PRODUCTION PAYMENT PURCHASE AND SALE AGREEMENT
This PRODUCTION PAYMENT PURCHASE AND SALE AGREEMENT (the “ Agreement ”),
executed as of November 14, 2003, and effective September 1, 2003 (the “ Effective Date ”), is between
DENBURY RESOURCES INC. (“ Denbury ”), a Delaware corporation, whose address is 5100 Tennyson
Parkway, Suite 3000, Plano, Texas 75024, and GENESIS CRUDE OIL, L.P. (“ Genesis ”), a Delaware
limited partnership, whose address is 500 Dallas, Suite 2500, Houston, Texas 77002. Denbury and Genesis are
sometimes referred to individually as a “Party” and collectively as the “ Parties ”.
FOR AND IN CONSIDERATION of the payments and mutual covenants to be made in this
Agreement by the Parties and the benefits derived by the Parties from this Agreement, the Parties agree as
A. Denbury owns certain undivided oil, gas and mineral leasehold, royalty and mineral interests in
and to those lands commonly referred to as the Hollybush field, the South Pisgah field and the Goshen Springs
field, as more particularly described in Exhibit A attached to the Assignment (as defined below).
B. Denbury is currently engaged in a program with respect to the Subject Interests (as defined
below) on the Subject Lands (as defined below) for the exploration, development, production and sale of carbon
C. Denbury desires to sell and convey and Genesis desires to purchase and pay for (1) all of
Denbury’s rights, title and interests in and to certain contracts covering the sale of carbon dioxide by Denbury,
and (2) a volumetric production payment in and to the carbon dioxide that is produced, saved and sold from the
Subject Interests, upon and subject to the terms and conditions provided in the Assignment and this Agreement.
1.1 For purposes of this Agreement, the following capitalized terms shall have the meanings herein
ascribed to them and the capitalized ter