[LETTERHEAD]
December 18, 1998
Xx. Xxx X. Xxxxxx
Mobil Exploration & Production U.S. Inc.
0000 Xxxxxxxxxx Xxxxx
Xxx Xxxxxxxxx, Xxxxx 00000
RE: Assignment of Contract Rights and Term Assignment
of Oil and Gas Lease, Old Ocean Area, Brazoria and
Matagorda Counties, Texas
Ladies and Gentlemen:
The purpose of this letter is to set forth our agreement regarding
the extension of that certain letter agreement (the "Agreement") dated
November 10, 1998 between Benz Energy, Ltd. ("Benz") and Mobil Producing
Texas & New Mexico Inc. ("Mobil") regarding the referenced transaction (the
"Transaction").
1. The Agreement provides the closing of the Transaction will occur on
or before December 15, 1998. At the request of Benz Mobil hereby agrees to
extend the closing of the Transaction to on or before December 31, 1998 (the
"Closing Date").
2. The Agreement also requires the parties to negotiate in good faith
to formalize a purchase and sale agreement. The parties hereby agree that
they are under no obligation to negotiate, for or formalize such an
agreement.
3. In the event Benz is unable to close this Transaction on or before
the Closing Date, as liquidating damages, Mobil will receive an assignment
from Benz of 22.23105% of 8/8ths interest in all of the geophysical option
agreements and oil, gas and mineral leases and any extensions, renewals or
modifications thereto, (the "Interest") acquired by, or for the benefit of,
Benz or any of its affiliated companies free of cost through the Closing
Date. The Interest assigned will be limited to lands within the AMI but
outside the Old Ocean Unit as identified in that unrecorded agreement, by
and between Mobil Producing Texas & New Mexico Inc., Amoco Producing Company
and Cheyenne Petroleum Company dated effective October 15, 1997.
Mobil Exploration & Production U.S. Inc.
December 18, 1998
Page 2
If this letter set forth your understanding, please sign and insert
the date in the appropriate spaces below.
Very truly yours,
BENZ ENERGY, LTD.
/s/ R. Xxxxx Xxxxxx
R. Xxxxx Xxxxxx, CPL
Coordinator Contract Negotiations
ACCEPTED AND AGREED TO
this 18th day of December, 1998:
MOBIL PRODUCING TEXAS & NEW MEXICO INC.
By: Mobil Exploration & Producing U.S. Inc.,
as Agent
/s/ Xxx X. Xxxxxx
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BY: Xxx X. Xxxxxx
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NAME:
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TITLE: Xxxxxxx
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