HomeMy WebLinkAboutContract 36375 Y
OIL AND GAS LEASE
THE STATE OF TEXAS §
COUNTY OF TARRANT §
THIS AGREEMENT("Lease") is made and entered into as of the date herein specified by and
between- CITY OF FORT WORTH, a home rule municipal corporation of the State of Texas located
within Tarrant, Denton, and Wise Counties, Texas, (hereinafter referred to as "Lessor"), and,
CHESAPEAKE EXPLORATION,L.L.C.(hereinafter referred to as"Lessee").
WITNESSETH:
1.
GRANTING CLAUSE
Lessor,in consideration of a cash bonus in hand paid,of the royalties herein provided,and of the
agreements of Lessee hereinafter contained,hereby grants,leases,and lets exclusively unto Lessee for the
sole purpose of investigating, exploring, drilling, operating, and producing oil and/or gas from the land
leased hereunder,together with any liquid or gaseous substances produced in association with oil and gas,
the following described land situated in the City of Fort Worth,Texas described in Exhibit "A" attached
hereto(the"leased premises"),
All mineral substances and mineral rights other than oil and gas(and all other liquid or gaseous
minerals produced in association with oil or gas)are expressly reserved to Lessor and excepted from this
Lease. These reserved mineral rights include,but are not limited to,the rights to lignite,coal and sulfur
not produced as a component of oil and gas.
For the purpose of determining the amount of any bonus or other payment hereunder,said leased
premises shall be deemed to contain 389.233 acres,whether actually containing more or less.
2.
PRIMARY TERM
Subject to the other provisions herein contained,this Lease shall be for a term of two(2) years
from the date of the notarial acknowledgment of Lessor's execution of this instrument(hereinafter called
"primary term")and so long thereafter as oil,gas or other minerals granted herein are produced from the
leased premises or lands pooled therewith, in paying quantities, or operations are in progress thereon as
hereinafter provided,and the royalties are paid as provided herein.For the purposes of this lease,the term
"operations" means any of the following: drilling, testing, completing, reworking, recompleting,
deepening,plugging back,or repairing of a well in search for or in the endeavor to obtain production of
oil or gas, so long as such operations are carried out with due diligence with no cessation of more than
ninety(90)consecutive days.
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OIL AND GAS LEASE City property 2007(4)(3).doc
DELAY RENTALS
This is a paid-up lease and no delay rentals are due. Upon termination, Lessee shall prepare,
execute and deliver to Lessor a recordable release covering the leased premises in accordance with this
Lease. Lessee may at any time or times execute and deliver to Lessor,a release or releases of this Lease
as to all or any part of the leased premises, and thereby be relieved of all obligations as to the released
land or interest, except for the indemnification obligations described in Section 16 and the plugging
obligations of this Lease.
4.
ROYALTIES
Lessee shall pay to Lessor the following royalties, which shall be free of all costs of any kind,
including, but not limited to, costs of gathering, production, transportation, treating, compression,
dehydration,processing,marketing,trucking or other expense,directly or indirectly incurred by Lessee,
whether as a direct charge or a reduced price or otherwise. In this regard, Lessee agrees to bear one
hundred percent(100%) of all costs and expenses incurred in rendering hydrocarbons produced on or
from the leased premises marketable and delivering the same into the purchaser's pipeline for immediate
transportation to an end user or storage facility. Additionally, said royalties shall never bear, either
directly or indirectly, under any circumstances, the costs or expenses (including depreciation) to
construct, repair, renovate or operate any pipeline, plant, or other facilities or equipment used in
connection with the treating, separation, extraction, gathering, processing, refining, compression,
transporting, manufacturing or marketing of hydrocarbons produced from the leased premises or lands
pooled therewith.
A. On oil, gas (including flared gas)and casinghead gas,together with any other liquid or
gaseous hydrocarbons recovered by Lease operations(such as in drips or separators)twenty six percent
(26%)of the proceeds of the sale or of the market value thereof,whichever is higher. Such proceeds of
oil,gas and casinghead gas,together with any other liquid or gaseous hydrocarbons recovered by Lease
operations, is to be delivered free of cost at the well or to the credit of the Lessor into pipelines,
gathering lines,barges or other facilities to which the wells and tanks on the property may be connected.
Lessor shall always have the right,at any time and from time to time,upon reasonable written notice to
Lessee,to take Lessor's share of oil,gas and processed liquids in kind. Lessor may elect to take Lessor's
gas in kind at the well,or at the point of delivery where Lessee delivers Lessee's gas to any third party.
If gas is processed,Lessor may elect to take Lessors share of the residue gas attributable to production
from the leased premises,at the same point of delivery where Lessee receives its share of residue gas or
has its share of residue gas delivered to a third party. Lessor may elect to have its royalty share of
processed liquids stored in tanks at the plant or delivered into pipelines on the same basis as Lessee's
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On.AND GAS LEASE City property 2007(4)
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share of liquids is stored or delivered. Lessor shall reimburse Lessee for all reasonable costs incurred by
Lessee in installing,operating or maintaining additional facilities necessary for Lessor's royalty gas and
processed liquids to be separately metered,accounted for,and delivered to a third party,but Lessor shall
not be charged for any expense in the production, gathering, dehydration, separation, compression,
transportation,treatment,processing or storage of Lessor's share of gas and processed liquids.
B. On products, twenty six percent (26%) of the gross market value or proceeds of sale
thereof,whichever is higher.
C. On residue gas or gas remaining after separation, extraction or processing operations,
twenty six percent(26%)of the proceeds of sale or of the market value thereof,whichever is higher.
D. For purposes of this Paragraph 4, the term "market value" shall mean for gas and
products therefrom (i) the gross price at which gas or products therefrom are sold pursuant to a Gas
Contract,as defined below,that is ratified by Lessor according to Paragraph G below or(ii) if not sold
pursuant to a Gas Contract, as defined below, ratified by Lessor and Lessee, the highest gross price
reasonably obtainable for the quantity of gas or products available for sale, through good faith
negotiations for gas or products produced from the leased premises at the place where such gas or
product is available for sale on the date of such a contract with adequate provisions for redetermination
of price at intervals of no less frequency than one(1)year to ensure that the production is being sold for
no less than the current market price.Included within the definition of"Market Value"as used herein is
the presumption that Gas Contracts that are ratified by Lessor are arms-length contracts with purchasers
who are not affiliates of Lessee. An "affiliate" includes,but is not limited to,the parent company or a
subsidiary of Lessee,a corporation or other entity having common ownership with Lessee,a partner or
joint venturer of Lessee with respect to the ownership or operation of the processing plant,a corporation
or other entity in which Lessee owns a ten percent or greater interest,or any individual,corporation or
other entity that owns a ten percent or greater interest in Lessee. In no event shall"market value"ever
be less than the amount actually received by the Lessee for the sale of hydrocarbons.
E. This Lease is intended to cover only oil and gas, but some other substances (including
helium and sulphur) may be produced necessarily with and incidental to the production of oil or gas
from the leased premises; and, in such event, this Lease shall also cover all such other substances so
produced. On all such substances so produced under and by virtue of the terms of this Lease, Lessor
shall receive a royalty of twenty six percent(26%)of all such substances so produced and saved, same
to be delivered to Lessor,free of all costs;or,at Lessor's election,Lessor's twenty six percent(26%)of
such substances shall be sold by Lessee with Lessee's portion of such substances and at the same profit
realized by Lessee for its portion of such substances.
F. All royalties hereinabove provided shall be payable in cash (unless Lessor elects to take
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OIL AND GAS LEASE City property 2007(4)
such royalty oil or gas in kind) to Lessor within ninety (90) days following the end of the month in
which the first commercial sale of production occurred and thereafter no more than sixty(60)days after
the end of the month following the month during which production takes place. Subject to the
provisions of Paragraph 10 of this Lease concerning shut-in wells, royalties shalt be paid to Lessor by
Lessee and/or its assigns or by the product purchaser for oil andlor gas. Upon the failure of any party to
pay Lessor the royalty as provided in this paragraph,Lessor may,at Lessor's option,elect to terminate
this Lease by sending written notice to Lessee. Lessee shall then have thirty(30)days from the date of
service of such written notice in which to avoid termination of this Lease by making or causing to be
made the proper royalty payment or payments that should have been paid. If such royalty payment is
not made on or before the expiration of the 30-day period, or written approval is not obtained from
Lessor to defer such payment, Lessor may elect to terminate this Lease by filing a Notice of
Termination with the County Clerk in the county where the leased premises are located. The effective
date of said termination shall be the date said Notice of Termination is filed with the said County Clerk.
G. Lessee agrees that it will not enter into any contract for the sale,delivery,transporting or
processing of gas produced from the leased premises which shall extend more than two(2) years from
the effective date of such sales contract unless such contract has adequate provisions for redetermination
of price at intervals of no less frequency than one(1) year to ensure that production from this Lease is
not being sold for less than the then current market value. At least thirty(30)days prior to the delivery or
the execution of any contract for the sale,delivery,transporting or processing of gas produced from the
leased premises, Lessee shall provide Lessor with a complete copy of each proposed contract for the
purchase, transportation and/or processing of such gas that Lessee intends to execute (each a "Gas
Contract"), whereupon, Lessor shall have fifteen (15) days within which to either ratify such Gas
Contract or notify Lessee in writing that it does not approve of such Gas Contract,including a statement
of the reasons that Lessor does not approve of such Gas Contract(Lessor's failure to respond within the
fifteen (15)days either by ratification or by written notice that it does not approve of the proposed Gas
Contract shall be deemed to be Lessor's ratification of such Gas Contract). If Lessor ratifies the Gas
Contract, Lessor shall be deemed bound by the terms of such Gas Contract (and, at Lessee's option,
Lessor shall execute such Gas Contract as a party thereto) and the gas or products therefrom sold
pursuant to such Gas Contract shall be deemed sold at market value based on the gross price stated
therein. Lessee shall not amend or modify any material terms of a Gas Contract ratified by Lessor
without the prior written consent of Lessor. If Lessor does not approve of a Gas Contract,Lessee shall
consult with Lessor in an effort to agree to the terms of the proposed Gas Contract,and if the other party
or parties to the Gas Contract agree to the changes or modifications to the Gas Contract which are
proposed by Lessor in order for Lessor to ratify such Gas Contract,then Lessor shall be deemed to have
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OU,AND GAS LEASE City property 2007(4)
ratified such Gas Contract(and,at Lessee's option,Lessor shall execute such Gas Contract as amended
and modified,as a party thereto). If Lessor and Lessee cannot agree on the terms of a Gay Contract that
are acceptable to the other party or parties thereto,Lessee may elect to execute such Gas Contract and
sell, deliver,transport and process gas according to the terms thereof, subject to the other terms of this
Paragraph 4 concerning the payment of Lessor's royalty on gas and products there from, including the
right of Lessor to take its share of gas in kind. In the event Lessor elects to take and separately dispose
of its royalty share of gas, the parties shall enter into a mutually acceptable balancing agreement
providing for (a) the right of an under produced party to make up an imbalance by taking up to 150
percent of its share of production and(b)an obligation to settle any imbalance remaining after depletion
in cash,based on the proceeds received by the overproduced party when the imbalance was created,or
if the overproduced party's gas was used but not sold, based on the market value of the gas when
imbalance was created.
H. In the event Lessee enters into a gas purchase contract which contains what is commonly
referred to as a"take or pay provision" (such provision meaning that the gas purchaser agrees to take
delivery of a specified minimum volume or quantity of gas over a specified term at a specified price or
to make minimum periodic payments to the producer for gas not taken by the purchaser) and the
purchaser under such gas purchase contract makes payment to Lessee by virtue of such purchaser's
failure to take delivery of such minimum volume or quantity of gas, then Lessor shall be entitled to
twenty six percent(26%)of all such sums paid to Lessee or producer under the"pay"provisions of such
gas purchase contract. Such royalty payments shall be due and owing to Lessor within thirty(30)days
after the receipt of such payments by Lessee. If the gas purchaser "makes up" such gas within the
period called for in the gas contract and Lessee is required to give such purchaser a credit for gas
previously paid for but not taken,then Lessor shall not be entitled to royalty on such "make up"gas. If
Lessee is not producing any quantities of gas from the leased premises but is receiving payments under
the"pay"portion of such "take or pay"gas purchase contract provision,such payments shall not relieve
Lessee of the duty to make shut-in royalty payments if Lessee desires to continue this Lease,but such
"take or pay" royalty payments shall be applied as a credit against any shut-in royalty obligation of the
Lessee. Lessor shall be a third-party beneficiary of any gas purchase contract and/or transportation
agreement entered into between Lessee and any purchaser andlor transporter of Lessor's gas,
irrespective of any provision of said contracts to the contrary, and such gas purchase contract andlor
transportation agreement will expressly so provide. Further, Lessor shall be entitled to twenty six
percent (26%) of the value of any benefits obtained by or granted to Lessee from any gas purchaser
and/or transporter for the amendment, modification, extension, alteration, consolidation, transfer,
cancellation or settlement of any gas purchase contract and/or transportation agreement.
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O[L AND GAS LEASE City property 2007(4)
I. Lessee agrees that before any gas produced from the leased premises is used or sold off
the leased premises, it will be run,free of cost to Lessor,through an adequate oil and gas separator of a
conventional type or equipment at least as efficient,to the end that all liquid hydrocarbons recoverable
from the gas by such means will be recovered and Lessor properly compensated therefor.
J. Any payment of royalty or shut-in gas royalty hereunder paid to Lessor in excess of the
amount actually due to the Lessor shall nevertheless become the property of the Lessor if Lessee does
not make written request to Lessor for reimbursement within one (1) year from the date that Lessor
received the erroneous payment, it being agreed and expressly understood between the parties hereto
that Lessor is not the collecting agent for any other royalty owner under the lands covered hereby,and a
determination of the name, interest ownership and whereabouts of any person entitled to any payment
whatsoever under the terms hereof shall be the sole responsibility of Lessee. It is further expressly
agreed and understood that: (i)this provision shall in no way diminish the obligation of Lessee to make
full and punctual payments of all amounts due to Lessor or to any other person under the terms and
provisions of this Lease, and (ii) any overpayments made to the Lessor under any provisions of this
Lease shall not be entitled to be offset against future amounts payable to parties hereunder.
K. The terms of this Lease may not be amended by any division order and the signing of a
division order by any mineral owner may not be made a prerequisite to payment of royalty hereunder.
L. Oil, gas or products may not be sold to a subsidiary or affiliate of Lessee as defined
herein without the Lessor's prior written permission.
M. Lessee shall pay Lessor royalty on all gas produced from a well on the leased premises
and sold or used off the leased premises,regardless of whether or not such gas is produced to the credit
of Lessee or sold under a contract executed by or binding on Lessee. Should gas be sold under a sales
contract not binding on Lessee, Lessor's royalty will be calculated based on the highest price paid for
any of the gas produced from the well from which such gas is produced. In no event will the price paid
Lessor for Lessor's share of gas be less than the price paid Lessee for Lessee's share of gas.
5.
POOLING
Lessee is hereby given the right to pool or combine the acreage covered by this Lease or any
portion thereof as to oil and gas, or either of them with any other land, lease or leases in the immediate
vicinity thereof to the extent hereinafter stipulated, when it is necessary or advisable to do so in order to
properly explore, or develop, produce and operate said leased premises in compliance with the spacing
rules of the appropriate lawful authority,or when to do so would promote the conservation of oil and gas
in and under and that may be produced from said premises. Lessee must provide Lessor with written
notification within 30 days of such pooling. Any unit formed by such pooling for an oil well which
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OIL AND GAS LEASE City property 2007(4)
is not a horizontal completion shall not exceed 80 acres plus a maximum acreage tolerance of
10%, and for a gas well or a horizontal completion shall not exceed 320 acres plus a maximum
acreage tolerance of 10%.Lessee,under the provisions hereof,may pool or combine acreage covered
by this Lease or any portion thereof as above provided as to oil in any one or more strata and as to gas in
any one or more strata. The units formed by pooling as to any stratum or strata need not conform in size
or area with the unit or units into which the Lease is pooled or combined as to any other stratum or strata,
and oil units need not conform as to area with gas units. The pooling in one or more instances shall not
exhaust the rights of the Lessee hereunder to pool this Lease or portions thereof into other units. Lessee
shall file for record in the appropriate records of the county in which the leased premises are situated an
instrument describing the pooled acreage as a pooled unit. In this regard, Lessee shall provide Lessor
with a copy of any and all documents filed with any regulatory authority or recorded in the records of any
county within thirty(30)days of filing such documents. Upon the recordation of the unit in the county
records and the timely furnishing of the copies required herein to Lessor the unit shall be effective as to
all parties hereto, their heirs, successors, and assigns, irrespective of whether or not the unit is likewise
effective as to all other owners of surface, mineral, royalty or other rights in land included in such unit.
Lessee may at its election exercise its pooling option before or after commencing operations for or
completing an oil or gas well on the leased premises, and the pooled unit may include, but it is not
required to include,land or leases upon which a well capable of producing oil or gas in paying quantities
has theretofore been completed or upon which operations for the drilling of a well for oil or gas have
theretofore been commenced. In the event of operations for drilling on or production of oil or gas from
any part of a pooled unit which includes all or a portion of the land covered by this Lease,such operations
shall be considered as operations for drilling on or production of oil and gas from land covered by this
Lease whether or not the well or wells be located on the premises covered by this Lease and in such event
operations for drilling shall be deemed to have been commenced on said land within the meaning of this
Lease. For the purpose of computing the royalties to which owners of royalties and payments out of
production and each of them shall be entitled on production of oil and gas,or either of them,there shall be
allocated to the land covered by this Lease and included in said unit(or to each separate tract within the
unit if this Lease covers separate tracts within the unit)a pro rata portion of the oil and gas, or either of
them, produced from the pooled unit. Royalties hereunder shall be computed on the portion of such
production,whether it be on oil and gas,or either of them,so allocated to the land covered by this Lease
and included in the unit just as though such production were from such land. The production from an oil
well will be considered as production from this Lease or oil pooled unit from which it is producing and not
as production from a gas pooled unit;and production from a gas well will be considered as production from
this Lease or gas pooled unit from which it is producing and not from an oil pooled unit. The formation
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OIL AND GAS LEASE City property 2007(4)
of any unit hereunder shall not have the effect of changing the ownership of any delay rental or shut-in
production royalty which may become payable under this Lease. If this Lease now or hereafter covers
separate tracts,no pooling or unitization of royalty interest as between any such separate tracts is intended
or shall be implied or result merely from the inclusion of such separate tracts within this Lease but Lessee
shall nevertheless have the right to pool as provided above with consequent allocation of production as
provided above. As used in this paragraph, the words "separate tract" mean any tract with royalty
ownership differing,now or hereafter,either as to parties or amounts,from that as to any other part of the
leased premises.
6.
CONTINUOUS DRI;,LING
At the expiration of the primary term this Lease shall remain in full force and effect for so long as
Lessee is conducting Continuous Drilling Operations(as herein defined). Lessee shall be considered to be
engaged in Continuous Drilling Operations at the expiration of the primary term if: (1) Lessee is then
engaged in drilling operations on the leased premises or lands pooled therewith or(2)Lessee has completed a
well as a producer or as a dry hole within one hundred twenty (120) days prior to the expiration of the
primary term. Lessee also shall be considered to be engaged in Continuous Drilling Operations for so long
thereafter as Lessee conducts drilling operations on the leased premises,or lands pooled therewith,with due
diligence and with intervals of no more than one hundred twenty(120)days between the date of completion
of one well and the date of commencement of drilling operations on an additional well. "Completion"shall
be considered to be the date of release of the completion rig for a completed well,but in no event more than
one hundred twenty (120) days following the release of the drilling rig. In the case of a dry hole,
"completion"shall be considered to be the date of release of the drilling fig. "Commencement"shall be the
actual spud date of a well. Continuous Drilling Operations shall be deemed to have ceased upon the failure of
Lessee to commence drilling operations on an additional well within such one hundred twenty (120) day
period. When the Continuous Drilling Operations cease,the provisions of Paragraph 7 will be applicable.
7.
RETAINED ACREAGE
A. Vertical`.Jells
At the expiration of the primary term of this Lease or upon the termination of the continuous
drilling program set forth in Paragraph 6,each non-horizontal well drilled hereon capable of producing in
paying quantities will hold only forty (40) acres for any formation from the surface to the base of the
Barnett Shale formation. As to depths below the base of the Barnett Shale Formation,the proration unit
shall be the minimum size necessary to obtain the maximum production allowable. If the proration unit
for a well completed below the base of the Barnett Shale Formation is larger than 40 acres,the well may
8 0[L AND GAS LEASE City property 2007(4)
maintain the Lease as to formations above the base of the Barnett Shale Formation as to not more than 40
acres. All other acreage except that included in a proration unit or pooled unit as described above will
cease to be covered by this Lease and will be released. To the extent possible,each such proration unit will
be in the shape of a square,with the bottom of the well in the center. Further,it is understood and agreed
that Lessee shall earn depths as to each proration unit or pooled unit only from the surface down a depth
which is the stratigraphic equivalent to a depth of one hundred feet(100) below the deepest producing
formation in such well which is capable of producing oil or gas in paying quantities at the expiration of
the primary term of this Lease or upon the termination of the continuous drilling program set forth in
Paragraph b. This Lease will terminate at such time as to all depths below such depths as to each
respective proration unit or pooled unit. If production should thereafter cease as to acreage included in a
proration unit or pooled unit, this Lease will terminate as to such acreage unless Lessee commences
reworking or additional drilling operations on such acreage within ninety (90) days thereafter and
continues such reworking or additional drilling operations until commercial production is restored
thereon,provided that if more than ninety(90)days elapse between the abandonment of such well as a
dry hole and the commencement of actual drilling operations for an additional well,or more than ninety
(90)days pass since the commencement of reworking operations without the restoration of commercial
production,this Lease shall terminate as to the applicable proration unit or pooled unit.
At any time or times that this Lease terminates as to all or any portion of the acreage of the leased
premises, Lessee shall promptly execute and record in the office of the County Clerk in the County
where the leased premises are located, a proper release of such terminated acreage and shall furnish
executed counterparts of each such release to Lessor at the address shown in Paragraph 19 hereof.
B. Horizontal Wells
It is expressly understood and agreed that, subject to the other terms, provisions and limitations
contained in this Lease,Lessee shall have the right to drill "horizontal wells" under the leased premises,
or lands pooled therewith. The term"horizontal well'or"horizontally drilled well'shall mean any well that
is drilled with one or more horizontal drainholes having a horizontal drainhole displacement of at least five
hundred eighty-five (585) feet. For the purposes of further defining the term "horizontal wells" and
"horizontally drilled" reference is made to the definitions contained within Statewide Rule 86, as
promulgated by the Railroad Commission of Texas, which definitions are incorporated herein for all
purposes.
In the event of any partial termination of the Lease as provided in Paragraph 7A, then, with
regard to a well which is a horizontal well or a horizontally drilled well,Lessee shall be entitled to retain
all sands and horizons at all depths from the surface down to a depth which is the stratigraphic equivalent of
a depth of one hundred(100)feet below the base of the deepest producing formation in such well which is
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OIL AND GAS LEASE City property 2007(4)
capable of producing oil or gas in paying quantities,but only in a spacing unit the area or number of acres
of which are equal to the area or number of acres determined by adding twenty(20)acres for each five-
hundred eighty-five(585)feet horizontally dri[led to the original forty(40)acres deemed to be a proration
unit for each vertical well. Each such tract around each horizontally drilled well shall be as nearly in the
shape of a square or a rectangle as is practical with the boundaries of the tract including the entire
horizontal drainhole and the lateral boundaries of such tract being approximately equal distance from such
drainhole and parallel thereto.
If production should thereafter cease as to acreage included in a proration unit or pooled unit,this
Lease will terminate as to such acreage unless Lessee commences reworking or additional drilling
operations on such acreage within ninety(90)days thereafter and continues such reworking or additional
drilling operations until commercial production is restored thereon,provided that if more than ninety(90)
days pass between the abandonment of such well and the commencement of actual drilling operations for
an additional well,or more than ninety(90)days pass since the commencement of reworking operations
without the restoration of commercial production,the Lease shall terminate as to the applicable proration
unit.
At any time or times that this Lease terminates as to all or any portion of the acreage of the leased
premises,Lessee shall promptly execute and record in the office of the County Clerk in the County where
the leased premises are located, a proper release of such terminated acreage and shall furnish executed
counterparts of each such release to Lessor at the address shown in Paragraph 19 hereof.
8.
OFFSET OBLIGATIONS
In the event a well or wells producing oil or gas should be brought in on land within 330 feet from
any boundary of the leased premises. Lessee agrees within ninety (90) days from commencement of
production from such well or wells to commence the actual drilling of an offset well or wells on the
leased premises, as would a reasonably prudent operator under similar circumstances; provided that the
well or wells which are to be offset are producing in paying quantities and have been perforated and traced
within 330 feet of the leased premises.
9.
FORCE MAJEURE
A. The term "force majeure" as used herein shall mean and include: requisition, order,
regulation,or control by governmental authority or commission;exercise of rights or priority or control
by governmental authority for national defense or war purpose resulting in delay in obtaining or inability to
obtain either material, equipment or means of transportation normally necessary in prospecting or drilling
for oil,gas or other mineral granted herein,or in producing,handling or transporting same from the leased
premises; war, scarcity of or delay in obtaining materials or equipment; lack of labor or means of
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OIL AND GAS LEASE City property 2007(4)
transportation of labor or materials; acts of God; insurrection; flood; strike; or other things beyond the
control of Lessee. The term"force majeure" shall not include lack of markets for production or any other
events affecting only the economic or financial aspects of drilling,development or production.
B. Notwithstanding any other provisions of this Lease, but subject to the conditions
hereinafter set forth in this Paragraph 9,should Lessee be prevented by"force majeure"as defined above,
from conducting drilling or reworking operations on,or producing oil,gas or other mineral from,the leased
premises,such failure shall not constitute a ground for the termination of this Lease or subject said Lessee to
damages therefore;and the period of time during which Lessee is so prevented shall not be counted against
Lessee,but this Lease shall be extended for a period of time equal to that during which such Lessee is so
prevented from conducting such drilling or reworking operations on,or producing oil,gas or other mineral
from,such leased premises provided, however,that in no event will the primary term be extended unless
Lessee has begun the actual drilling of a well prior to the date of the expiration of the primary term. All
of the provisions of this paragraph are subject to each of the following express conditions:
The terms and conditions of this paragraph shall not extend beyond the expiration date of any law,
order,rule or regulation invoked under this paragraph,and shall be applicable and effective only
during the following periods:
(1) If the force majeure shall occur during the primary term of this Lease,it shall not
operate to extend this Lease more than two(2)consecutive years beyond the expiration of
the primary term.
(2) If the force majeure shall occur during a one hundred twenty(120)day drilling
or reworking period provided for in Paragraphs 6 and 7 hereof,after the primary term has
expired,then it shall not operate to extend the Lease more than two(2) successive years
beyond the expiration of such one hundred twenty(120)day periods.
C. None of the provisions of this paragraph shall ever be or become effective and applicable
unless Lessee shall,within a reasonable time(not to exceed sixty(60)days in any event)after occurrence of
the claimed event of force majeure above referred to, notify the Lessor, in writing, of such occurrence
with full particulars thereof.
D. The terms of this paragraph do not apply to monetary payments due under the terms of this
Lease.
10.
SHUT-IN GAS WELL PROVISIONS
If at any time after the expiration of the primary term while there is a gas welt on the leased
premises or land pooled therewith which is capable of producing gas in paying quantities, but the
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OIL AND GAS LEASE City property 2007(4)
production thereof is shut-in or suspended for any reason,and if this Lease is not then continued in force
by some other provision hereof,then this Lease shall nevertheless continue in force as to such well and the
pooled unit or proration unit allocated to it for a period of sixty(60)days from the date such well is shut-in
or at the end of the primary term,whichever is the later date. Before the expiration of any such sixty(60)
day period,Lessee or any Assignee hereunder may pay or tender to the Lessor a shut-in royalty equal to
Five Thousand Dollars($5,000.00)per shut-in gas well and if such payment or tender is timely made,this
Lease shall continue in force but only as to said well or wells and the proration unit or the pooled unit
allocated to it or them and it shall be considered that gas is being produced from said well or wells in
paying quantities for one(1)year from the date such well or wells are shut-in,and in like manner one,and
only one,subsequent shut-in royalty payment may be made or tendered and it will be considered that gas is
being produced from said well or wells in paying quantities for such additional one(1)year period as well.
Lessee shall not be entitled to recover any shut-in royalty payments from the future sale of gas.
Should such shut-in royalty payments not be made in a timely manner as provided in this section,it will be
considered for all purposes that there is no production and no excuse for delayed production of gas from
any such well or wells,and unless there is then in effect other preservation provisions of this Lease,this
Lease shall terminate. Lessee shall pay or tender directly to the Lessor at the address as shown in
Paragraph 19 all shut-in royalty payments as required by this Lease.
11.
INFORMATION ACCESS AND REPORTS
A. Lessor shall have free access at all times to all wells, tanks, and other equipment that
services wells under the leased premises,including drilling wells,and Lessee agrees to furnish Lessor,or
Lessor's nominee, currently and promptly, upon written request, with full well information including
cores, cuttings, samples, logs (including Schlumberger and other electrical logs), copies and results of
deviation tests and directional and seismic surveys,and the results of all drill stem tests and other tests of
other kind or character that may be made of wells on the leased premises. On an annual basis and upon
five(5)business days notice to Lessee,Lessor or Lessor's nominee shall be furnished with and have free
access at all times to Lessee's books and records relative to the production and sale of oil, gas or other
minerals from the leased premises, including reports of every kind and character to governmental
authorities,State or Federal. Lessor shall have the right at its election to employ gaugers or install meters
to gauge or measure the production of all minerals produced from the leased premises,and Lessee agrees to
prepare and deliver to Lessor or Lessor's gauger or nominee duplicate run or gauge tickets for all minerals
removed from the premises. Lessee shall furnish to Lessor daily drilling reports on each well drilled.
B. Lessee shall furnish to Lessor,within a reasonable time after its execution,a copy of any
gas purchase contract or transportation agreement entered into in connection with the leased premises,or if
12
OIL AND GAS LEASE City property 2007(4)
there is already a gas purchase contract or transportation agreement in effect due to Lessee's operations in
the field,then a copy of that contract. Furthermore,a copy of any amendments to the gas purchase contract
or transportation agreement shall be furnished said Lessor within thirty (30) days after execution thereof;
and on request of Lessor and without cost to the Lessor, Lessee shall furnish Lessor a copy of the
following reports: core record, core analysis, well completion, bottom hole pressure measurement,
directional survey records, electrical and induction surveys and logs, gas and oil ratio reports,
paleontological reports pertaining to the paleontology of the formations encountered in the drilling of any
wells on the leased premises,and all other reports which pertain to the drilling,completing or operating of
the wells located on the leased premises. Such information shall be solely for Lessor's use, and Lessor
shall in good faith attempt to keep same confidential for twelve(12)months after receipt.
C. Lessee shall advise Lessor in writing of the location of all wells drilled upon the leased
premises on or before fourteen(14)days prior to commencement of operations,and shall advise Lessor in
writing the date of completion and/or abandonment of each well drilled within thirty (30) days after
completion or abandonment.
12.
PRESERVATION OF ECOLOGY OF LEASED PREMISES
Any overflows or releases affecting the leased premises,including,but not limited to,salt
water, mud, chemical, or oil shall be reported immediately to Lessor. Lessee shall not use any
water in,on or under the leased premises without the prior written consent of the Lessor.
13.
REMOVAL OF EOUIPMENT
Lessee shall have the right at any time during or within six(6) months after the expiration of this
Lease (but not thereafter) to remove all property and fixtures placed by Lessee on the leased premises,
including the right to draw and remove all casing. It is contemplated that Lessee may drill across and
through lands covered by this agreement where production is not obtained or ceases. Where the casing or
pipeline placed or laid through such non-producing lands is necessary to the production of a well or wells
located on other lands covered by this Lease, or lands pooled therewith, it is expressly understood and
agreed that Lessor will make no demand that such casing,pipelines or other equipment necessary for the
production of a well or wells drilled by Lessee be removed as Tong as such casing, pipelines and other
equipment is necessary for the production of a producing well or wells drilled by Lessee.
14.
ASSIGNABILITY BY LESSEE
This lease may be assigned in whole or in part by Lessee and the provisions shall extend to the
heirs,executors,administrators,successors and assigns of the parties hereto;provided,however,that any
13
OIL AND GAS LEASE City property 2007(4)
such assignment by Lessee shall require the prior written consent of Lessor, with the exception of any
assignment made to officers, directors, and/or subsidiaries of the Lessee. All transfers by Lessee
(including assignments, sales, subleases, overriding royalty conveyances, or production payment
arrangements)must be recorded in the county where the lease premises are located,and the recorded transfer
or a copy certified to by the County Clerk of the county where the transfer is recorded must be delivered to
the Lessor within sixty(60)days of the execution date. Every transferee shall succeed to all rights and be
subject to all obligations, liabilities, and penalties owed to the Lessor by the original Lessee or any prior
transferee of the Lease,including any liabilities to the Lessor for unpaid royalties. No such transfer shall
release the Lessee(or any subsequent transferor)from any obligation hereunder.
15.
NO WARRANTY
This Lease is given and granted without warranty of title,express or implied, in law or in equity.
Lessor agrees that Lessee, at Lessee's option, may purchase or discharge, in whole or in part, any tax,
mortgage or other lien upon the leased premises and thereupon be subrogated to the right of the holder
thereof, and may apply royalties accruing hereunder toward satisfying same or reimbursing Lessee. It is
also agreed that if Lessor owns an interest in the oil and gas under the leased premises less than the entire
fee simple estate therein, the royalties to be paid Lessor shall be reduced proportionately, but in no event
shall the shut-in royalty amount for a gas well,as provided for in Paragraph 10 hereof,be reduced.
16.
INDEMNITY
Lessee shall expressly release and discharge, all claims, demands, actions, judgments, and
executions which it ever had,or now has or may have,or assigns may have,or claim to have,against the
Lessor or its departments, agents, officers, servants, successors, assigns, sponsors, volunteers, or
employees, created by, or arising out of personal injuries, known or unknown, and injuries to property,
real or personal,or in any way incidental to or in connection with the performance of the work performed
by the Lessee. The Lessee shall fully defend,protect,indemnify,and hold harmless the Lessor,its
departments,agents,officers,servants,employees,successors,assigns,sponsors,or volunteers from
and against each and every claim,demand,or cause of action and any and all liability,damages,
obligations,judgments,losses,fines,penalties,costs,fees, and expenses incurred in defense of the
Lessor,its departments,agents,officers,servants,or employees,including, without limitation,the
payment of bonus and/or royalties regarding ownership of the Lessor's mineral interest of the
leased premises which may be made or asserted by Lessee,its agents,assigns,or any third parties
on account of,arising out of,or in any way incidental to or in connection with the ownership and
title of the mineral interest of the Lessor under this Lease.
14
OIL AND GAS LEASE City property 2007(4)
The Lessee shall fully defend, protect, indemnify, and hold harmless the Lessor, its
departments,agents,officers,servants,employees,successors,assigns,sponsors,or volunteers from
and against each and every claim,demand,or cause of action and any and all liability, damages,
obligations,judgments, losses,fines,penalties,costs,fees, and expenses incurred in defense of the
Lessor, its departments, agents, officers, servants, or employees, including, without limitation,
personal injuries and death in connection therewith which may be made or asserted by Lessee,its
agents,assigns,or any third parties on account of,arising out of,or in any way incidental to or in
connection with the performance of the work performed by the Lessee under this Lease.
THE LESSEE AGREES TO INDEMNIFY AND HOLD HARMLESS THE LESSOR,ITS
OFFICERS,AGENTS,SERVANTS, EMPLOYEES,SUCCESSORS,ASSIGNS,SPONSORS,OR
VOLUNTEERS FROM ANY LIABILITIES OR DAMAGES SUFFERED AS A RESULT OF
CLAIMS, DEMANDS, COSTS, OR JUDGMENTS AGAINST THE LESSOR, ITS
DEPARTMENTS, ITS OFFICERS, AGENTS, SERVANTS, OR EMPLOYEES, CREATED BY,
OR ARISING OUT OF THE ACTS OR OMISSIONS OF THE LESSOR OCCURRING ON THE
DRILL SITE OR OPERATION SITE IN THE COURSE AND SCOPE OF INSPECTING AND
PERMITTING THE GAS WELLS INCLUDING, BUT NOT LIMITED TO, CLAIMS AND
DAMAGES ARISING IN WHOLE OR IN PART FROM THE NEGLIGENCE OF THE LESSOR
OCCURRING ON THE DRILL SITE OR OPERATION SITE IN THE COURSE AND SCOPE
OF INSPECTING AND PERMITTING THE GAS WELLS. IT IS UNDERSTOOD AND
AGREED THAT THE INDEMNITY PROVIDED FOR IN THIS SECTION IS AN INDEMNITY
EXTENDED BY THE LESSEE TO INDEMNIFY AND PROTECT LESSOR AND/OR ITS
DEPARTMENTS, AGENTS, OFFICERS, SERVANTS, OR EMPLOYEES FROM THE
CONSEQUENCES OF THE NEGLIGENCE OF THE LESSOR AND/OR ITS DEPARTMENTS,
AGENTS, OFFICERS, SERVANTS, OR EMPLOYEES, WHETHER THAT NEGLIGENCE IS
THE SOLE OR CONTRIBUTING CAUSE OF THE RESULTANT INJURY, DEATH, AND/OR
DAMAGE.
17.
INSURANCE
Lessee shall provide or cause to be provided the insurance described in the City of Fort Worth
Gas Ordinance for each well drilled under the terms of this Lease, such insurance to continue until the
well is abandoned and the site restored. Such insurance shall provide that Lessor shall be a co-insured,
without cost, and that said insurance can not be canceled or terminated without thirty (30) days prior
notice to Lessor and ten(10)days notice to Lessor for nonpayment of premiums.
15
OIL AND GAS LEASE City property 2007(4)
18.
RELEASES REQUIRED
Within thirty (30) days after the partial termination of this Lease as provided under any of the
terms and provisions of this Lease, Lessee shall deliver to Lessor a plat showing the production units
designated by Lessee,copies of logs showing depths to be retained within each unit,and a fully executed,
recordable release properly describing by metes and bounds the lands and depths to be retained by Lessee
around each producing well. If this Lease terminates in its entirety,then Lessee shall deliver a complete,
fully executed, recordable release to Lessor within thirty (30) days. If such release complies with the
requirements of this section, Lessor shall record such release. If Lessee fails to deliver a release
complying with the requirements of this section within thirty(30) days after Lessor's demand therefore,
then Lessee shall pay Lessor an amount equal to Five Dollars($5.00)per acre per day for each acre of the
leased premises that should have been released, beginning with the 30th day after the date of Lessor's
request and continuing until such release has been executed and delivered to Lessor. It is agreed that
actual damages to Lessor for Lessee's failure to deliver such release are difficult to ascertain with any
certainty,and that the payments herein provided are a reasonable estimate of such damages and shall be
considered liquidated damages and not a penalty. Furthermore, Lessor is hereby authorized to execute
and file of record an affidavit stating that this Lease has expired and the reason therefor, and such
affidavit shall constitute prima facie evidence of the expiration of this Lease or any part of this Lease.
19.
NOTICES
A. Notifications Required. Lessee shall advise Lessor in writing of the location of
each well to be drilled upon the leased premises or on land pooled therewith on or before thirty
(30) days after commencement of operations, and shall advise Lessor in writing the date of
completion and/or abandonment of each well drilled on the leased premises or on land pooled
therewith. Such notice shall include furnishing the Lessor a copy of the applicable completion
or plugging report filed with any governmental or regulatory agency and a plat or map showing
the location of the well on this Lease or lands pooled therewith within thirty (30) days after
completion or abandonment.
Lessee shall advise Lessor in writing of the location of each well to be drilled under the
leased premises or on land pooled therewith and shall advise Lessor in writing the date of
completion, drilling, testing, tracing, reworking, recompletion, plugging back, repairing, and/or
abandonment of each well drilled under the leased premises or on land pooled therewith (such
notice shall include furnishing Lessor a copy of the applicable completion or plugging report
16
OIL AND GAS LEASE City property 2007(4)
filed with any government or regulatory agency) within thirty (30) days after such activity
occurs. Reports are also to be made monthly, to include the name of well, total monthly
production and total product sales. On a quarterly basis, Lessee shall provide a report
demonstrating its compliance with the Minority/Women Business Enterprise (MWBE) Goal of
3%for leases over 40 acres.
B. All notices, information, letters, surveys, reports, material, and all other documents,
required or permitted to be sent to Lessor by Lessee shall be sent by certified United States mail,postage
prepaid,return receipt required,to the following address:
City of Fort Worth
Attention:Director,Department of Engineering
1000 Throckmorton Street
Fort Worth,Texas 76102
C. All notices required or permitted to be sent to Lessee by Lessor shall be sent to Lessee by
certified United States mail,postage prepaid,return receipt requested to the following address:
Chesapeake Energy
Attention:Henry Hood
P.O.Box 18496
Oklahoma City,OK 73154
D. Service of notices,and other documents,hereunder is complete upon deposit of the mailed
material in a post office or official depository under the care and custody of the United States Postal Service,
in a postpaid,properly addressed and certified wrapper.
E. Any party hereto shall have the right to change the name or address of the person or
persons required to receive notices,and other documents,by so notifying the other party in writing.
20.
BREACH BY LESSEE
Lessee shall conduct Lessee's operations in strict compliance with all of the terms and provisions of
this Lease and with all applicable local, state and federal rules and the regulations of any regulatory body
having jurisdiction of such operations including,but not limited to,all local,state and federal environmental
rules and regulations and applicable city ordinances.
In the event Lessor considers that operations are not,at any time,being conducted in compliance
with this Lease, or any implied covenant of this Lease,Lessor shall notify Lessee in writing of the facts
relied upon as constituting a breach of any express or implied covenant or obligation of Lessee hereunder
and, Lessee, if in default, shall have sixty (60)days after receipt of such notice in which to commence
compliance with its obligations hereunder. Failure on the part of Lessee to timely commence efforts to rectify
17
OIL AND GAS LEASE City property 2007(4)
any such breach and to exercise diligence in remedying any such breach shall operate as a forfeiture of this
Lease as to the portion thereof effected by such breach;provided that if Lessee, in good faith,disputes any
alleged grounds of breach set forth in such notice,Lessee may,within said sixty(60)day period,institute a
Declaratory Judgment Action in any District Court in a county where all or part of the said leased
premises are located questioning whether it has in fact breached any expressed or implied covenant of this
Lease, thereby staying any forfeiture during the pendency of such action. However, in the event that
Lessor obtains a final judicial ascertainment in any such proceeding that Lessee is in breach of any
covenant hereof,express or implied,then it is agreed that Lessor shall be entitled to a decree providing for
cancellation or forfeiture of the Lease in the event such breach is not rectified or commenced in good faith
to be rectified by Lessee within thirty(30)days from date such decree becomes final.
21.
LOCATION OF DRILLING ACTIVITY,PIPELINES AND EQUIPMENT
No drilling or other activity shall be conducted on the surface of the leased premises and no
roads,electric lines,pipelines,equipment,or other structures shall be placed on the surface of the leased
premises.
22.
COMPLIANCE WITH LAWS
Lessee shall comply with all applicable rules,regulations,ordinances, statutes and other laws in
connection with any drilling, producing or other operations under the terms of this Lease, including,
without limitation,the oil and gas well regulations of the City of Fort Worth,
23.
CONFLICT OF INTEREST
Lessee represents that Lessee; its officers and directors,are not employees or officers of the City
of Fort Worth nor is Lessee(its officers and directors)acting on behalf of any such officer or employee of
the City of Fort Worth.
24.
TERMS
All of the terms and provisions of this Lease shall extend to and be binding upon the heirs,
executors,administrators,successors and authorized assigns of the parties hereto.
25.
ENTIRE AGREEMENT
This Lease states the entire contract between the parties,and no representation or promise,verbal
or written, on behalf of either party shall be binding unless contained herein; and this Lease shall be
binding upon each party executing the same, regardless of whether or not executed by all owners of the
18
011,AND GAS LEASE City property 2007(4)
above described land or by all persons above named as "Lessor", and, notwithstanding the inclusion
above of other names as"Lessor",this term as used in this Lease shall mean and refer only to such parties
as execute this Lease and their successors in interest.
26.
CAPTIONS
The captions to the various paragraphs of the Lease are for convenience only, to be used
primarily to more readily locate specific provisions. They shall not be considered a part of the Lease,nor
shall they be used to interpret any of the Lease provisions.
27.
COUNTERPARTS
This Lease may be executed in multiple counterparts,each of which shall be deemed an original,
with the same effect as if the signature thereto and hereto were upon the same instrument.
EXECUTED and effective as of the date of the notarial acknowledgment of the Lessor's
execution.
CITY OF FORTWORTH-LESSOR
By:
Name: 'Marc r. Ott
Title: Assistant City Manager
ATTEST:
int rack u
City Secretar
APPROVED AS TO FORM AND LEGALITY:
ByQ Yl
Assistant City A4e rney
Date: /) 6 7 Z7
CHESAPEAKE EXPLORATION, L.L.C.-
LESSEE
.L.C:LESSEE
an O=66E—ViOe'�President
'
BY:
Hen - Land and
Legal&General Counsel
MR.
v"r v f!_ W611; 'u
` , L
",VLEA E City property 3007(4)
1P. 7Ft GRko
ACKNOWLEDGEMENTS
THE STATE OF TEXAS §
COUNTY OF GZ — §
BEFORE ME, the undersigned notary public, on
this day personally appeared :)?d a,,c_ known to me to be the person whose
name is subscribed to the foregoing instrument and, that (s)he has executed the same for the
purposes and consideration therein expressed.
GIVEN under my hand and seal of office this 7 day of
2007. ' r
�T �J
Notary Public,State of Texas
My Commission Expires: :"'° :, HETTIE LANE
Commission Number: e F35r/–7 mvcoJuM 2,2011ON iaEs
" .bay Juty26,2011
STATE OF OKLAHOMA §
§
COUNTY OF D ?�, § cc �}�
Before me, L7A,l�l W E�� O U. the undersigned notary public, on this day
personally appeared Henry J.Hood,as Senior Vice President-Land and Legal&General Counsel
of Chesapeake Exploration, L.L.C. on behalf of said limited liability company, who is known to
me to be the person whose name is subscribed to the foregoing instrument,and acknowledged to
me that he/she executed that instrument for the purposes and consideration therein expressed,
and in that capacity therein stated. _ `
Given under my hand and seal of office this �-� day of Nbvem 6e 2007.
gw�' e
aEN ELL ,
Notary Public,State of Oklahoma
+°pR.............fir'%
amaoasos';
My Commission Expires:
Commission Number:
20
OIL AND GAS LEASE City property 2007(4)
EXHIBIT"A"
(Rockwood Park)
Tract 1(9.6 acres-Rockwood Park):
A 9.60000000 acre tract of land,as described in that certain Warranty Deed,recorded in Volume 1157,at
Page 465,described by metes and bounds as follows:
BEGINNING in the North line of the J.W.Conner Survey 744-3/10 feet Westerly from the Northeast
corner of said Conner Survey.
THENCE South 72 degrees and 20 minutes East 285 feet to a concrete monument.
THENCE South 17 degrees and 40 minutes West 353'/2 feet to a concrete monument.
THENCE in a Westerly direction along a curve to the right whose radius is 1382-7/10 feet and the course
of whose tangent at this point is North 78 degrees 05 minutes West,a distance of 51 feet.
THENCE North 76 degrees and 05 minutes West 100 feet to the beginning of a curve to the left with a
radius of 1482-7/10.
THENCE Westerly along said curve 413-9/10 feet.
THENCE South 87 degrees and 55 minutes West 75 feet to the beginning of a curve to the right with a
radius of 905-3/10 feet.
THENCE Northwesterly along said curve 544-9/10 feet to the beginning of a curve to the right with a
radius of 2815.
THENCE Northwesterly along said curve 294-8/10 feet to the beginning of a curve to the right with a
radius of 515-6/10 feet.
THENCE Northwesterly along said curve 75 feet to a point in the North line of the J.W.Conner Survey.
THENCE Easterly along said North line of the J,W.Conner Survey 1283 feet to the place of beginning,
and containing Nine and six tenths acres of land.
Tract 2(13.78 acres-Rockwood Park):
A 13.78000000 acre tract of land,as described in that certain Warranty Deed,recorded in Volume 1166,
at Page 80,described by metes and bounds as follows:
BEGINNING in the East line of the said J.W.Conner,440-6/10 feet from the Northeast corner of the said
survey.
THENCE along lines of said roadway;South 89 degrees 54 minutes West 292-4/10 feet to a concrete
monument at the beginning of a curve to the right with a radius of 1382-7-10 feet;and Westerly along
said curve,at 145-2/10 feet the middle line of water line easement number one,extends South 5 degrees
55 minutes West to the middle of the channel of the river,in all along said curve,338-3/10 feet to a
concrete monument;and North 76 degrees 05 minutes West 100 feet to a concrete monument at the
beginning of a curve to the left,with a radius of 1482-7/10 feet;and Westerly along said curve 413-9/10
feet;and South 87 degrees 55 minutes West 75 feet to the beginning of a curve to the right with a radius
of 905-3/10 feet,and Westerly along said curve 544-9/10 feet to the beginning of a curve to the right
with a radius of 2815 feet;and Westerly along said curve 294-8/10 feet to the beginning of a curve to the
right with a radius of 515-6/10 feet;and Westerly along said curve 75 feet to the North line of the said
Conner Survey;here the roadway passes out of the tract herein described.
THENCE Westerly along said North line 278-7/10 feet to the middle of the channel of the West Fork of
the Trinity River.
THENCE down said channel with its meanders;South 31 degrees 45 minutes East 98 feet;and South 44
'/2 East 135 feet;and South 32 degrees 15 minutes East 158 feet;and South 53 East 131 feet;and South
60'/4 East 132 feet;and South 80 East 207 feet;and South 69 East 191 feet;and South 61 East 124 feet;
and South 79 1/2 East 89 feet;and South 81 3/4 East 318 feet;and South 59 East 166 feet;and North 89
degrees East 182 feet;and North 84 1/4 East 129 feet;and North 76 East 136 feet;and South 56 East 464
feet to said East Zine of said Conner Survey.
THENCE North along said East Zine 481-3/10 feet to the place of beginning and containing thirteen and
78/100 acres.of which7-62/100 acres are embraced within said roadway,and 6-16/100 acres are without
said roadway.
Tract 3(22.69 acres-Rockwood Park):
A 22.69 acre tract of land,as described in that certain Warranty Deed,recorded in Volume 1157,at Page
467,described by metes and bounds as follows:
BEGINNING at the Northwest corner of Lot 39 said Belmont Gardens.
THENCE North 56 degrees and 13 minutes West 53-8/10 feet to a concrete monument.
THENCE West 342-9/10 feet,
THENCE South no degrees and 39 minutes 3ast 254 feet to the beginning of a curve to the right with a
radius of 623-1/10 feet.
THENCE Southerly along said curve 437-8/10 feet.
THENCE South 39 degrees and 37 minutes West 136-8/10 feet to the beginning of a curve to the left with
21 OIL AND GAS LEASE City property 2007(4)(3)Aoc
a radius of 515-6110 feet.
THENCE Southerly along said curve 745-4110 feet to a point in the South line of the R.O.Reeves
Survey.
THENCE Easterly along said south line of the R.O.Reeves Survey 1283 feet to a point 744-3110 feet
from the Southeast corner of said Reeves Survey.
Thence North 72 degrees and 29 minutes West 266-1/10 feet to a concrete monument at the beginning of
a curve to the right with a radius of 546 feet.
Thence Northwesterly along said curve 688-9/10 feet to a concrete monument.
Thence North 809-1110 feet to a concrete monument in the Northeast line of said Lot 39.
Thence North 56 degrees and 13 minutes West 50-2110 feet to the place of beginning,and containing 22-
69/100 acres of land.
Tract 4(1.388 acres-Rockwood Park):
A 1.388 acre tract of land,as described in that certain Warranty Deed,recorded in Volume 1097,at Page
275,described by metes and bounds as follows:
COMMENCE at the northwest corner of lot 39,of said Belmont Gardens,and run north 56 degrees 13
minutes west 53-8/10 feet to an iron for a southeast and beginning corner of the tract being described;
THENCE west 536-9110 feet to an iron.
THENCE south 33 degrees 47 minutes west 125 feet to the middle of the channel of the Trinity River.
THENCE up the middle of said river channel with its meanders;south 78 degrees 31 minutes west 80-
9110 feet;and south 78 degrees 42 minutes west 102 feet;and south 58 degrees 12 minutes west 117-6/10
feet to the west line of said Reeves Survey;
THENCE north along said west line 222 feet;
THENCE east to and along the south lines of lots 4 to 7 of said Belmont Gardens,892-6110 feet to the
southeast corner of lot 7;
THENCE south 17 degrees 50 minutes west 21 feet to the place of beginning(and containing one and
388!1000 acres.)
Tract 5(5.57 acres-Rockwood Park):
A 5.57 acre tract of land,as described as LOT 7,Belmont Gardens Addition,to the City of Fort Worth,
Tarrant County,Texas,being a part of R.O.Reeves Survey,Abstract Number 1293,as described in that
certain Plat,recorded in Volume 609,at Page 623,Tarrant County,Texas.
Tract 6(6.0 acres-Rockwood Park):
A 6.00000000 acre tract of land,as described in that certain Warranty Deed,recorded in Volume 973,at
Page 129,described by metes and bounds as follows:
BEGINNING at a stake,the southwest corner of lot 4 of Belmont Gardens,as said lot appears upon the
map of said Belmont Gardens,of record in the deed records of Tarrant County,Texas.
THENCE west 50 feet to the west line of the said R.O.Reeves Survey.
THENCE north along said west line to where it is intersected by the southwest line of Terrace Avenue,as
same appears upon the map embracing block 227 North Fort Worth,as same is of record in said deed
records.
THENCE in a southerly direction along the line of the said Terrace Avenue,to the northwest corner of lot
one of the said Belmont Gardens.
THENCE in a southerly and easterly direction,and along the westerly lines of lots one,two,three,and
four of said Belmont Gardens to the place of beginning.
Tract 7(13.28 acres-Rockwood Park):
A 13.28 acre tract of land,as described as LOTS 5&6,Belmont Gardens Addition,to the City of Fort
Worth,Tarrant County,Texas,being a part of R.O.Reeves Survey,Abstract Number 1293,as described
in that certain Plat,recorded in Volume 609,at Page 623,Tarrant County,Texas.
22
0[L AND GAS LEASE City property 2007(4)(3)Aoc
Tract 8(19.85 acres-Rockwood Park):
A 19.85 acre tract of land,as described as LOTS 1,2,3,and 4,Belmont Gardens Addition,to the City of
Fort Worth,Tarrant County,Texas,being a part of R.O.Reeves Survey,Abstract Number 1293,as
described in that certain Plat,recorded in Volume 609,at Page 623,Tarrant County,Texas.
Tract 9(12.73 acres-Rockwood Park):
A 12.73000000 acre tract of land,as described in that certain Warranty Deed,recorded in Volume 3896,
at Page 306,described by metes and bounds as follows:
Beginning at a point in the West line of the P.Schoonover Survey and being 891.2 feet North of the
Southeast corner of the J.P.Lusk Survey;
THENCE North with the West line of the P.Schoonover Survey and the East line of the J.P.Lusk Survey,
275.3 feet;
THENCE North 10 degrees 00 minutes East,411.1 feet;
THENCE South,666.6 feet to the center line of a creek;
THENCE with the center line of said creek;South 52 degrees 45 minutes East, 144.4 feet;South 73
degrees 15 minutes East 111.1 feet;North 2 degrees 30 minutes West 227.8 feet;South 87 degrees 30
minutes East, 150 feet;North 6 degrees 00 minutes West; 147.2 feet;North 72 degrees 00 minutes East,
75 feet;South 48 degrees 15 minutes East,75 feet;South 37 degrees 15 minutes West,69.44 feet;South
37 degrees 30 minutes East,58.33 feet;South 89 degrees 45 minutes East, 138.9 feet;South 9 degrees 30
minutes East, 175 feet;South 84 degrees 15 minutes West, 141.7 feet;South 12 degrees 30 minutes East,
152.8 feet;North 85 degrees 00 minutes East,333.3 feet and South 65 degrees 30 minutes East, 180 feet
to a point in the center line of Trinity River;
THENCE with the center line of Trinity River;South 50 degrees 00 minutes West, 150 feet;South 61
degrees 00 minutes West, 130.5 feet;South 66 degrees 15 minutes West,219.4 feet;South 42 degrees 30
minutes West, 152.8 feet and South 22 degrees 45 minutes West,213.9 feet;
THENCE West,232.3 feet;
THENCE North 0 degrees 12 minutes West,429 feet to the beginning of a curve to the left having a
central angle of 80 degrees 51 minutes and a radius of 432.04 feet;
THENCE Northwesterly with said curve a distance of 609.65 feet;
THENCE North 81 degrees 03 minutes West, 15.7 feet to the point of beginning and containing 12.73
acres of land,more or less.
Tract 10(124.86 acres-Rockwood Park):
A 124.86000000 acre tract of land, as described in that certain Warranty Deed, recorded in Volume
11726,at Page 1,described by metes and bounds as follows:
BEGINNING in the South line of the R.O.Reeves Survey,2027 3/10 feet from the southeast corner of
said Reeves Survey.
THENCE along the lines of said roadway;Westerly
THENCE up the middle of said river channel with its meanders;North 79 t/4 West 83 feet;and South 85
along a curve to the right with a radius of 515-6/10,the course of the tangent to said curve at this point
being North 50 degrees 03 minutes West,a distance along the curve of 745-4/10 feet;and North 39
degrees 37 minutes Fast 136-8/10 feet to the beginning of a curve to the left with a radius of 623-1/10
feet;and Northerly along said curve,at 362-4/10 feet Number 2 water line easement extends North 83
degrees 42 minutes along its middle line to the middle of the channel of the river,in all along said curve
437-8/10;and North no degrees 39 minutes West 254 feet to a stake in the north line of the tract conveyed
to William J.Bailey by J.M.McLaughlin by deed of record in Volume 945,Page 409,Tarrant County
Deed Records;here the roadway passes out the tract being described.
THENCE West 194 feet to an iron,a northwest corner of said tract so conveyed to Bailey.
THENCE South 33 degrees 47 minutes West 125 feet to the middle of the channel of the West Fork of the
Trinity River.
23
OIL AND GAS LEASE City property 2007(4)(3).doc
THENCE up the middle of the said river channel with its meanders;South 78 degrees 31 minutes West
80-9/10 feet;and South 78 degrees 42 minutes West 102 feet;and South 58 degrees 12 minutes West
117-6/10 feet to the west line of the said Reeves Survey,the east line of the J.P.Thomas Survey.
THENCE South along said survey line 221 feet to a stake,the southeast corner of the tract conveyed by
William J.Bailey to the City of Fort Worth by deed of record in Volume 968,Page 144,Tarrant County
deed records,whence the middle of a 14 inch elm tree bears S.20 W.8-3/10 feet and another elm tree
bears S.57'14 W.35-3/10 feet.
THENCE along the lines of the tract so conveyed to said city;North 84 3/4 West 440-3/10;and North 31
1/2 West 200 feet;and North 8 West 210 feet;and North 15 East 320 feet;and North 39 degrees 18
minutes West 286-6/10 feet;and South 89 1/4 West 541 feet;and North 50 degrees 28 minutes West 386
feet;and North 191/4 West 610 feet;and North 1/4 East 556 feet to a Northwest corner of said tract in the
middle of said channel of said river.
'/2 West 142 feet,and South 89 3/4 West 156 feet;and North 81 3/4 West 183 feet;and North 20 West 379
feet;and North 13 114 West 213 feet;and North 25'/4 West 259 feet;and North 16 West 134 feet;and
North 18 West 285 feet;and West 115 feet,and South 45 West 176 feet;and South 53'/4 West 215 feet;
and South 56'12 West 295 feet;and south 67 1/2 West 295 feet;and South 62 West 217 feet;and South 30
'/2 West 128 feet,and South 98 feet to the Northeast corner of the tract conveyed to William J.Bailey by
J.S.Young by deed of record in Volume 446,Page 286,said deed records.
THENCE west along the north line of said tract 178 feet to a concrete monument.
THENCE along lines of said roadway;Southerly along a curve to the left with a radius of 1878-8/10 feet,
the course of the tangent to said curve at this point being South 13 degrees 34 minutes west,a distance
along the curve of 545-8/10 feet to a concrete monument;and south 3 degrees 26 minutes east 100-3/10
feet to a concrete monument at the beginning of a curve to the right with a radius of 905-4/10 feet;and
southerly along said curve 284-2/10 feet to a concrete monument;and south 14 degrees 34 minutes west
228-4/10 feet to a concrete monument,at the beginning of a curve to the left with a radius of 623 feet,and
southerly along said curve at 7-6/10 feet the middle line of number three water line easement extends
south 76 degrees 08 minutes east to the middle of the channel of said river,in all along said curve,567-
1/10 feet to a concrete monument;and south 37 degrees 36 minutes east 500 feet to the beginning of a
curve to the right with a radius of 1052-2/10 feet;a concrete monument for corner;and southerly along
said curve 468-8/10 feet to a concrete monument at the beginning of another curve to the right with a
radius of 2814-9/10 feet;and southerly along said curve,at 638-6/10 feet the middle line of Number four
water line easement extends south 88 degrees 36 minutes east to the middle of the channel of said river,in
all along said curve,736-9/10 feet to a concrete monument at the beginning of another curve to the right
with a radius of 2554-5/10 feet;and southerly along said curve,at 732-5/10 feet the middle line of
Number five water line easement extends south 43 degrees 18 minutes east to the middle of the channel of
said river,in all along said curve, 1029-8/10 feet to a concrete monument at the beginning of another
curve to the right with a radius of 1098-8/10 feet;and southerly along said curve 732-5/10 feet to a
concrete monument at the beginning of another curve to the right with a radius of 5679-7/10 feet;and
southerly along said curve,at 148-7/10 feet the middle line of Number six water line easement extends
south 42 east to the middle of the channel of said river,in all along said curve, 1239 feet to concrete
monument,and south 59 west 54 feet to a concrete monument in the north line of the White Settlement
Road;here the roadway passes outside of the tract being described herein.
THENCE along the north line of the said White Settlement road,North 801/2 east 540 feet to the middle
of the channel of said river.
THENCE down the middle of said river channel with its meanders;north 141/2 east 129 feet;and north 57
3/4 east 173 feet;and north 571/2 east 95 feet;and north 52 3/4 east 120 feet;and north 38 1/2 east 150 feet;
and north 55 east 100 feet;and north 83 1lz east 165-6/10 feet;and south 67 1/4 east 164 feet;
THENCE north 12 east 46-7/10 feet to a Burr Oak tree on the north bank of said river,whence the east
iron pier at the north end of the old iron bridge over the river bears N.45 W.21/2 varas.
THENCE north 12 East 458-3/10 feet to a concrete monument.
THENCE east 320 feet to the middle of the channel of said river.
THENCE up the middle of said river channel with its meanders;south 58 1/2 east 242 feet;and south 31
degrees 47 minutes east 250-6/10.
THENCE east 25 feet to the mouth of a branch.
THENCE up the middle of the channel of said branch with its meanders;north 32 3/4 east 56 feet;and
24
OIL AND GAS LEASE City property 2007(4)(3).doc
north 83 east 36 feet;and south 10 east 58 feet;and north 73 east 66 feet to the east line of the P.
Schoonover Survey,the west line of the J.W.Conner Survey.
THENCE south along said survey line 250-7/10 feet to a stake.
THENCE east 23-4/10 feet.
THENCE south along said survey line 250-7/10 feet to a stake.
THENCE east 23-4/10 feet.
THENCE along the lines of said roadway;north 4 degrees 55 minutes west 167-7/10 feet to a concrete
monument at the beginning of a curve to the right with a radius of 1096 feet;and northerly along said
curve 584 feet to a concrete monument;and north 25 degrees 40 minutes east 141-8/10 feet to a concrete
monument at the beginning of a curve to the left with a radius of 62 feet;and northerly along said curve at
138-4/10 feet the middle line of Number seven water line easement extends north 77 degrees 04 minutes
west of the middle of the channel of said river,in all along said curve,594-9/10 feet to a concrete
monument;and north 29 degrees 04 minutes west 71-1/10 feet to a concrete monument at the beginning
of a curve to the right with a radius of 1513 feet;and northerly along said curve 477-8/10 feet to a
concrete monument;and north 10 degrees 58 minutes west 428-3/10 feet to a concrete monument at the
beginning of a curve to the left with a radius of 1482-7/10 feet;and northerly along said curve 413-9/10
feet to a concrete monument at the beginning of a curve to the left with a radius of 6925-5/10 feet;and
northerly along said curve,at 282 feet the middle line of Number eight water line easement extends south
60 degrees 42 minutes west to the middle of the channel of said river;in all along said curve,654-7/10
feet to a concrete monument;and north 32 degrees 23 minutes west 250 feet to a concrete monument at
the beginning of a curve to the right with a radius of 449-9/10 feet;and northeastwardly along said curve
652-4/10 feet to a concrete monument at the beginning of another curve to the right with a radius of
11409 feet;and eastwardly along said curve,at 64-7/10 feet the middle of Number nine water line
easement extends north 38 degrees 54 minutes west to the middle of the channel of the said river,in all
along said curve,472-9/10 feet to a concrete monument at the beginning of another curve to the right with
a radius of 2815 feet;and eastwardly along said curve 98-2/10 feet to a concrete monument at the
beginning of another curve to the right with a radius of 666-3/10 feet;and eastwardly along said curve
372-1/10 feet to a concrete monument at the beginning of another curve to the right with a radius of 1178
feet;and eastwardly along said curve,at 183-2/10 feet the middle line of Number ten water line easement
extends north 5 degrees 55 minutes east to the middle of the channel of said river,in all along said curve,
479-6/10 feet to a concrete monument at the beginning of another curve to the right with a radius of 551-
2/10 feet;and southeastwardly along said curve 350 feet to a west line of said tract conveyed by William
J.Bailey to said city by deed of record in Volume 968,Page 144 said records;here the roadway passes
outside of the tract being herein.
THENCE along the boundary lines of said tract;south 1/4 west 151-3/10 feet and south 19'/4 east 610
feet;and south 50 degrees 28 minutes east 386 feet;and north 89 t/4 east 481 feet to a pipe.
THENCE south 40 degrees 18 minutes east 353 feet to a pipe in another boundary line of the tract last
aforesaid.
THENCE continuing along the lines of said tract;south 15 west 320;and south 8 east 178'/2 feet.
THENCE along the lines of said roadway;south 7 degrees 06 minutes west 114 feet to a concrete
monument at the beginning of a curve to the left with a radius of 1196-3/10 feet;and southerly along said
curve 587-1/10 feet to a concrete monument at the beginning of another curve to the left with a radius of
4457-6/10 feet and southerly along said curve,at 252-8/10 feet the middle line of Number eleven water
line easement extends north 65 degrees 43 minutes east to the middle of the channel of said river,in all
along said curve 505-6/10 feet to a concrete monument at the beginning of another curve to the left with a
radius of 1558 feet;and southerly along said curve 109-5/10 feet to the south line of the said J.P.Thomas
Survey;here the roadway passes outside of the tract being described herein.
THENCE south 88 degrees 50 minutes east along said survey line,576-7/10 feet to the place of beginning
and containing one hundred twenty four and 86/100 acres;of which 4-24/100 acres are embraced within
the J.W.Conner Survey;25-62/100 acres within the J.P.Thomas Survey;83-77/100 acres within the P.
Schoonover Survey,and 11-32/100 acres within the R.O.Reeves Survey.
Of the total acreage of 124-86/100 acres herein described,the roadway embraces 52-44/100 acres and the
entire tract as described,less the roadway,embraces 72-42/100 acres.
Tract 11(3.26 acres-Rockwood Park):
A 3.26 acre tract of land, as described in that certain Warranty Deed,recorded in Volume 4000,at Page
649,described by metes and bounds as follows:
BEGINNING at the axle in the east line of said Pappajohn Tract,said point also being the north-east
25 OIL AND GAS LEASE City property 2007(4)(3).doc
corner of a parcel of land conveyed to the Tarrant County Water Control and Improvement District No. 1
by Pappajohn in Deed recorded Volume 3166,Page 473,Tarrant County Deed Records.
THENCE north 85 degrees 13 minutes west along the north line of said Water Board Tract at 340 feet
passing an axle,in all 371.7 feet to a point in the middle of the old channel of the west fork of the Trinity
River.
THENCE north 13 degrees 50 minutes west along the middle of the river 258.4 feet to a point in line with
a new barbed wire fence on the east side of the river.
THENCE south 89 degrees east 431.0 along said fence to a 1 inch iron in the east line of the Pappajohn
property. Said point also being the northwest corner of a tract conveyed to the City of Fort Worth by
deed of record in Volume 3896,Page 306,Tarrant County Deed Records;
THENCE south 0 degrees 15 minutes east along the east line of the Pappajohn tract 274.1 feet to the place
of beginning and containing 2.40 acres.
BEGINNING at the southeast comer of said Pappajohn tract.Said corner being the southwest corner of
the Rose Marek Sayers Tract as recorded in Volume 2231,Page 52 of the Deed Records of Tarrant
County,Texas;
THENCE north 0 degrees 15 minutes west along the east line of said Pappajohn Tract and the west line of
said Rose Marek Sayers Tract a distance of 72.9 feet to a point in the center line of the New River
Channel,said point being the place of beginning;
THENCE continuing north 0 degrees 15 minutes west along the east line of said Pappajohn tract a
distance of 102.5 feet to a point;said point being monumented by an axle;
THENCE north 85 degrees 13 minutes west a distance of 371.7 feet to a point in the center line of the Old
River Channel;
THENCE south 13 degrees 50 minutes east a distance of 107 feet to a point in the center line of the New
River Channel;
THENCE in a southeasterly direction along the center line of the New River Channel a distance of
approximately 343 feet to the place of beginning and containing 0.86 acres of land more or less.
Tract 12(4.807 acres-Rockwood Park):
A 4.807 acre tract of land,as described in that certain Warranty Deed,recorded in Volume 3896,at Page
306,described by metes and bounds as follows:
COMMENCE at the northwest corner of said Sayers tract in the north line of said Thomas Survey and
being,by deed call,415 varas east from the northwest corner of said survey and then run south no degrees
15 minutes east,along the east line of said Sayers tract,a distance of 1514 feet to a 1 inch iron for the
northeast and beginning corner of the tract being described;
THENCE continuing south no degrees 15 minutes east along said east line of the Sayers tract,a distance
of 546 feet to the southeast corner of said tract in the middle of the old channel of the West Fork of the
Trinity River;
THENCE along the southerly line of said tract and up the middle of said river with its meanders,north 63
degrees 30 minutes west 224 feet north 79 degrees 30 minutes west 83 feet;south 85 degrees 30 minutes
west 142 feet;and south 89 degrees 45 minutes west 24-8/10 feet to the southwest corner of the said
Sayers tract;
THENCE north no degrees 15 minutes west,along the west line of said Sayers tract,449-5110 feet to 1
inch iron for corner at corner of fence,448 feet to the place of beginning and containing 4-80711000
acres.
SAVE AND EXCEPT any part or portion thereof in the use or occupancy of any public road or highway,
or in any part of Trinity River.
Tract 13(116.27 acres-Rockwood Park):
A 122.00000000 acre tract of land,as described in that certain Warranty Deed,recorded in Volume 968,
at Page 144,described by metes and bounds as follows:
26
OIL AND GAS LEASE City property 2007(4)(3).doc
BEGINNING at a stake in the East line of the said J.P.Thomas Survey,498 feet from its Northeast
corner;
THENCE North 33 112 West 150 feet to a stake;
THENCE North 25 West 290 feet to a stake;
THENCE North 2 West 220 feet to a stake in the Southeast line of the road;
THENCE along said road line,South 27 West 50 feet;and South 14'/2 West 191 feet;and South 36 West
133 feet;and South 67 1/4 West 140 feet;and North 73 1/4 West 108 feet;and North 541/2 West 440 feet;
and North 89 degrees 20 minutes West 544 feet to a stake;
THENCE South 1/4 West 2059 feet to the middle of the channel of the Trinity River;
THENCE up said channel with its meanders,North 63112 West 224 feet;
THENCE South 1/4 West at 80 feet a stake;Whence a 14 inch Ash bears N 23 1/2 W 32 feet,in all 556 feet
to a stake;
THENCE South 19 1/4 East 610 feet to a stake,whence a 14 inch Elm bears S 13 1/2 East.33-4/10 feet.
THENCE South 50 degrees 28 minutes East 386 feet to a stake;
THENCE North 89 114 East 541 feet to a stake,whence a 12 inch Elm bears N 8 3/4 E 8 feet,and a 24 inch
Pecan bears S 68 W 31 feet;
THENCE South 39 degrees 18 minutes East 286-6/10 feet to a stake,whence a 3 inch Hackberry bears
South 47 West 15 feet,and a 3 inch Elm bears N 56 114 W 8-8/10 feet;
THENCE South 15 West 320 feet to a stake;
THENCE South 8 East 210 feet to a stake;
THENCE South 31 I/2 East 200 feet to a stake;
THENCE South 84 3/4 East440-3/10 feet to a stake in the said East line of the said J.P.Thomas Survey,
whence the center of a 14 inch Elm bears S 20 W 8-3/10 feet,another S 571/4 West 39-3/10 feet;
THENCE North along said East line,crossing the said River in all 3780 feet to the place of beginning,
and containing one hundred twenty-two acres of land,of which all but a few hundred square feet are
embraced within the said J.P.Thomas Survey.
SAVE AND EXCEPT:
A 5.73 acre tract of land,as described in that certain Warranty Deed,recorded in Volume 1845,at Page
15,described by metes and bounds as follows:
BEGINNING at an iron pipe in the east line of the said Thomas Survey and 498 feet from its northeast
corner.
THENCE south 1/2 east along said east line 717 feet to an iron pipe in the northeast line of right-of-way of
the highway leading from Fort Worth to Jacksboro.
THENCE along said highway right-of-way line;north 31 degrees 29 minutes west 722 3/10 feet;and
north 31 degrees 34 minutes west 38 22/100 feet;and north 31 degrees 49 minutes west 38 44/100 feet;
and north 32 degrees 14 minutes west 38 66/100 feet;and north 32 degrees 49 minutes west 7 feet to an
iron pipe for the intersection of said highway right-of-way line and the easterly line of a street known as
Wilson Street.
THENCE along a line for the easterly line of Wilson Street along a curve to the right,the center of which
bears south 79 degrees 10 minutes east 716 1/4 feet.
THENCE northerly along said curve 225 feet to an iron pipe at the beginning of another curve to the right
with a radius of 34145/100 feet.
THENCE northeastwardly along said curve 133 feet to an iron pipe,in a line for an extension
southwestward of the southerly line of west North 20`h Street.
THENCE north 58 degrees 28 minutes east along said line 98 6/10 feet to an iron pipe in the east line of
the City Park Department property at the Northwest corner of Lot 4 of North Point,an Addition in Fort
Worth.
THENCE along the easterly boundary of the said property;the westerly lines of the lots in said North
Point;south 25 degrees 08 minutes east 274 6/10 feet to an iron pipe;and south 33 degrees 38 minutes
east 160 feet to the place of beginning and containing five and 73/100(5.73)acres.
Tract 14(35.148 acres-Rockwood Park):
A 35.148 acre tract of land,as described in that certain Warranty Deed,recorded in Volume 1973,at Page
231,described by metes and bounds as follows:
A tract which embraces a portion of the J.W.Conner Survey and all of lots Nos.31,32 and 33 and parts
of lots Nos.34 to 39 inclusive of Belmont Gardens a subdivision of a portion of the R.O.Reeves survey
and the 30 feet wide street lying south of the above mentioned lots,all situated in Fort Worth in Tarrant
County,Texas.
BEGINNING at a point which is 440-6/10 feet south and 25 feet west from the Northeast corner of the
said J.W.Conner Survey;Thence North 465-1/2 feet.
THENCE North 58 degrees 20 minutes East 454-65/100 feet to a stake at the east corner of the said lot
27 OIL AND GAS LEASE City property 2007(4)(3).doc
a
No.31;
THENCE North 56 degrees 18 minutes West along the Northeast lines of the said lots Nos.31 to 39
inclusive of the said Belmont Gardens,in all,2090-8/10 feet to a concrete monument;
THENCE South 809-1/10 feet to a concrete monument at the beginning of a curve to the left with a radius
of 546 feet;
THENCE Southeastwardly along said curve 688-9/10 feet to a concrete monument;
THENCE South 72 degrees 20 minutes East 551-1/10 feet to a concrete monument;
THENCE South 17 degrees 40 minutes West 353-1/2 feet to concrete monument;
THENCE Eastward along a curve to the left with a radius of 1382-7/10 feet and the course of the tangent
to said curve at this point in south 78 degrees 05 minutes East,a distance of 287-3/10 feet to a concrete
monument.
THENCE North 89 degrees 54 minutes East 267-4/10 feet to the place of beginning.
The above described property does not constitute nor form any part of a
Grantor's,Wm.J.Bailey's,homestead and Grantor has never used,claimed nor occupied said property
nor any part thereof as his homestead.
28 OIL AND GAS LEASE City property 2007(4)(3).doc
Page 1 of 2
City of Fort Worth, Texas
Mayor and Council Communication
COUNCIL ACTION: Approved on 1012312007
CONTINUED FROM A PREVIOUS WEEK
DATE: Tuesday, October 16, 2007
LOG NAME: 30ROCKWOOD PARK REFERENCE NO.: L-14411
SUBJECT:
Approve Acceptance of Lease Agreement with Chesapeake Exploration, L.L.C., for Natural Gas
Drilling Under 389.233 Net Mineral Acres, More or Less, of City-Owned Properties Located in
Tarrant County, Texas, known as Rockwood Park
RECOMMENDATION:
It is recommended that the City Council approve the acceptance of a lease agreement for natural gas
drilling under 389.233 net mineral acres, more or less, of City-owned properties located in Tarrant County,
known as the Rockwood Park, to Chesapeake Exploration, L.L.C., for a two-year term.
DISCUSSION:
On August 14, 2007, (M&C L-14372) Fort Worth City Council authorized the conversion of dedicated
parkland known as Rockwood Park for the purpose of subsurface drilling and extraction of natural gas.
On August 14, 2007, (M&C G-15829) Fort Worth City Council gave authorization to advertise and receive
bids for subsurface drilling and extraction of natural gas under Rockwood Park.
A request for bid proposals (RFP) was advertised for three consecutive weeks in the Fort Worth Star-
Telegram, published on August 16, August 23, and August 30, 2007.
The following sealed bid for the gas lease was received and opened on September 6, 2007.
Bidder Lease Bonus/Acre Total Lease Bonus Percent Royalty
Chesapeake Exploration, L.L.C. $12,222.00 $4,757,205.73 26
The bid received was evaluated by staff and the City's mineral asset management consultant, JPMorgan
Chase. In addition to the lease bonus rate and royalties paid to the City, the bidder's drilling plan,
reputation, financial status, project team and compliance history were also evaluated.
In accordance with the Alternative Assets Agency Account Agreement between JPMorgan Chase and the
City (City Secretary Contract 29698), JPMorgan Chase will serve as the depository of the lease bonus
revenue until the City requests wire transfer of the funds. The net transfer to the City less administrative
and legal fees of$237,860.29 is estimated to be$4,519,345.44 more or less.
The City has established a Minority Women Business Enterprise (M/WBE) participation goal of 3 percent
on City-owned property of 40 acres or more without an investment goal. On leases of City-owned property
of 700 acres or more, the City has established an option of either a 3 percent MANBE goal or the inclusion
of an M/ BE investor. Chesapeake Exploration, L.L.C., has committed to a 3 percent M/WBE participation
goal as required.
http://www.cfwnet.org/council_packet/Reports/mc_print.asp 12/13/2007
Page 2 of 2
It is anticipated that the lease bonus and royalty proceeds will be prorated and deposited in the City's Park
Improvement Fund and Municipal Golf Enterprise Fund to conduct improvements in accordance with the
Master Plan for Rockwood Park and in support of the Municipal Golf Enterprise Fund.
The Property is located in COUNCIL DISTRICTS 2 and 7, Mapsco 61 L,M,Q,R,U,V and 62 N,S.
FISCAL INFORMATION/CERTIFICATION:
The Finance Director certifies that the Engineering Department is responsible for the collection and deposit
of funds due the City under this agreement.
TO Fu nd/Accou nt/C enters FROM Fund/Account/Centers
C282 4461000 801929990100 $4.519.345.44
Submitted for City Manager's Office by- Marc A. Ott(8476)
Originating Department Head: A. Douglas Rademaker(6157)
Additional Information Contact: Jean Petr(8367)
http://www.cfwnet.org/council_packet/Reports/mc_print.asp 12/13/2007
Page 1 of 2
City of Fort Worth, Texas
Mayor and Council Communication
COUNCIL ACTION: Approved on 10/23/2007
CONTINUED FROM A PREVIOUS WEEK
DATE: Tuesday, October 16, 2007
LOG NAME: 30ROCKWOOD PARK REFERENCE NO.: L-14411
SUBJECT:
Approve Acceptance of Lease Agreement with Chesapeake Exploration, L.L.C., for Natural Gas
Drilling Under 389.233 Net Mineral Acres, More or Less, of City-Owned Properties Located in
Tarrant County, Texas, known as Rockwood Park
RECOMMENDATION:
It is recommended that the City Council approve the acceptance of a lease agreement for natural gas
drilling under 389.233 net mineral acres, more or less, of City-owned properties located in Tarrant County,
known as the Rockwood Park, to Chesapeake Exploration, L.L.C., for a two-year term.
DISCUSSION:
On August 14, 2007, (M&C L-14372) Fort Worth City Council authorized the conversion of dedicated
parkland known as Rockwood Park for the purpose of subsurface drilling and extraction of natural gas.
On August 14, 2007, (M&C G-15829) Fort Worth City Council gave authorization to advertise and receive
bids for subsurface drilling and extraction of natural gas under Rockwood Park.
A request for bid proposals (RFP) was advertised for three consecutive weeks in the Fort Worth Star-
Telegram,
tar-
Tele rq am, published on August 16, August 23, and August 30, 2007.
The following sealed bid for the gas lease was received and opened on September 6, 2007.
Bidder Lease Bonus/Acre Total Lease Bonus Percent Royalty
Chesapeake Exploration, L.L.C. $12,222.00 $4,757,205.73 26
The bid received was evaluated by staff and the City's mineral asset management consultant, JPMorgan
Chase. In addition to the lease bonus rate and royalties paid to the City, the bidder's drilling plan,
reputation, financial status, project team and compliance history were also evaluated.
In accordance with the Alternative Assets Agency Account Agreement between JPMorgan Chase and the
City (City Secretary Contract 29698), JPMorgan Chase will serve as the depository of the lease bonus
revenue until the City requests wire transfer of the funds. The net transfer to the City less administrative
and legal fees of$237,860.29 is estimated to be $4,519,345.44 more or less.
The City has established a Minority Women Business Enterprise (M/WBE) participation goal of 3 percent
on City-owned property of 40 acres or more without an investment goal. On leases of City-owned property
of 700 acres or more, the City has established an option of either a 3 percent M/WBE goal or the inclusion
of an M/WBE investor. Chesapeake Exploration, L.L.C., has committed to a 3 percent M/WBE participation
goal as required.
http://www.cfwnet.org/council_packet/Reports/mc_print.asp 12/13/2007
Page 2 of 2
It is anticipated that the lease bonus and royalty proceeds will be prorated and deposited in the City's Park
Improvement Fund and Municipal Golf Enterprise Fund to conduct improvements in accordance with the
Master Plan for Rockwood Park and in support of the Municipal Golf Enterprise Fund.
The Property is located in COUNCIL DISTRICTS 2 and 7, Mapsco 61 L,M,Q,R,U,V and 62 N,S.
FISCAL INFORMATION/CERTIFICATION:
The Finance Director certifies that the Engineering Department is responsible for the collection and deposit
of funds due the City under this agreement.
TO Fund/Account/Centers FROM Fund/Account/Centers
C282 4461000 801929990100 $4.519.345.44
Submitted for City Manager's Office bv: Marc A. Ott(8476)
Originating Department Head: A. Douglas Rademaker(6157)
Additional Information Contact: Jean Petr (8367)
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