EXHIBIT 10.6
THIRD EXTENSION AGREEMENT BETWEEN PIONEER OIL LLC
AND DOLPHIN ENERGY CORPORATION DATED APRIL 28, 2003
THIRD EXTENSION AGREEMENT
THIS THIRD EXTENSION AGREEMENT is made and entered into effective April
28, 2003, by and between Pioneer Oil LLC, a Montana limited liability company,
of Billings, Montana ("Pioneer") and Dolphin Energy Corporation, of Miami,
Florida ("Dolphin").
WITNESSETH, that:
WHEREAS, Pioneer and Dolphin entered into a certain Lease Acquisition
and Drilling Agreement dated September 30, 2002 (the "Lease Acquisition and
Drilling Agreement"); and
WHEREAS, by Letter Agreement agreed to and accepted January, 4, 2003,
the parties agreed to amend Articles III-B and C and Article V-A of the Lease
Acquisition and Drilling Agreement; and
WHEREAS, by Letter Agreement agreed to and accepted January 30, 2003,
the parties agreed to amend Article III, Article IV-B and Article IV-C and
Article V-A of the parties' Lease and Acquisition and Drilling Agreement; and
WHEREAS, the parties now wish to enter into this Third Extension
Agreement.
NOW, THEREFORE, in consideration of the premises and of the mutual
promises and obligation undertaken herein, it is agreed as follows:
1. Dolphin shall pay Pioneer the sum of $100,000, by cashier's check
or wire transfer, on or before May 7, 2003.
2. Dolphin's payment obligation under Paragraph IV-A and Paragraph
V-A under the Lease Acquisition and Drilling Agreement is
extended to September 15, 2003, provided, however, that Dolphin
has timely paid the sum set forth in Paragraph 1, above, and
subject to the provisions of Paragraph 3, below.
3. Dolphin's drilling obligation under Paragraph V-A under the Lease
Acquisition and Drilling Agreement is extended to March 1, 2004.
4. Until such time as Dolphin performs by making the payments
described in Paragraph 2, above, Pioneer shall have the right to
either (i) sell or assign up to 106 locations of 80 acres each
located on the Leases described in the Lease
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Acquisition and Drilling Agreement to a third party or parties
and/or (ii) elect to drill for its own account gas wells on up to
106 locations of 80 acres each located on the Leases described in
the Lease Acquisition and Drilling Agreement, and in either of
such cases, Pioneer shall first give written notice to Dolphin,
which said written notice shall specify the legal descriptions of
up to 106 of 80 acres each on the subject Leases, allowing
Dolphin five (5) business days from and after such written notice
within which Dolphin may elect to perform its obligations under
Paragraph 2, above, and in which said case, Dolphin must perform
its obligations under Paragraph 2, above, within ten (10)
business days of Pioneer having given such notice. In the event
that Pioneer exercises its rights hereunder and Dolphin fails to
timely perform its obligations of the parties under and pursuant
to the Lease Acquisition and Drilling Agreement shall be
terminated as to the drilling locations designated in Pioneer's
written notice to Dolphin.
5. Time shall be of the essence of all of the obligations and
undertakings of the parties pursuant to the Lease Acquisition and
Drilling Agreement and all Amendments thereto.
6. This Agreement shall be signed by the parties in counterpart and
exchanged via facsimile transmission.
DATED this 28th day of April, 2003.
Dolphin Energy Corporation
BY: /s/ MARC BRUNER
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Authorized Officer
Pioneer Oil, LLC
BY: /s/ TADD BUTT
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Authorized Member
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