AGREEMENT
Agreement is made this 1st day of November, 1999 between
Delta Petroleum Corporation ("Delta" or "Company") and ▇▇▇▇▇▇ ▇.
▇▇▇▇▇▇, ▇▇. and ▇▇▇▇▇ ▇. ▇▇▇▇▇▇ ("▇▇▇▇▇▇ and ▇▇▇▇▇▇").
Whereas ▇▇▇▇▇▇ and ▇▇▇▇▇▇ have arranged for a loan of
$2,816,851 from Grandhaven, LLC ("Grandhaven") to Delta and
▇▇▇▇▇▇ and ▇▇▇▇▇▇ have each personally guaranteed the loan as
required by Grandhaven; and
Whereas the $2,816,851 loan proceeds are to be used by Delta
to acquire interests in oil and gas properties from ▇▇▇▇▇▇▇
Petroleum Corporation ("▇▇▇▇▇▇▇") under an agreement dated
October 13, 1999; and
Now therefore in consideration of the above:
1. Delta will assign a one percent (1%) overriding royalty
interest to ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇, ▇▇., or his designee(s) and a one
percent (1%) overriding royalty interest to ▇▇▇▇▇ ▇. ▇▇▇▇▇▇, or
his designee(s) in the property interests ("▇▇▇▇▇▇▇ Interests")
to be acquired by Delta under its October 13, 1999 agreement with
▇▇▇▇▇▇▇. Each 1% overriding royalty interest will be
proportionately reduced to the interest in each property acquired
by Delta from ▇▇▇▇▇▇▇. Assignment will be made in a form
acceptable to ▇▇▇▇▇▇ and ▇▇▇▇▇▇. Assignment will be made upon
acquisition of each property interest provided that appropriate
consents to such assignments have been obtained from third
parties as may be required under various agreements to which
Delta is a party or assignment will be made after such consents
are no longer required. Until the assignment is made an amount
equal to the net proceeds from each override will be paid to
Messrs. ▇▇▇▇▇▇ and ▇▇▇▇▇▇ in the form of additional salary and/or
bonuses.
2. Notwithstanding the terms of the aforementioned note,
Delta recognizes that because of the significant risk undertaken
by Messrs. ▇▇▇▇▇▇ and ▇▇▇▇▇▇ in connection with this loan, and
previous such loans aggregating $5,816,851 plus accrued interest,
which risk is greatly disproportionate to their relatively small
ownership interests in Delta, Messrs. ▇▇▇▇▇▇ and ▇▇▇▇▇▇ do not
wish to be personally liable as either guarantors or lenders
relating to these loans beyond December 1, 1999. Consequently,
if financing in the form of equity or debt which effectively
eliminates the personal liability of each of Messrs. ▇▇▇▇▇▇ and
▇▇▇▇▇▇ for the $2,816,851 loan from Grandhaven to Delta is not
obtained by December 1, 1999, then Messrs. ▇▇▇▇▇▇ and ▇▇▇▇▇▇ will
have the right to cause the ▇▇▇▇▇▇▇ Interests acquired under the
October 13, 1999 agreement and the opportunity to acquire any
additional ▇▇▇▇▇▇▇ properties to be assigned to them without the
further consent of the board of directors of Delta or its
shareholders. The assignment will be subject to the remaining
balance owed upon the loan from Grandhaven. After such
assignment the Company will have no interest in the properties
and will not share in any revenues or expenses for the properties
and will not share in any profits or losses from any subsequent
sale or transfer of the properties.
DELTA PETROLEUM CORPORATION
BY: s/▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇, ▇▇.
Authorized Officer
s/▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇, ▇▇.
▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇, ▇▇.
s/▇▇▇▇▇ ▇. ▇▇▇▇▇▇
▇▇▇▇▇ ▇. ▇▇▇▇▇▇
