Exhibit 10.9
A.A.P.L. FORM 610 - 1989
MODEL FORM OPERATING AGREEMENT
OPERATING AGREEMENT
DATED
February 28, 2017,
year
OPERATOR
Berry Petroleum Company, LLC CONTRACT AREA
Hill (See Exhibit "A"
hereto)
COUNTY OR PARISH OF
,
STATE OF
California
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
2
III.
INTERESTS OF PARTIES
3
A. OIL AND GAS INTERESTS:
3
B. INTERESTS OF PARTIES IN COSTS
AND PRODUCTION:
3
C. SUBSEQUENTLY CREATED INTERESTS:
3
IV.
TITLES
4
A. TITLE EXAMINATION:
4
B. LOSS OR FAILURE OF TITLE:
4
1. Failure of Title
4
2. Loss by Non-Payment or Erroneous Payment of Amount Due
5
3. Other Losses
5
4. Curing Title
5
V.
OPERATOR
6
A. DESIGNATION AND RESPONSIBILITIES OF
OPERATOR:
6
B. RESIGNATION OR REMOVAL OF OPERATOR AND SELECTION OF
SUCCESSOR:
6
1. Resignation or Removal of Operator
6
2. Selection of Successor Operator
6
3. Effect of Bankruptcy
6
C. EMPLOYEES AND CONTRACTORS:
6
D. RIGHTS AND DUTIES OF
OPERATOR:
6
1. Competitive Rates and Use of Affiliates
6
2. Discharge of Joint Account Obligations
6
3. Protection from Liens
6
4. Custody of Funds
7
5. Access to Contract Area and Records
7
6. Filing and Furnishing Governmental Reports
7
7. Drilling and Testing Operations
7
8. Cost Estimates
7
9. Insurance
7
VI.
DRILLING AND DEVELOPMENT
8
A. INITIAL WELL:
8
B. SUBSEQUENT OPERATIONS:
9
1. Certain Proposed Operations
9
2. Operations by Less Than All Parties
10
3. Stand-By Costs
12
4. Deepening
13
5. Sidetracking
13
6. Order of Preference of Operations
13
7. Conformity to Spacing Pattern
14
8. Paying Wells
14
C. COMPLETION OF WELLS; REWORKING AND PLUGGING BACK:
14
1. Completion
14
2. Rework, Recomplete or Plug Back
14
D. OTHER OPERATIONS:
14
E. ABANDONMENT OF WELLS:
15
1. Abandonment of Dry Holes
15
2. Abandonment of Wells That Have Produced
15
3. Abandonment of Non-Consent Operations
15
F. TERMINATION OF OPERATIONS:
15
G. TAKING PRODUCTION IN
KIND:
15
(Option 1) Gas Balancing Agreement
15
(Option 2) No Gas Balancing Agreement
16
VII.
EXPENDITURES AND LIABILITY OF PARTIES
16
A. LIABILITY
OF PARTIES:
16
B. LIENS AND SECURITY INTERESTS:
17
C.
ADVANCES:
17
D. DEFAULTS AND REMEDIES:
17
1. Suspension of Rights
18
2. Suit for Damages
18
3. Deemed Non-Consent
18
4. Advance Payment
18
5. Costs and Attorneys' Fees
18
E. RENTALS, SHUT-IN WELL PAYMENTS AND MINIMUM ROYALTIES:
18
F. TAXES:
18
VIII.
ACQUISITION, MAINTENANCE OR TRANSFER OF INTEREST
19
A. SURRENDER OF LEASES:
19
B. RENEWAL OR EXTENSION OF LEASES:
19
C. ACREAGE OR CASH CONTRIBUTIONS:
19
i
A.A.P.L. FORM 610 - MODEL FORM OPERATING AGREEMENT - 1989
TABLE OF CONTENTS
D. ASSIGNMENT; MAINTENANCE OF UNIFORM INTEREST:
20
E. WAIVER OF
RIGHTS TO PARTITION:
20
F. PREFERENTIAL RIGHT TO