Exhibit 10.3
NOTE: PORTIONS OF THIS EXHIBIT INDICATED BY "[*]" ARE SUBJECT TO A CONFIDENTIAL
TREATMENT REQUEST, AND HAVE BEEN OMITTED FROM THIS EXHIBIT.
COMPLETE,
UNREDACTED COPIES OF THIS EXHIBIT HAVE BEEN FILED WITH THE SECURITIES AND
EXCHANGE COMMISSION AS PART OF THIS COMPANY'S CONFIDENTIAL TREATMENT REQUEST.
A.A.P.L. FORM 610 - 1989
MODEL FORM OPERATING AGREEMENT
OPERATING AGREEMENT
DATED
March 31
,
2012
,
year
OPERATOR
Range Michigan LLC
CONTRACT AREA
[*]
COUNTIES OF
[*]
, STATE OF
Michigan
COPYRIGHT 1989 - ALL RIGHTS RESERVED
AMERICAN ASSOCIATION OF PETROLEUM
LANDMEN, 4100 FOSSIL CREEK BLVD.
FORT WORTH, TEXAS, 76137, APPROVED FORM.
A.A.P.L. NO. 610 - 1989
A.A.P.L. FORM 610 - MODEL FORM OPERATING AGREEMENT - 1989
TABLE OF CONTENTS
Article
Title
Page
I.
DEFINITIONS
1
II.
EXHIBITS
3
III.
INTERESTS OF PARTIES
3
B.
INTERESTS OF PARTIES IN COSTS AND PRODUCTION:
3
C.
SUBSEQUENTLY CREATED INTERESTS:
4
IV.
TITLES
5
A.
TITLE EXAMINATION:
5
B.
LOSS OR FAILURE OF TITLE:
5
1.
Failure of Title
6
2.
Loss by Non-Payment or Erroneous Payment of Amount Due
7
3.
Other Losses
8
4.
Curing Title
8
V.
OPERATOR
8
A.
DESIGNATION AND RESPONSIBILITIES OF OPERATOR:
8
B.
RESIGNATION OR REMOVAL OF OPERATOR AND SELECTION OF SUCCESSOR:
9
1.
Resignation or Removal of Operator
9
2.
Selection of Successor Operator
9
3.
Effect of Bankruptcy
10
C.
EMPLOYEES AND CONTRACTORS:
10
D.
RIGHTS AND DUTIES OF OPERATOR:
10
1.
Competitive Rates and Use of Affiliates
10
2.
Discharge of Joint Account Obligations
11
3.
Protection from Liens
11
4.
Custody of Funds
11
5.
Access to Contract Area and Records
11
6.
Filing and Furnishing Governmental Reports
12
7.
Drilling and Testing Operations
12
8.
Cost Estimates
12
9.
Insurance
12
VI.
DRILLING AND DEVELOPMENT
13
B.
SUBSEQUENT OPERATIONS:
13
1.
Proposed Operations
13
2.
Operations by Less Than All Parties
14
3.
Stand-By Costs
18
4.
Deepening
19
5.
Sidetracking
20
6.
Order of Preference of Operations
21
7.
Conformity to Spacing Pattern
21
8.
Paying Wells
21
C.
COMPLETION OF WELLS; REWORKING AND PLUGGING BACK:
21
1.
Completion
21
2.
Rework, Recomplete or Plug Back
21
D.
OTHER OPERATIONS:
23
E.
ABANDONMENT OF WELLS:
23
1.
Abandonment of Dry Holes
23
2.
Abandonment of Wells That Have Produced
24
3.
Abandonment of Non-Consent Operations
25
F.
TERMINATION OF OPERATIONS:
26
(Option 2) No Gas Balancing Agreement
26
i
A.A.P.L. FORM 610 - MODEL FORM OPERATING AGREEMENT - 1989
TABLE OF CONTENTS
VII.
EXPENDITURES AND LIABILITY OF PARTIES
27
A.
LIABILITY OF PARTIES:
27
B.
LIENS AND SECURITY INTERESTS:
28
C.
ADVANCES:
30
D.
DEFAULTS AND REMEDIES:
30
1.
Suspension of Rights
30
2.
Suit for Damages
31
3.
Deemed Non-Consent
31
4.
Advance Payment
31
5.
Costs and Attorneys' Fees
32
E.
RENTALS, SHUT-IN WELL PAYMENTS AND MINIMUM ROYALTIES:
32
F.
TAXES:
32
VIII.
ACQUISITION, MAINTENANCE OR TRANSFER OF INTEREST
33
A.
SURRENDER OF LEASES:
33
B.
RENEWAL OR EXTENSION OF LEASES:
34
C.
ACREAGE OR CASH