I never said any of the things that you are quoting me about. Obviously, the purpose of the memo is to give notice to the public that a lease exists. Stop being disingenuous. Cotten referenced one company in one Texas county. I was referencing the general practice. The lessor almost always signs the memo. How about a wager? You and I both have 30 days. The bounty: $100.00 for each copy of a Memo of Oil & Gas Lease brought in. You bring in the ones signed only by Lessee, or the ones that Cotten referenced. I bring in the ones executed by Lessor. I know who will net more. It won't be you.
rw kennedy on Thursday: "I have never seen a memorandum with lessor's signature on it."
Easy to remedy that. All you need to do is go look.
"" Allow me to refresh your memory. The purpose of a memorandum of lease is to give constructive notice. Are the words below not yours?
Dave Quincy said:
I have never seen a memo of lease not signed by Lessor. It wouldn't make any sense otherwise. They are the only one who has the legal standing to sign one. The whole purpose is for the mineral/owner lessor to acknowledge to lessee/oil co. that a lease has been executed with a certain primary term, and that basically the other terms of the lease will not be made public record. The lessee might sign it also, but it is the lessor who executes it.
I guess I haven't worked Bee County much.
Allow me to say it again. I have never seen a Memorandum of Lease that wasn't signed by the Lessor. You stated on Thursday that "you had never seen where a Lessor signed the memo".
That's ridiculous. The Lessor/mineral owner is the one with the legal standing to grant the lease, so of course, they would sign the Memo.
Dave, I would not wager with you because, you claim you never said things which you obviously did.
In the post just above "I have never seen a memorandum of lease with lessors signature on it" Does not say that I said the lessee never signs the memorandum of lease as you said I was alleging earlier. You need to go back and look at what you said once again.
" rw was alleging that the Lessor doesn't or never executes the memo. That is incorrect. They typically do. " You said that Dave, not me.
The forest is still out there.
Dave Quincy said:
I never said any of the things that you are quoting me about. Obviously, the purpose of the memo is to give notice to the public that a lease exists. Stop being disingenuous. Cotten referenced one company in one Texas county. I was referencing the general practice. The lessor almost always signs the memo. How about a wager? You and I both have 30 days. The bounty: $100.00 for each copy of a Memo of Oil & Gas Lease brought in. You bring in the ones signed only by Lessee, or the ones that Cotten referenced. I bring in the ones executed by Lessor. I know who will net more. It won't be you.
rw kennedy on Thursday: "I have never seen a memorandum with lessor's signature on it."
Easy to remedy that. All you need to do is go look.
Dave, I have quoted you, you said the lessor is "the only one with standing" do you wish to retract that? Then do so.
You have no idea of how many memorandums of lease I have seen, it might only have been one, I am after all, just a mineral owner, only peripherally in the business.
I do know that you go back on what you say, possibly you are stating what you wish you said, or what you really wish I had said instead of what I did in fact say, but because of that fact I would not wager with you nor would I do business with you.
Quoting you here again Dave:
I have never seen a memo of lease not signed by Lessor. It wouldn't make any sense otherwise. They are the only one who has the legal standing to sign one. The whole purpose is for the mineral/owner lessor to acknowledge to lessee/oil co. that a lease has been executed with a certain primary term, and that basically the other terms of the lease will not be made public record. The lessee might sign it also, but it is the lessor who executes it.
You can keep trying to change what you said in readers minds or you can retract, I would, I would say I misspoke and admit I was wrong, done it before, it's painless.
Dave Quincy said:
I guess I haven't worked Bee County much.
Allow me to say it again. I have never seen a Memorandum of Lease that wasn't signed by the Lessor. You stated on Thursday that "you had never seen where a Lessor signed the memo".
That's ridiculous. The Lessor/mineral owner is the one with the legal standing to grant the lease, so of course, they would sign the Memo.
It doesn't follow that if on Thursday you said that you had never seen where a lessor signed a memo, that you don't believe a lessor ever executed a memo? Why would you even make that statement? It is clear that you wrongly thought that the lessor doesn't sign the memo.
I am here to tell you that the Bee County reference that Cotten provided isn't the norm at all.
99.9% of the time, it is the lessor who executes the memo, the guy or gal or entity that you, as of Thursday, have never seen execute one. Open your eyes to reality.
Let's raise that bounty to $500.00 per instrument.
Dave you are making assumptions that have not been entered into evidence. I have in fact seen exactly one memorandum of lease. It was not signed by the lessor. What I said was the absolute truth. In researching that one memo, I learned that the lessor need not sign it, is not the only one with standing contrary to what you say. Your own assumptions are what is leading you astray and then you try to put words in my mouth.
Dave, I have already shown several times where you won't admit what you said, what fool would gamble with you?
There is a good reason it says Dave Quincy said: below, it's because it's what YOU said, that you are trying to say I said, but it's not what I said.
Dave Quincy said:
It doesn't follow that if on Thursday you said that you had never seen where a lessor signed a memo, that you don't believe a lessor ever executed a memo? Why would you even make that statement? It is clear that you wrongly thought that the lessor doesn't sign the memo.
I am here to tell you that the Bee County reference that Cotten provided isn't the norm at all.
99.9% of the time, it is the lessor who executes the memo, the guy or gal or entity that you, as of Thursday, have never seen execute one. Open your eyes to reality.
Let's raise that bounty to $500.00 per instrument.
You have seen one memo in your life?
I feel a little guilty now because I have seen thousands. Maybe this isn't a level playing field. Let me know if you ever want to run your postings by me first, so that you won't look bad.
You are hereby disqualified from any future declarations or representations that you are an expert witness regarding Memorandums of Oil and Gas Leases.
You need to have seen at least two.
Dave, in re-reading your last post and the "Open your eyes to reality" I have been telling you that all along, just not in so many words because I thought it would be more polite. I don't change what you say because I don't have to. You must alter what I say, make up fairytale suppositions, or you are in an untenable position. Can you not see the difference?
Now this gambling stuff, because you want to get some of your own back and you believe that it would be an arena in which you could win. You are transparent. Get a grip.
Your very next post could be a retraction of the things you wish you had not said. It's ok, everybody says things sometimes that they would like to retract. Just say you misspoke, say you have no idea why you said that at that moment in time, believe me, Buddy Cotten has taken me to the woodshed a time or two, usually for overly broad statements and I was the better for it. Thanked him in fact. Not retracting something you said that anyone can see is wrong would hurt ones credibility more than retracting. Not mad at you, don't hate you, somewhat irritated with you when you try to put words in my mouth, even then it's more in sorrow than in anger. Better luck in the future.
But I am an expert witness to this:
Dave Quincy said:
I have never seen a memo of lease not signed by Lessor. It wouldn't make any sense otherwise. They are the only one who has the legal standing to sign one. The whole purpose is for the mineral/owner lessor to acknowledge to lessee/oil co. that a lease has been executed with a certain primary term, and that basically the other terms of the lease will not be made public record. The lessee might sign it also, but it is the lessor who executes it.
Dave, you may have seen thousands but you never knew the purpose of them, or who had standing to sign one? It's me who feels sorry for you.
I could look another one up real quick if it made you feel better, I have an NDRIN subscription. It would be kind of scary if the lessor had not signed that one either, huh?
Do not ever ask to run your postings by me so you won't look bad, I have alot of time but nobody has that much time. Sorry.
The playing field is not level, I can read, know what the words mean and I remember.
Dave Quincy said:
You have seen one memo in your life?
I feel a little guilty now because I have seen thousands. Maybe this isn't a level playing field. Let me know if you ever want to run your postings by me first, so that you won't look bad.
You are hereby disqualified from any future declarations or representations that you are an expert witness regarding Memorandums of Oil and Gas Leases.
You need to have seen at least two.
I don't think anyone will be too hard on you. If I had sex once in my life, I would know that wouldn't make me Warren Beatty.
You seem to have a great deal of experience with the issue at hand, you are just fuzzy on the purpose.
Dave Quincy said:
I have never seen a memo of lease not signed by Lessor. It wouldn't make any sense otherwise. They are the only one who has the legal standing to sign one. The whole purpose is for the mineral/owner lessor to acknowledge to lessee/oil co. that a lease has been executed with a certain primary term, and that basically the other terms of the lease will not be made public record. The lessee might sign it also, but it is the lessor who executes it.
I just pulled up the last memo that I prepared. It was for land situated in Orange County, Texas. Seriously. The wording is that Lessor acknowledges that a lease has been executed and delivered to Lessee. It is filed to give public notice. I thought that was obvious.
Going back to your original point, that a lessee need not worry about sending the check first because he can file a memo. Well, no, because the Memo in fact includes an acknowledgement by Lessor that the lease has been executed and delivered to Lessee oil company. I just pulled one up and read it.
Therefore, if the Lessee had the Memo executed by Lessor, then of course he could send the check, because the memo I just pulled up, does in fact mention delivery of the lease from lessor to lessee.
If such delivery did not occur, then only a very foolish landman would mail the check first, while requesting a Novena from his local priest in hope that the lessor does in fact deliver the lease.
A great deal of experience? Absolutely.
Fuzzy on the purpose? Maybe a little. That is, until I went back and read the last Memo. I had prepared. Then things came to light for me. Both the lessor and lessee had signature lines. I have never personally prepared one without a signature line for the lessor, and still can't recall seeing one without a signature line for lessor, but I haven't worked much in Bee County either. There are certain counties that a landman gravitates toward over the course of a long career, but Bee hasn't been one of them.
I must admit that I don't memorize the wording of every instrument that I prepare, but if I need a certain type of instrument, I just pull it up, and substitute the names and legal. It's kind of second nature by now. I know what will work in a given situation, and what won't. I don't carry it around with me all day. However, when confronted with a land situation, or problem, I usually know how to resolve it.
Aren't you begging the question using your own memo? I mean really? Would you say of course it must read the way you say, even if I prepared it? Why don't you just say, "Because I said so?" That would be at least as valid an argument as your last post. And then I would say "Not", which would also be just as valid.
Dave Quincy said:
I just pulled up the last memo that I prepared. It was for land situated in Orange County, Texas. Seriously. The wording is that Lessor acknowledges that a lease has been executed and delivered to Lessee. It is filed to give public notice. I thought that was obvious.
Going back to your original point, that a lessee need not worry about sending the check first because he can file a memo. Well, no, because the Memo in fact includes an acknowledgement by Lessor that the lease has been executed and delivered to Lessee oil company. I just pulled one up and read it.
Therefore, if the Lessee had the Memo executed by Lessor, then of course he could send the check, because the memo I just pulled up, does in fact mention delivery of the lease from lessor to lessee.
If such delivery did not occur, then only a very foolish landman would mail the check first, while requesting a Novena from his local priest in hope that the lessor does in fact deliver the lease.
Nice try, and I don't have a crystal ball, but I already knew that you were going to write that.
NO! It wasn't mine. It has standard wording. I didn't design it.
Only an idiot would mail a check, the agreed upon consideration in the original posting, without having the lease in hand.
Oh, by the way, she got the check. I'm not surprised. The lease would not have been good if she didn't. There is nothing complicated about that.
Will leave it with you. Time to open a cold Corona, and go sit in the hot tub.
Cheers! Nice arguing with you.
Gentlemen,
The requirements, ubiquity, and industry custom of memoranda of oil and gas lease vary significantly by state because the laws and theories governing the public records doctrine vary by state. Generally, the purpose of a memorandum is to allow evidence of a lease to be recorded, which protects the acquiring party (lessee) from adverse claims by third parties, without having to record the actual lease terms. This gives the Lessee much more bargaining strength, because they can refuse certain terms they've accepted with other owners without a potential lessor throwing it in their face. Likewise, it keeps the market rate for royalty from rising after they give higher than their usual percent in some isolated case.
Buddy has already addressed this topic here, so I'll forgo much more detail.
As to who signs the memorandum, that varies by state as well. Texas only requires the signature of the granting party, whereas Louisiana requires the signatures of both lessor and lessee.
Andrew, thanks.
Personally, when representing substantial landowners, I am very picky on execution. The majority of my clients are substantial landowners and they want me to handle the transaction from start to finish and just get their signature at some point and hand them the check. For those clients, here is my way. It might not be the best, but it is mine.
Each page is numbered and there is a space for the Lessor and Lessee to initial each page at the bottom, on all pages except signature or acknowledgment pages. As an aside the initialing of pages really proved it value once. There was a dispute on seismic option language. The company said that they were not aware of the clause and I replied, "Your initialed the page! Are you in the habit of initialing pages that you do not read?"
The Lessor and Lessee (obviously) both sign the lease.
ANY page that has white space, has a boundary sentence, such as "The balance of this page intentionally left blank." In italics. And initialed at the bottom of the page.
The Memorandum is attached to the lease as Exhibit A. The description is attached as Exhibit A-1. The language of the lease requires that only Exhibit A and A-1 be filed for record. The Memorandum is executed by the Lessor only and the Lessor initials Exhibit A-1. Language is the Memorandum states that original copies of the lease are in the offices of Lessor and Lessee and anyone with a reasonable need to review the document will be granted permission during regular business hours. (That came about as the result of a recent request from a title company who was handling the sale of the surface where we owned the minerals and it was under lease. A reasonable reason to look at the lease.)
The lease is executed in duplicate originals.
I prepare the lease and the company signs the lease and has the landman deliver the check with the signed lease and sits down for the client to execute. If that is not feasible, we do have language on counterpart execution and the lease can be assembled into one document. When the landman comes, I take and exchange signature and acknowledgment pages so each party has an original signed agreement.
We require a certified (or authentic) copy or whatever it is called where the property venue is located.
Is this overkill or professionalism? You can make the choice for yourself. Clearly for me, it removes all doubt as to consideration or lease alteration.
Mr Cotten,
Your advice is very good. Exchanging signed lease with check is what i've always been told to do. I have one question. You mentioned -when it is not feasible- you have language on "counterpart execution". What does that mean as far as exchanging a signed lease for promised considerations? also, i don't think what you said is overkill. it is professional. as far as memorandums... aren't those were filed when the O/G company don't want others to know the details of a lease. is that a correct assessment or just being cynical? thanks, jhh
Buddy Cotten said:
Andrew, thanks.
Personally, when representing substantial landowners, I am very picky on execution. The majority of my clients are substantial landowners and they want me to handle the transaction from start to finish and just get their signature at some point and hand them the check. For those clients, here is my way. It might not be the best, but it is mine.
Each page is numbered and there is a space for the Lessor and Lessee to initial each page at the bottom, on all pages except signature or acknowledgment pages. As an aside the initialing of pages really proved it value once. There was a dispute on seismic option language. The company said that they were not aware of the clause and I replied, "Your initialed the page! Are you in the habit of initialing pages that you do not read?"
The Lessor and Lessee (obviously) both sign the lease.
ANY page that has white space, has a boundary sentence, such as "The balance of this page intentionally left blank." In italics. And initialed at the bottom of the page.
The Memorandum is attached to the lease as Exhibit A. The description is attached as Exhibit A-1. The language of the lease requires that only Exhibit A and A-1 be filed for record. The Memorandum is executed by the Lessor only and the Lessor initials Exhibit A-1. Language is the Memorandum states that original copies of the lease are in the offices of Lessor and Lessee and anyone with a reasonable need to review the document will be granted permission during regular business hours. (That came about as the result of a recent request from a title company who was handling the sale of the surface where we owned the minerals and it was under lease. A reasonable reason to look at the lease.)
The lease is executed in duplicate originals.
I prepare the lease and the company signs the lease and has the landman deliver the check with the signed lease and sits down for the client to execute. If that is not feasible, we do have language on counterpart execution and the lease can be assembled into one document. When the landman comes, I take and exchange signature and acknowledgment pages so each party has an original signed agreement.
We require a certified (or authentic) copy or whatever it is called where the property venue is located.
Is this overkill or professionalism? You can make the choice for yourself. Clearly for me, it removes all doubt as to consideration or lease alteration.
Buddy Cotten
Mineral Manager
Regarding the Memo, no, that is not a given. As stated previously, in lease forms preferred by Lessor, and accepted by company, I have seen provisions whereby it is stated in the body of lease itself, that a Memorandun is to be filed, and not the original. It is essentially the lessor telling the oil company not to file their preferred lease form. Not all mineral owners have the desire to be as open as r w kennedy, and want neighbors and family to know their business. Some family members I have dealt with, don't even speak to each other. Imagine that.
When a check has been requested in lieu of draft, and the lessor lives beyond driving distance, I have always mailed the lease with a cover letter informing that they will receive the check upon the return of the signed lease.
I have always gotten the executed lease back, and I have always mailed them the check. No big deal. No one has ever made an issue about it.
If for some reason I didn't send the check, the lease would fail for lack of consideration. It really isn't that complicated.
Jack hodges said:
Mr Cotten,
Your advice is very good. Exchanging signed lease with check is what i've always been told to do. I have one question. You mentioned -when it is not feasible- you have language on "counterpart execution". What does that mean as far as exchanging a signed lease for promised considerations? also, i don't think what you said is overkill. it is professional. as far as memorandums... aren't those were filed when the O/G company don't want others to know the details of a lease. is that a correct assessment or just being cynical? thanks, jhh
Buddy Cotten said:
Andrew, thanks.
Personally, when representing substantial landowners, I am very picky on execution. The majority of my clients are substantial landowners and they want me to handle the transaction from start to finish and just get their signature at some point and hand them the check. For those clients, here is my way. It might not be the best, but it is mine.
Each page is numbered and there is a space for the Lessor and Lessee to initial each page at the bottom, on all pages except signature or acknowledgment pages. As an aside the initialing of pages really proved it value once. There was a dispute on seismic option language. The company said that they were not aware of the clause and I replied, "Your initialed the page! Are you in the habit of initialing pages that you do not read?"
The Lessor and Lessee (obviously) both sign the lease.
ANY page that has white space, has a boundary sentence, such as "The balance of this page intentionally left blank." In italics. And initialed at the bottom of the page.
The Memorandum is attached to the lease as Exhibit A. The description is attached as Exhibit A-1. The language of the lease requires that only Exhibit A and A-1 be filed for record. The Memorandum is executed by the Lessor only and the Lessor initials Exhibit A-1. Language is the Memorandum states that original copies of the lease are in the offices of Lessor and Lessee and anyone with a reasonable need to review the document will be granted permission during regular business hours. (That came about as the result of a recent request from a title company who was handling the sale of the surface where we owned the minerals and it was under lease. A reasonable reason to look at the lease.)
The lease is executed in duplicate originals.
I prepare the lease and the company signs the lease and has the landman deliver the check with the signed lease and sits down for the client to execute. If that is not feasible, we do have language on counterpart execution and the lease can be assembled into one document. When the landman comes, I take and exchange signature and acknowledgment pages so each party has an original signed agreement.
We require a certified (or authentic) copy or whatever it is called where the property venue is located.
Is this overkill or professionalism? You can make the choice for yourself. Clearly for me, it removes all doubt as to consideration or lease alteration.
Buddy Cotten
Mineral Manager