth of approximately 13,146' measured depth. North One-Fourth of North Half-Only as to depths below 9,000' subsea. SECTION II: OPERATOR BP is designated as the Operator of all blocks except for OCS-G 21661 (Ship Shoal Block 331), and OCS-G 14439 (South Marsh Island Block 80), which are covered by existing operating agreements naming other parties as Operator. SECTION III: DESCRIPTION OF AREA OF PROSPECTS
SECTION IV: PRE-EXISTING, CARVED-OUT INTERESTS OCS-G 22712 (Ship Shoal Block 188)-Five percent of eight-eighths (5% x 8/8) overriding royalty interest in favor of Aviara Energy Corporation. OCS-G 14439(South Marsh Island Block 80)-Two percent of eight-eighths (2% x 8/8) overriding royalty interest in favor of Lee B. Backsen, et al. SECTION V: ADDRESSES OF THE PARTIES BP Exploration & Production Company E. P. Zseleczky 501 WestLake Park Boulevard Tel: (281) 366-0939 Houston, Texas 77079 Fax: (281) 366-7569 EEX Corporation Ben Davis 2500 CityWest Blvd, Suite 1400 Tel: (713) 243-3247 Houston, Texas 77042 Fax: (713) 243-3422
