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Contract 40745-A1 (2)
AMENDMENT TO GAS PIPELINE LICENSE AGREEMENT Rockwood Park and Rockwood Golf Course [CITY SECRETARY CONTRACT NO.407451 This AMENDMENT TO GAS PIPELINE LICENSE AGREEMENT [CITY SECRETARY CONTRACT NO. 40745] ("Amendment") is entered into by and between the 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 the "City") acting herein by and through its duly authorized City Manager or duly designated Assistant City Manager, and TEXAS MIDSTREAM GAS SERVICES, L.L.C., an Oklahoma limited liability company acting herein by and through its duly authorized representative. RECITALS WHEREAS, the City of Fort Worth ("City") and Texas Midstream Gas Services, LLC made and entered into a Pipeline License Agreement ("Agreement"), City Secretary Contract No. 40745, authorized by City Council by M&C L-14928 on August 26, 2010, to allow the installation and construction of a natural gas pipeline; and WHEREAS, a copy of the Agreement is attached hereto as Exhibit "1"; and WHEREAS, Texas Midstream Gas Services, LLC is identified as "Company" is the first paragraph of the Agreement; and WHEREAS, Chesapeake Operating Inc., an Oklahoma corporation is identified as Company within Section 1. Definitions; and WHEREAS, City and Texas Midstream Gas Services, LLC agree to execute this Amendment to amend the definition of "company" within Section 1. NOW THEREFORE, City and Texas Midstream Gas Services, LLC, acting herein by and through then duly authorized representatives, do mutually covenant and agree that the Agreement, is hereby amended as follows: 1. The definition of Company within Section 1 of the Agreement is deleted in its entirety and replaced as follows: "Company shall mean Texas Midstream Gas Services, LLC, an Oklahoma limited liability company, only and shall not include any Aff liate or third party." 2. OFFICIAL RECOR® CITY SECRETi4RY The footer on Page 1 of the Agreement shall be deleted and replaced as fol w0Tf WORTH, TX 1 Texas Midstream Gas Services, LLC Amendment to Gas Pipeline License Agreement —Rockwood Park and Golf Course Greenwood A1H 2� 13 KtLt1VED AUG 15 t RECEIVED AUG 19 2t793 "Texas Midstream Gas Services, LLC Pipeline License Agreement — Rockwood Park and Rockwood Golf Course." 3. Except as amended by this Amendment to Pipeline License Agreement [City Secretary Contract No. 40745], all other provisions of the Agreement which are not expressly amended herein shall remain in full force and effect. EXECUTED as of the later date below, but effective as of the date of the Agreement. CITY OF FORT WORTH: Assistant City Manager Date. Approved as to Form and Legality: ,�1�.► zr.��r - l' t�T6 a TEXAS MIDSTREAM GAS SERVICES, L.L.C., an Oklahoma limited liability company Myron K4ontoya Project Manager 2 Texas Midstream Gas Services, LLC Amendment to Gas Pipeline License Agreement —Rockwood Park and Golf Course Greenwood AIH ACKNOWLEDGEMENTS STATE OF TEXAS COUNTY OF TARRANT BEFORE ME, the undersigned authority, a Notary Public in and for the State of Texas, on this day personally appeared V4Ln %����tti18 , known to me to be the person whose name is subscribed to the foregoing instrument, and acknowledged to me that he/she executed the same for the purposes and consideration therein expressed, as the act and deed of the CITY OF FORT WORTH, and in the capacity therein stated. GIVEN UNDER MY HAND AND SEAL OF OFFICE this day of 2013. =HIRRLINGERM Notary Public, State of Texas STATE OF TEXAS § COUNTY OF TARRANT § BEFORE ME, the undersigned authority, a Notary Public in and for the State of Texas, on this day personally appeared Myron Montoya, Project Manager of TEXAS MIDSTREAM GAS SERVICES, L.L.C., known to me to be the person whose name is subscribed to the foregoing instrument, and acknowledged to me that he executed the same for the purposes and consideration therein expressed, as the act and deed of TEXAS MIDSTREAM GAS SERVICES, L.L.C., and in the capacity therein stated. GIVEN UNDER MY HAND AND SEAL OF OFFICE this /S� r Apday of /�✓!/� t/j , 2013. ALLEN RAY BATES Notary Public, State of Texas My Commission Expires February 24, 2017 Notary Yubhc, Mate of Texas 3 Texas Midstream Gas Services, LLC Amendment to Gas Pipeline License Agreement —Rockwood Park and Golf Course Greemvood A1H CITY SECRETARY CONTRACT NQ. ND14&� GAS PIPELINE LICENSE AGREEMENT Rockwood Park and Rockwood Golf Course This PIPELINE LICENSE AGREEMENT ("Agreement") is hereby made and entered into by and between the CITY OF FORT WORTH ("City"), a home rule municipal corporation organized_ under the laws of the State of Texas and acting by and through Charles Daniels, its duly authorized Assistant City Manager, and TEXAS MIDSTREAM GAS SERVICES, L.L.C. ('Company"), an Oklahoma limited liability company, acting by and through Dave Johns, its duly authorized Manager, Midstream Property Rights. - The following statements are true and correct and constitute the basis upon which the City of Fort Worth has executed Agreement. A. Company wishes to construct a pipeline for an approximate total distance of 1433 feet within a thirty (30) foot wide right of way for the transportation of gas through certain Park properties, as defined herein. Because Company is not a public utility, as that term is used in the City Charter and City Code, and because Company will not be providing services to end user customers in the City, Company is not required to obtain a franchise fiam the City, but is required to obtain the City's consent pursuant to a license agreement that sets forth the terns and conditions under which Company may use the Park. B. The City has reviewed Company's request and agrees to grant Company a license to use a portion of the subsurface of the Park in order to construct, operate and maintain a gas pipeline, on the terms and conditions set forth herein, solely for the transportation of gas and solely in accordance with the teams and conditions of this Agreement. Agreement 1. DEFINITIONS. Capitalized terms used in this Agreemen# and not otherwise defnred within this Agreement shall have the following meanings: Affiliate shall mean any individual, partnership, association, joint stock company, limited liability company, trust, corporation, or other person or entity who owns or controls, or is owned or controlled by, or is under common ownership or control with, the entity in question. Agreement shall mean the authorization issued to Company hereunder to use the Park for (i) the construction, installation, maintenance and repair of Company's Pipeline; (il) the use of such Pipeline for the transportation of gas; and (iii) any other directly related uses of the Park, pursuant to and in accordance with this Agreement. Texas Iviidstream Gas Services, L.L,C. Pipeline License Agreement -Rolling Hilts Park Page t of 25 Company shall mean Chesapeake Operating Inc., an Oklahoma corporation, only and shall not include any Affiliate or third party. City shall mean the area within the corporate limits of the City of Fort Worth, Texas and the governing body of the City of Fort Worth, Texas. Commission in, mean the Railroad Commission of the State of Texas or other authority succeeding to the regulatory powers of the Commission, Customer• shall mean any Person located, in whole or in part, within the City. Director shall mean the Director of the City of Fort Worth's Parks and Community Services Department (PACSD) or authorized representative. Inspector shall mean the Gas Inspector or other inspectors as needed and as designated by the City. Person shall mean, without limitation, an individual, a corporation, a limited liability company, a general or limited partnership, a sole proprietorship, a join venture, a business trust or any other form or business entity or association. Pipeline shall mean that certain ten (10) inch nominal diameter pipeline and other facilities approved by the Director that are installed by Company in the Park in accordance with this Agreement. Park shall mean only those portions of the dedicated public property, Rockwood Park and Rockwood Golf Course as identified in Exhibit "A" of this Agreement, attached hereto and hereby made a part of this Agreement for all purposes. Rockwood Park Drive shall mean drat portion of Rockwood Park Drive located in Rockwood Park running from the north barricade at the entrance of Rockwood Park from White Settlement Road to the southern edge of the access road as agreed to in a separate agreement between City and Company. 2. GRANT OF RIGHTS. 21. General Use of Park for Transportation of Gas. Subject to the terms and conditions set forth in this Agreement and the City Chatter and ordinances, the City hereby grants Company a license to erect, construct, install and maintain the Pipeline under the surface of the Park and to transport Gas through the portions of its Pipeline in accordance with Chapter 15, Article II, Gas Drilling and Production of the City Code, as may be amended. Company hereby acknowledges and agrees that this Agreement allows only the transportation of Gas Texas Midstream Gas Services, L.L.C. Pipeline License Agreement -Rockwood Park and Rockwood Golf Course Page 2 of 23 through the Pipeline under the surface of the Park and does not allow Company to distribute, sell or otherwise provide Gas to any Customer 2.2. Nonexclusive. This Agreement and all rights granted to Company herein axe stric#ly nonexclusive. The City reserves the right to grant other and future Iicenses and other authorizations for use of the Park to other Persons and entities in accordance with applicable law and as the City deems appropriate, provided, however, that as to the grant of subsequent licenses for use of the same Park that are solely within the discretion of the City, if a dispute arises as to priority of the use of the Park, the City will resolve such dispute in a manner that does not result in unreasonable interference with Company's operation of the Pipeline for the purposes provided for herein. This Agreement does not establish any priority for the use of the Park by Company or by any present or future Licensees or other permit holders. In the event of any dispute as to the priority of use of the Park, the first priority shall be to the public generally, the second priority to the City in the performance of its various functions, and thereafter, as between licensees and other permit Holders, as determined by the City in the exercise of its powers, including the police power and other powers reserved to and conferred on it by the State of Texas. 2.3. Other Permits. This Agreement does not relieve Company of any obligation to obtain permits, licenses and other approvals from the City or other regulatory agency necessary for the construction, installation, maintenance or repair of Company's Pipeline or the transportation of Gas through such Pipeline. 2.4. Bands. Prior to the commencement of any construction work in the Park, that requires a cut, opening or other excavation, Company shall deliver to the City bonds executed by a corporate surety authorized to do business in the State of Texas and acceptable to the City in the proportional amount of the cost of work under the construction contract or construction project that will be performed in the Park. The bonds shall guarantee (i) satisfactory compliance by Company with all requirements, terms and conditions of this Agreement and (ii) full payments to all persons, firms, corporations or other entities with which Company has a direct relationship for the performance of such construction, maintenance or repairs. If any such construction, maintenance and repair work is undertaken by a contractor of Company, Company shall also require such contractor to deliver to Company bonds executed by a corporate surety authorized to do business in the State of Texas and acceptable to the City in the proportional amount of the cost of work under the constriction contract or construction project that will be performed by the contractor in the Park. The bonds shall guarantee (i) the faithful performance and completion of all Texas Midstream Gas Services, L.L.C. Pipeline License Agreement -Rockwood Park and Rockwood Golf Course Page 3 of23 construction, maintenance or repair work in accordance with the contract between Company and the contractor and (ii) fall payment for all wages for labor and services and of all bills for materials, supplies and equipment used in the performance of that contract. Stich bonds shall name both the City and Company as dual obligees, 3. TERM. This Agreement shall become effective on the date as of which bosh parties have executed it (`Effective Date") and shall expire at 11:59 P.M. CST on August 31, 2035 ('Expiration Date") unless terminated earlier as provided herein. 4. .FEES AND PAYMENTS TO C)I:TY. 4.1. Park Use Fee. On or prior to the Effective Date, Company shall pay the City as compensation far its use of the Park for the Term of this Agreement the sum of $73,115.08 ("License Fee"). Company hereby acknowledges and agrees that the amount of this License Fee is non-refiindable and constitutes just and reasonable compensation to the City for Company's use of the Park. 4.2. Other Payments. Tn addition to the License Fee, Company shall pay the City all sums which, pray be due the City for property taxes, license ices, permit fees, or other taxes, charges or fees that the City may from time to time impose on all other similarly situated entities within the City. Company shall reimburse the City for publication of this Agreement as required by the City's Charter. 4.3, merest. All sums not paid when due shall bear interest at the rate of ten percent {10%}per annum or the maximum amount allowed by law, whichever is less, computed monthly. If such outstanding stuns are paid with interest within thirty (30) days following their respective dLie dates, Company's failure to pay such sums by their respective due dates shall not, in and of itself, constitute an Event of Default under Section 9 of this Agreement. 5. REGULATORY AUTHORITY OF THE CITY. Company's property and operations hereunder shall be subject to such regulation by the City as may be reasonably necessary for the protection or benefit of the general public. Company is obligated to construct, operate and maintain the Pipeline pursuant to the rules and Texas Midstream Gas Services, L.L.C. Pipeline License Agreement -Rockwood Park and Rockwood Golf Course Page 4 of 23 regulations promulgated by the U.S. Department of Transportation, Office of Pipeline Safety, as set out in the Code of Federal Regulations, Section 192 and as adopted and modified by the Texas Railroad Commission and in this connection, Company shall be subject to, governed by and shall comply with all applicable federal, state and local laws, including all ordinances, rules and regulations of the City, as same may be adopted and amended from time to time. 6.1 Construction Schedule G.1.1. The City shall have the right to coordinate all excavation work in the Park in a manner that is consistent with and convenient for the implementation of the City's program for public dedicated open space. In order to preserve the integrity of the Park, Company shall not out, excavate or otherwise breach or damage the surface of the Park. 6.1.2. Company shall notify the PACSD not less than five (5) days in advance of the proposed construction start date and shall meet with appropriate City staff for the purposes of a Pipeline pre -construction meeting not less than seven (7) days prior to initiating construction. The pre -construction meeting shall include, but not be limited to, information regarding the restoration plan for areas disturbed by Company and information related to any regrured jurisdictional approvals necessary to cross the Trinity River levees. 6.1.3. Construction of the Pipeline shall be completed within three -hundred and sixty- five (365) days from the Effective Date. Construction shall be completed within ninety (90) days from the start of construction under this Agreement. 6.1.4. If, during the course of any construction occurring on or after Apri12011 a spill or other incident occurs #hat causes any portion of Rockwood Golf Course to close for four (4} weeks or longer, Company shall pay City for the loss of revenue due to the closure of the Rockwood Golf Course at a rate of twice the value of an average of the previous 3 years of revenue for the same calendar time and duration that the Rockwood Golf Course is closed. Restoration of the Rockwood Golf Course would be completed in accordance with Section 6.6.1 of this Agreement. 6.2. Compliance with Laws, Ordinances, Rules and Regulations. The City has the right to control and regulate the use of the Park, public places and other City -owned property and the spaces above and beneath them. Company shall comply with all applicable laws, ordinances, rules and regulations, including, but not limited to City ordinances, rules and policies related to construction permits, construction bonds, permissible hours of construction, operations during peak traffic hours, barricading requirements and any other construction rules or regulations that may be promulgated from time to time. Texas Midstream Gas Services, L.L.C. Pipeline License Agreement -Rockwood Park and Rockwood Golf Course Page 5 of23 6.39 No Undue Burden, The Pipeline shall not be erected, installed, constzuoted, repaired, replaced ar maintained in any manner that places an undue burden on the present or future use of the Park by the City and the public. If the City reasonably determines that the Pipeline does place an undue burden on any portion of the Park, Company, at Company's sole cost and expense and within a reasonable time period specified by the City, shall modify the Pipeline or take other actions determined by the City to be in the public interest to xemove or alleviate the burden. 6.4. Minimal Interference. 6.4.1. Tracer Wire. The Company shall have fhe right fa lay tracer (tracking) wire on the Park to locate the Pipeline during construction, Tracking wire lines shall be placed as notated on Exhibit B. Placement of tracking wire lines shall require the notification of the Director of Golf or designee at least three (3) days prior to the placement of the tracking wires. Tracking wires shall be placed under the supervision of the Director of Golf or designee. f,4.2. No Surface Excavation. No surface excavation shall be pezxnitted on the Park. The Company shall bore underneath the Park as depicted on the attached Exhibit A. The Pipeline depth shall be a minimum often (10) feet upon entering or exiting the Park. At no time shall the depth of the Pipeline be less than ten (10) feet. 6.4.3. City Inspection. The City shall have the right, but not the obligation to have an inspector, present to verify the buried depth of the Pipeline. 6.4.4. Limited Use of Park Surface: No equipment shall be placed on or within the boundaries of the Park or areas inside the gate an Roekwoad Park Drive ar immediately adjacent to the gate or on the perimeter or entrance to the Park. This includes but is not limited to trailers, equipment, vehicles and/or signage with the exception of signage for directing traffic; provided however, equipment may be placed on or within the boundaries of the Park for an emergency, tracking of the bore or as agreed to in writing by the Director or designee. All other access to the Park and bore/staging sites shall be from off Park property, 6,4.5 Road Access. Company shall be granted access through .Rockwood Park via Rockwood Park in accordance with the requiremen#s specified in the Rockwood Park Drive and Access Road License Agreement attached as Exhibit C. All requirements of the aforementioned agreement related to ingress and egress and traffic controls shall remain in effect until such time that all work associated with the construction of the Pipeline has been completed. Company shall notify PACSD in the event of any changes. 6.4.6. Temporary Fencing. Orange mesh fencing shall be used along the perimeter of temporary construction area and travel access areas to prevent equipment Texas Midstream Gas Services, L.L.C. Pipeline License Agreement -Rockwood Park and Rockwood Golf Course Page 6 of 23 and Company, its employees, its contractors and other persons from damaging plant materials. G.5. Emergency Procedures. 6.�.1. Vol purposes of this Section, a public emergency shall be any condition which, in the opinion of the officials specified herein, poses an immediate threat to life, health or property and is caused by any natural or man-made disaster, including, but not limited to, storms, floods, fires, accidents, explosion, water main breaks and hazardous materials spills. In the event of a public emergency, the City shall have the right to take whatever action is deemed appropriate by the City Manager, Mayor, Police Chief or Fire Chief, or their authorized representatives, including, but not limited to, action that may result in damage to the Pipeline, and Company hereby (i) releases the City, its officers, agents, servants, employees and subcontractors from liability or responsibility for any Damages, as defined in this Agreement, that may occur to the Pipeline or that Company may otherwise incur as a result of such a response, and (ii) agrees that Company, at Company's sole cost and expense, shalt be responsible for the repair, relocation or reconstruction of all or any of its Pipeline that is affected by such action of the City. In responding to a public emergency, the Ciiy agrees to comply with all local, state and federal laws, including any requirements to notify the Texas One Call System, to the extent that they apply at the time and under the circumstances. In addition, if the City takes any action that it believes will affect the Pipeline, the City will notify Company as soon as practicable so that Company may advise and work with the City with respect to such action. 6,5.2. The Company shall maintain writien emergency response plans pursuant to 49 C.F.R. § 192,6155 6.5.3. In the event of an emergency directly that involves that portion of the Pipeline located in the Park and necessitates immediate emergency response work on or repairs, Company may initiate the emergency response work or repairs or take any action required under the circumstances provided that Company notifies the City as promptly as possible. After the emergency has passed, Company shall apply for and obtain any applicable federal, state and local permits, as may be adopted and amended from time to time for the emergency work and otherwise fully comply with the requirements of this Agreement. G.6. Surface Repairs Due to Company Activity. 6.5.1. Upon completion of construction activity, Company, at Company's sole cost and expense, and in a manner approved by the City, shall promptly restore any portion of the Park, Public Rights of Way, or other City -owned property that are in any way disturbed or damaged by the construction, operation, maintenance or removal of any of the Pipeline to, at Company's option, as good or better a condition as such property Taxas Midstream Gas Services, L.L,C, Pipeline License Agreement-Rooktivood Park and Rockwood Golf Course Page 7 of 23 vvas in immediately prior to the disturbance or damage. Unless otherwise specified in this Agreement or by the City, Company shall diligently commence such restoration fallowing the date Company first became aware of the disturbance or damage. A licensed, bonded and certified landscape company specializing in golf course planting and design for surface restoration shall be presented for approval by the Director or designee within three (3) business days prior to such restoration, The Director of Gaff or designee in granting approval shall specify materials needed for restoration of Park and Golf Course. All materials for restoration of the Park and Golf Course shall be inspected and approved by the Director or designee prior to placement. Such soil and grass shall have all supporting documentation certifying the quality meets or exceeds specifications required. All such planting material shall be inspected by the Golf Director or designee prior to installation, Company will water each disturbed area as many times as necessary until a stand of grass comparable to that which was originally in place before the disturbance. Surface areas to be restored shall w be determined by the Director or designee. In the event of a spill, Company_ shall immediately notify the City and coordinate with the Golf Director or designee the removal of any and all contaminated soil from the property in accordance with all applicable state and federal laves. d.b.2. In addition to any liability for damages specified in Section 7 of this Agreement, if a spill or any other incident occurs on the Park and causes any portion of the Rockwood Golf Course to close for any period of time, Company shall pay City for loss of revenue due to closure of the Rockwood Golf Course based on an average of the previous 3 years of revenue for the same calendar time and duration that Rockwood Golf Course is closed. 6.7. Damage to Trees During Construction, Maintenance or Repair. In the event of any damage to trees during the construction, maintenance or repair of the Pipeline Company shall comply with the teurns of the Rockwood Park Drive and Access Road License Agreement attached as Exhibit C. 6.8. f°As-Bullt" Plans and Maps. Company, at Company's sole cost and expense, shall provide the City with as - built plans of all portions of the Pipeline located in the City and the City's exfrater�itorial jurisdiction and maps showing such Pipeline within ninety (90) calendar days following the completion of such Pipeline. Company shall supply the textual documentation of such as -built plans and maps in computer format as requested in writing by the City and shall otherwise fiuliy cooperate with the City in ensuring that the Pipeline is accurately reflected in the City's mapping system. Texas iviidstream Gas Services, L.L.C. Pipeline License Agreement -Rockwood Park and Rockwood Golf Course Page 8 of 23 6.9. Specifications of the Pipeline 6.9.1 The Company shall erect, install, construct, repair, replace and maintain the Pipeline and pursuant to the rules and regulations promulgated by the U.S. Department of Transportation, Office of Pipeline Safety, as set out in the Code of Federal Regulations, Section 192 and as adopted and modified by the Texas Railroad Commission. The Pipeline shall not exceed a ten (10) inch nominal diameter and a right of way width of no more than thirty (30) feet throughout the entire length of the Park. 6.10. Marring of Pipeline. The Pipeline shall be marked pursuant to the rules and regulations promulgated by the U.S. Department of Transportation, Office of Pipeline Safety, as set out in the Code of Federal Regulations, Section 192 and as adopted and modified by the Texas Railroad Commission, which shall show conspicuously Company's name and a toll4ree telephone atumber of Company that a Person may call for assistance. 6.11. Relocation_ of Pipeline. Within forty�five (45} calendar days following a written request by the City, Company, at Company's sole cost and expense, shall protect, support, disconnect or relocate to another portion of the Park all or any portion of its Pipeline due to street or other public excavation, construction, repair, grading, rc-grading or traffic conditions; the installation of sewers, drains, water pipes or municipally -owned facilities of any kind; the vacation, construction or relocation of streets or any other type of structure or improvement of a public agency; any public work; or any other type of improvement necessary, in the City's sole discretion, for the public health, safety or welfare. If Company reasonably requires more than forty-five (45) days to comply with the City's written request, it shall notify the PACSD in writing and the City will work in good faith with Company to negotiate a workable time frame. &,12. Removal of Pipeline. 6.12.1 Upon the revocation, termination or expiration without extension or renewal of this Agreement, Company's right to use the Park under this Agreement shall cease and Company shall immediately discontinue the transportation of Gas in or through the Park. Within six (6) months following such revocation, termination or expiration and if the City requests, Company, at Company's sole cost and expense, shall cap and leave the Pipelinc in place in accordance with applicable laws and regulations. If Company has not capped the Pipeline, within six (6) months following revocation, termination or expiration of this Agreement, the City may deem any portion of the Pipeline remaining in the Park abandoned and, at the City's sole option, (i) take possession of and title to such property or (ii) take any and all legal action necessary to compel Company to remove such property; provided, however, that Company may not abandon its facilities or Texas Midstream Gas Services, L.L.C. PipeIirie License Agreement Rocictivood Park and Rockwood Golf Course Page 9 of 23 discontinue its services within the City without the approval of the Commission or successor agency or any other regulatory authority with such jurisdiction, 6.12.2. Within six (G) months following revoca#ion, termination or expira#ion of this Agreement and in accordance with Section 10 of this Agreement, Company shall also restore any property, public or private, that is disturbed or damaged by removal (or, if consented to by the City, capping and leaving in place) of the Pipeline. If Company has not restored all such property within this time, the City, at the City's sole option, may perform or have performed any necessary restoration work, in which case Company shall immediately reimburse the City for any and all costs incurred in performing or having performed such restoration work. 7. LIABILITY AND INDEMNIFICATION. 7.1.. Liability of Company. Company shall be liable and responsible for any and all damages, losses, liabilities (joint or several), payments, obligations, penalties, claims, litigation, demands, defenses, judgments, lawsuits, proceedings, costs, disbursements or expenses (including, without limitation, fees, disbursements and reasonable expenses of attorneys, accountants and other professional advisors and of export witnesses and costs of investigation and preparation) of any kind or nature whatsoever (collectively "Damages"), which may arise out of or be in any way connected with (i) the construction, installation, operation, maintenance or condition of the Pipeline or any related facilities or appurtenances; (ii) the transportation of Gas through the Pipeline; (iii) any claim or lien arising out of work, Labor, materials or supplies provided or supplied to Company, its contractors or subcontractors; or (iv) Company's failure to comply with any federal, state or local law, ordinance, rule or regulation, except to the extent directly caused by the negligent or grossly negligent act(s) or omission(s) or intentional misconduct of the City. COMPANY HEREBY ASSUMES ALL LIABILITY AND RESPONSIBILITY FOR PROPERTY LOSS, PROPERTY DAMAGEAND/O.l� PER,50NAL INJURY O.F' ANY KIND, INCLUDING DEATH, TO ANYAND ALL PERSONS, OF ANY KIND OR CHARACTER; WHETHER REAL OR ASSERTED, ARISING OUT OF OR IN CONNECTION WITH ITS USE OF THE PREMISES UNDER THIS AGREEMENT OR WITH THE USE, MAINTENANCE, OCCUPANCY, EXISTENCE OR LOCATION OF THE PARK, EXCEPT TO THE EXTENT CAUSED SOLELY BY THE NEGLIGENCE OR INTENTIONAL MISCONDUCT OF THE CITY 7.2 Indemnification. COMPANY, AT COMPANY'S SOLE COST AND EXPENSE, SHALL INDEMNIFY AND HOLD HARMLESS THE CITY, ITS OFFICERS, BOARDS, COMMISSIONS, AGENTS, EMPLOYEES AND VOLUNTEERS Texas Midstream Gas Services, L.L.C. Pipeline License Agreement -Rockwood Park and Rockwood Golf Courso Page 10 of 23 (`7NDEMNITEES"), FROM AND AGAINST ANY AND ALL DAMAGES WHICH MAY ARISE OUT OF OR BE IN ANY WAY CONNECTED WITH (I) THE CONSTRUCTION, INSTALLATION, OPERATION, MAINTENANCE OR CONDITION OF THE PIPELINE OR ANY RELATED FACILITIES OR APPURTENANCES; (II) THE TRANSPORTATION OF GAS THROUGH THE PIPELINE; (III) ANY CLAIM OR LIEN ARISING OUT, OF WORK, LABOR, MATERIALS OR SUPPLIES PROVIDED OR SUPPLIED TO COMPANY, ITS CONTRACTORS OR SUBCONTRACTORS; OR (IV) COMPANY'S FAILURE TO COMPLY WITH ANY FEDERAL, - STATE OR L OCAL LAW) ORDINANCE, R ULE OR REGULATION; EXCEPT TO THE EXTENT DIRECTLY CAUSED BY THE NEGLIGENT ACTS) OR OMISSIONS) OR INTENTIONAL MISCONDUCT OF THE CITY. 7.3 Assmm�tion of Risk and Envi�•onmentai Remediation. COMPANY HEREBY REPRESENTS TO THE CITY THAT (z) COMPANY HAS FULLY INSPECTED THE PARK; (it) COMPANY IS SATISFIED WITH ' THE CONDITION OF THE PARK; AND (N) COMPANY IIAS BEEN FULLYADUSED OF ITS OWN RIGHTS WITHOUT RELIANCE UPON ANY REPRESENTATION MADE BY THE CITY, ITS OFFICERS, AGENTS, SERVANTS, EMPLOYEES, CONTRACTORS, SUBCONTRACTORS, COMMISSIONS,- BOARDS OR VOLUNTEERS, COMPANY HEREBY UNDERTAKES AND ASSUMES, FOR AND ON BEHALF OF COMPANY, ITS OFFICERS, AGENTS, CONTRACTORS, SUBCONTRACTORS AND EMPLOYEES, ALL RISK OF DANGEROUS CONDITIONS, IF ANY, ON THE PARK, ALL LIABILITYAND RESPONSIBILITY FOR PROPERTY LOSS, PROPERTYDAMAGE AND/OR PERSONAL INJURY OF ANY KIND, INCLUDING DEATH, TO ANY AND ALL PERSONS, OF ANY KIND OR CHARACTER, WHETHER REAL OR ASSERTED, ARISING OUT OF OR IN CONNECTION WITH ITS USE OF THE PREMISES UNDER THIS AGREEMENT OR WITH THE USE, MAINTENANCE, OCCUPANCY, EXISTENCE OR LOCATIQN OF THE PARK, EXCEPT TO THE EXTENT CAUSED SOLELY BY THE NEGLIGENCE OR INTENTIONAL MISCONDUCT OF THE CITY. ALTHOUGH, TO THE BEST OF `CHE CITY'S KNOWLEDGE, THE PARK COMPLIES WITH ALL APPLICABLE. FEDERAL, STATE AND LOCAL ENVIRONMENTAL LAWS AND REGULATIONS (COLLECTIVELY "ENVIRONMENTAL LAWS' j, THE CITY DOES NOT WARRANT SUCH. COMPANYHEREBY COVENANTS AND AGREES THAT COMPANY, AT ITS SOLE COST AND EXPENSE, ,SHALL BE FULLY RESPONSIBLE FOR THE VIOLATION OF ANY ENVIRONMENTAL LAWS CAUSED, IN WHOLE OR IN PART, BY COMPANY, ITS OFFICERS, AGENTS, SERVANTS, EMPLOYEES, CONTRACTORS, SUBCONTRACTORS OR INVITEES, AND A1VY REMEDIATION THAT MAY BE REQUIRED AS A RESULT OF SUCH VIOLATION, EXCEPT TO THE EXTENT, CAUSED BY THE CITY. Texas Midstream Gas Services, L.L.C. Pipeline License Agreement -Rockwood Park and Rockwood Golf Course Page l l ai 23 7.4. Defense of Indemnitees. In the event any action, lawsuit or other proceeding is brought against any Indemnitee by reason of any matter for which the Ind emnitees are indemnified hereunder, the City shall give Company prompt written notice of the making of any claim or conunencement of any such action, lawsuit or other proceeding, and Company, at Company's sole cost and expense, shall resist and defend the same with reasonable participation by the City and with legal counsel selected by Company and specifically approved by the City. In such an event, Company shall not admit liability in any matter on behalf of any Indemnitee without the advance written consent of the City. $. INSiIRANC)u. Company shall procure and maintain at all times, in full force and effect, a policy or policies of insurance to provide coverages as specified herein, naming the City as an additional insured and covering all public risks related to the use, occupancy, condition, maintenance, existence or location. of the Park and the construction, installation, operation, mauitenance or condition of the Pipeline, including the transportation of Gas through the Pipeline. The required insurance can be met by a combination of self-insurance; primary and excess policies. 8.1. Primarry Liability Insurance Coverage, � Commercial Gene�•al Liabiliiv: $1,000,000 per occurrence, including coverage far the fallowing: (i) Premises Liability; (ii) independent contractors; (iii) products/completed operations; (iv) personal injury; (v) contractual liability; (vi) explosion, collapse and underground property damage. o Property Damase Liability: $10,000,000 per occurrence ® Automobile Liability: $1,000,000 per accident, including, but not limited ta, all owned, leased, hired or non -owned motor vehicles used in conjunction with,the rights granted under this Agreement o Worker's Compensation: As required by law; and, Employer's Liability as follows; $1,000,000 per accident. Texas Midstream Gas Services, L.L.C. Pipeline License Agreement -Rockwood Park and Rockwood Golf Course Page 12 of23 8.2. Revisions to Required Coverase0 At the reasonable reconunendation of the City's Risk 1Vlanager, the City may at any time revise insurance coverage requirements and limits required by this Agreement. Company agrees that within thirty (30) days of receipt of written notice from the City, Company will implement all such revisions requested by the City. The policy or policies of insurance shall be endorsed to provide that no material changes in coverage, including, but not limited to, cancellation, termination, non -renewal or amendment, shall be made without bitty (30) days' prior written notice to the City. 8.3. Underwriters and Certificates. Company shall procure and maintain its insurance with underwriters authorized to do business in the State of Texas and who are acceptable to the City in terms .of solvency and financial strength. Within thirty (30) days following adoption of this Agreement by the City Council, Company shall Dimish the City with certificates of insurance signed by the respective companies as proof that it has obtained the types and amounts of insurance coverage required herein. In addition, Company shall, on demand, provide the City with evidence that it has maintained such coverage in full force and effect. 8.4. Deductibles. Deductible or self -insured retention limi#s on any line of coverage required herein shall not exceed $1,000,000 in the annual aggregate unless the limit per occurrence or per line of coverage, or aggregate is otherwise approved by the City. 8.5. No Limitation of Liability.. The insurance requirementsset forth in this Section 8 and any aecavery by the City of any sum by reason of any insui once policy required under this Agreement shall in no way be construed or affected to limit or in any way affect Company's liability to the City or other persons as provided by this Agreement or law. 9. DEFAULTS. The occurrence at any time during the term of this Agreement of one or more of the following events shall constitute an "Event of Default" under this Agreement: 9.1. Failure to Pay License Fee. An Event of Default shall occur if Company fails to pay any License Fee on or before the respective due date. Texas Midstream Gas Services, L.L.C. Pipeline License Agreement -Rockwood Park and Rockwood Golf Course Page f 3 of 23 9.2. Breach. An Event of Default shall occur if Company materially breaches or violates any of the terms, covenants, representations or warranties set forth in this Agreement or fails to perform any obligation required by this Agreement. 9.3. Bankruptcy, Insolvency or Receivership. An Event of Default shall occur if Company (i) fles a voluntary petition in bankruptcy; (ii) is adjudicated insolvent, (iii) files any petition or fails to contest any petition filed against it seeking any reorganization, arrangement, composition, readjustment, liquidation, dissolution or similar relief for itself under any laws relating to bankrtiptey, insolvency or other relief for debtors; (iv) seeks, consents to or acquiesces in the appointment of any trustee, receiver, master, custodian or liquidator of Company, any of Company's property or any revenues, issues, earnings or profits thereof; (v) makes an assignment for the benefit of creditors; or (vi) fails to pay Company's debts generally as they become due. 9.4. Violations of the Law. An Event of Default shall occur if Company violates any existing or future federal, state, or local laws, ordinances, rules and regulations of the City. 9.� Iaiture to Complete Construction An Event of Default shall occur if Company fails to complete constr�rction of the Pipeline in accordance with section 6.1.3. 10. UNCURED DEI'AULTS AND REMEDIES. 10.7.. Notice of Default and Dpportunituto Cure. If an Event of Default occurs on account of Company's failure to pay the License Fee in accordance with Section 9.1 or failure to complete construct the Pipeline in accordance with Section 9,5, such Event of Default shall be deemed an Uncured Default and the City shall have the right to terminate this Agreement immediately upon provision of written notice to Company. If an Event of Default occurs for a reason other than for failure to pay the License Fee or failure to complete construction of the Pipeline, the City shall provide Company with written notice and shall give Company the opportunity to cure such Event of Default. For an Event of Default which can be cured by the immediate payment of money to the City, Company shall have thirty (30) days from the date it receives written notice from the City to cure the Event of Default. For any other Event of Default, Company shall have sixty (60) days from the date it receives written notice from the City to cure the Event of Default. If any Event of Default is not cured Teas Midstream Gas Services, L.L.C.Pipeline License Agreement-Rockrvaod Park and Rockwood Golf Course Page 14of23 within the time period specifed hercin, such Event of Default shall, without further notice from the City, become an "Uncured Default" and the City immediately may exercise the remedies provided in Section 10.2. 14.2. Remedies for Uncured Defaulfis. Upon the occu��ence of an Uncured Default, the City shall be entitled to exercise, at the same time or at different times, any of the following remedies, all of which shall be cumulative of and without limitation to any other rights or remedies the City may have; 10.21. Termination of Agreement. Upon the occurrence of an Uncured Default, the City may tez�iunate this Agreement. Upon such termination, Company shall forfeit all rights granted to it under this Agreement and, except as to Company's unperformed obligations and existing liabilities as of the date of termination, this Agreement shall automatically be deemed null and void and shall have no fiuTther force or effect. Company shall remain obligated to pay and the City shall retain the right to receive License Fees and any other payments due up to the date of termination. Company shall remove the Pipeline from and restore the Park as and when requested by the City. The City's right to terminate this Agreement under this Section 10.2.Idoes not and shall not be construed to constitute any kind of limitation on the, City's right to terminate this Agreement for other reasons as provided by and in accordance with this Agreement; provided, however, that Company may not abandon the Pipeline without the approval of the Commission or successor agency or other regulatory au#honty with jurisdiction, if such action without such approval is prohibited at the time by applicable federal or state law or regulation. 14.2.2. Leal Action against Company. Upon the occurrence of an Uncured Default, the City may commence against Company an action at law for monetary, damages or in equity, for injunctive relief or specific performance of any of the provisions of this Agreement which, as a matter of equity, are specifically enforceable. 11. PROVISI(3N aJi 1NF�RMATION. ILl. Filings with the Commission. Company shall provide copies to the City of all documents which Company files with or sends to the Commission concerning or related to its transportation of Gas through or other operations in the City, including, but not limited to, filings related to (1) tariffs; (ii) rules, regulations and policies requested, under consideration or approved by Texas Midstream Gas Services, L,L,C. Pipeline License Agreement -Rockwood Park and Rockwood Golf Course Page 15 of23 the Commission; and (m) applications and any supporting pre -filed testimony and exhibi#s filed by Company or third parties on behalf of Company, on the same date as such filings are made with the Commission. In addition, Company shall provide the City upon request with copies of records, documents and other filings that Company is required to maintain or supply to the Commission under any applicable state or federal law, rule or regulation concerning or related to its transportation of Gas through or other operations in the City. 11,2, Lawsuits. Company shall provide the City with copies of all pleadings in all lawsuits to tivhich Company is a party and that pertain to the granting of this Agreement and/or the transportation of Gas through the City within thirty (30) days of Company's receipt of same. 12. COMPANY AS INDEPENDENT CONTRACTOR. It is expressly understood and agreed that Company shall operate as an independent contractor as to all rights and privileges granted by this Agreement, and not as an agent, representative or employee of the City. Company shall have the exclusive right to control the details of its business and other operations necessary or appurtenant to the transportation of Gas in accordance with the terms and conditions of this Agreement, and shall be solely responsible for the acts and omissions of its officers, agents, servants, employees, contractors and subcontractors. Company acknowledges that the doctrine of respondeat supef•ioft shall not apply as between the City and Company, its officers, agents, employees, contractors and subcontractors. Company 1all r agrees that nothing herein shall be construed as the creation of a partnership or joint enterprise between the City and Company. 13. ASSIGNMENT PROHIBITED, Company may not assign or otherwise transfer any of its rights ox obligations under this Agreement unless specifically authorized in writing by the City, which authorization shall not be unreasonably withheld; provided, however, that Company may make such an assignment of its rights to an affiliated company without the consent of City, provided, that upon such assignment, Company shall notify City within sixty (60) days of said assignment. An `affiliated company' shall mean any parent, subsidiary or sister company or other legal entity that controls, is controlled by, or is tinder common control with Company. For purposes of this clause, `control' means direct or indirect ownership of fifty percent (50%) or more of the voting rights of the subject entity. Notwithstanding such an assignment to an affiliated company, Company shall remain liable to City for any failure to perform hereunder by the affiliated assignee, and this provision shall thereafter be applicable to Company and such affiliated assignee. Texas Midstream Gas Services, L.L.C. Pipeline License Agreement-Rock`t�oad Park and Rockwood Golf Course Page 16 of 23 14. NOTICES. Notices required pursuant to the provisions of this Agreement shall be conelusively determined to have been delivered when (i) hand -delivered to the other party, its agents, employees, servants or representatives, or (ii) received by the other party by United States Mail, postage prepaid, return receipt requested, addressed as follows: To TIC CITY: City of Fort Worth Parks and Community Services Director 1000 Throckmorton Fort Worth, TX 76102 with a copy to: City of Fort Worth Department of Law Attn: Attorney for PACSD 1000 Tlrrockmorton Fort Worth, TX 76t02 1.5. NON DISCRIMINATION COVENANT. To COMPANY: Texas Midsheam Gas Services, L.L.0 Mr. Dave Johns Manager, Midstream Property Rights 100 Energy Way it Worth, TX 76102 whit a copy fo: Texas Midstream Gas Services, L.L.C. CT Corporation System 350 N. St. Paul St. DaHas, TX 75201 Company shall not discriminate against any person on the basis of race, color, national origin, religion, handicap, sex, sexual orientation or familial status M the receipt of benefits from Company's business operations, m any opportunities for employment with Company or in the construction or installation of the Pipeline. 16. NO WAIVER. The failure of the City to insist upon the performance of any term or provision of this Agreement ox to exercise any xights that the City may have, either under this Agreement or the law, shall not constitute a waiver of the City's right to insist upon appropriate performance or to assert any such right on any fixture occasion, 17. GOVERNING LAW AND VENUE. This Agreement shall be construed pursuant to and in accordance with the laws of the United States of America and the State of Texas, If any action, whether real or asserted, at law or in equity, arise out of the terms of this Agreement, Company's transportation of Gas or Company's use Texas Midstream Gas Services, L.L.C. Pipeline License Agreement -Rockwood Park and Rockwood Golf Course Page 17 of 23 of the Park, venue for such action shall He exclusively in state coiufts located in Tarrant County, Texas or the United States District Court for the Northern District of Texas, Fort Worth Division. 18. CONFERENCES. At the request of either the City or Company, the City and Company shall meet at reasonable times and upon reasonable notice to discuss any aspect of this Agreement, Company's Pipeline, Company's operations in the City, Company's transportation of Gas or Company's use of the Park. 19. SEVERABILITY. If any provision of this Agreement is held to be invalid, illegal yr unenforceable by a final order entered by a court of competent jurisdiction, the validity, legality and enforceability of the remaining provisions shall not in any way be affected or impaired. For purposes of this Agreement, a court order shall be final only to the extent that all available legal rights and remedies pertaining to such order, including, without limitation all available appeals, have been exhausted. In such an event, the City and Company agree that they shall amend or have amended this Agreement to comply with such final order entered by a court of competent jurisdiction. 20. FORCE MA�EURE. In the event Company's performance of any of the teirrrs, conditions or obligations required by this Agreement is prevented by a cause or event that is not within Company's reasonable control, Company's non-performance shall be deemed excused for the period of such inability. Causes or events that are not within the Company's control shall include, but not be limited to, acts of God, strikes, sabotage, riots or civil disturbances, failure or loss of utilities, explosions and natural disasters. 21. HEADINGS NOT CONTROLLING. Headings and titles, other than those captions in Section 1, that are used in thus Agreement are for reference purposes only and shall not be deemed a pant of this Agreement. 22. ENTIRETY OF AGREEMENT. This Agreement, including the schedule of exhibits attached hereto and any documents incorporated herein by reference, contains the entire uunderstanding and agreement between the City and Company as to the matters contained herein, Any prior or contemporaneous oral or written agreement is hereby declared null and void to the extent in conflict with the terms and conditions of Texas Midstream Gas Sertriees, L.L.C. Pipeline License Agreement -Rockwood Park and Rockwood Golf Course Page 18 of 23 tWs Agreement. This Agreement shall not be amended wness agreed to in writing by both parties and approved by the City Council of the City. EXECUTED as of the later da#e below: CITY OF FORT WORTH: Daniels t City Manager TEXAS MIDSTREAM GAS SERVICES, APPROVED AS TO FORM AND LEGALITY: By: 'MM 1�1 �(X �4 t � i� Melinda Ramos, Assistant City Attorney 1�t�ested 6y: ZVlarty I-�endrix; Secre�ry Property Rights Texas Midstream Gas Services, L.L.C. Pipeline License Agreement-Roctavood Park and Rock�rood Golf Course Page l9 of 23 ACKNOWLEDGEMENT THE STATE OF TEXAS § COUNTY OF TARRANT § This instrument was acknowledged before me on this dip day of 2010, by /{1 Assistant City Manager of the City of Fort Worth, Te as, a municipal corporation, on behalf of the City of Fort Worth, Texas. EARiAs.saNcHEZ Notgfky Public, State of Texas tAY sec �mhsr�4i; 2013 Es ACKNOWLEDGMENT THE STATE OF TEXAS § COUNTY OF TARRANT § This instrument was acknowledged before me on this t3y day of V feu } eC 2010, by Dave Johns, Manager"Midstream Property Rights of Texas Midstream Gas Services, L.L.C., an Oklahoma limited liability company, on behalf of said company. JCHNNY A, �ARZA Notary Public, State of Texas My Commission Expires August 07, 2011 Texas Midstream Gas Services, L.L.C. Pipeline License Agreement -Rockwood Park and Rockwood Golf Course Page 20 of23 EXHIBIT ccAs� Company may only use approximately 1433 linear feet crossing the Park as depleted below: Texas Midstream Gas Senices, L.L,C. Pipeline License Agreement -Rockwood Park and Rock«aod Golf Course Page 2I of 23 yf� O J^•' zN o N o e $��0 4 ays`vav ," .0 U�3z m> 13 U UK.�~zoC2 \ Si orO*: 5yr bF'N.�mOa 4 `\ [](n O tOQ m IZzAN Oa 0 � \ UiUlX--�0. QUO WOO MM EAJ ey+i � s3� W I Cn f LN (\ r- � Q w �3 c� ry cn rn �- a o No U t�N z UI to to w �+ <�a co 0 N J cq M N a a A W ty W a ao l M tL t4 to 4m tD o 0 Y x 0 o n � Q U OQ U FQ- �a a N M V er'•- °'dw o � a :. = Client: Texas Midstream Gas Services Property owner: The City of Fort Worth Survey Name: a.P. Thomas Survey, Abstract 152S, R. o. Reeves Survey, Abstract 1293 County: Tarrant County, Texas Tract No.: TX-TARR-GRWO-001011 D03AZ, 005.00, 005,01006.01, 006.D1.01006.01.02 €z 00$.03.03 FfELD AIQ71:S DESCR1P770lV FDR A 4Q F007' thJ1DE LICENSED AREA DESCEtIPT10N OF A 1.318 ACRE TRACT OF LAND LOCATED iN TH6 J.P. THOMAS SURVEY, ABSTRACT 1525, AND THE R.O. REEVES SURVEY, ABSTRACT 1293 TARRANT COUNTY, TEXAS, AND BEING A PORTION OF THE REMAINDER OF LOTS4, 51 6, 71 AS SHOWN ON BELMONT GARDENS, A SUBDIVISION OF RECORD IN VOLUME 609, PAGE 623, PLAT RECORDS, TARRANT, COUNTY, AS CONVEYED TO THE CITY OF FORT WORTH BY DEEDS AS RECORDED IN VOLUME 968, PAGE 144 (CALLED 122 ACRES), VOLUME 973, PAGE �29, VOLUME 968, PAGE 29% VOLUME 968, PAGE 248, VOLUME 9681 PAGE 247, VOLUME 10974, PAGE 275 (CALLED 1.00388 ACRES), DEED RECORDS, TARRANT COUNTY, TEXAS, SAID 1.318 ACRE TRACTS, AS SHOWN ON THE ACCOMPANING PLAT, BEING MORE PARTICULARLY DESCRIBED BY METES AND BOUNDS AS FOLLOWS: 30 F'OCrT W1DE LICENSED AREA COMMENGiNG at a concrete monument #ound for an interior earner of a called 190.22 acre tract of land as described in the deed to Mount Olivet Cemetery Association, as recorded in Volume 1847, Page 5z6, Deed Records Tarrant County, Texas, and being in the west line of said City of Fort Worth 122 acre tract; TNfNCE with the west line of said City of Fort Worth 122 sere tract and the east line of said Mount Olivet Cemetery Association tract, N 14°2312 E, passing a concrete monument stamped # 53 found afi a distance of0.95 feet and continuing a total distance of 124.12 feet to a calculated point for the POINT OF BEG(NING; THENCE continuing with the west sine of said City of Fort Worth 122 acre tract and the east fine of said Mount Olivet Cemetery Association tract, N 14°2312 E, 29.77 feet to a calculated paint, from which a concrete monument found for a common corner of said Mount Olivet Cemetery Association tract and said city of Fort Worth 122 acre tract bears, N 14°23'12" E, passing a concrete monument stamped # 54 found at a distance of 114.61 feet and continuing a total distance of 105.33 feet; THENCE crossing said City of Fort Worth tracts, S 85°4S'5R" E,1437.79 feetto a calculated paint in the east fine of said Lot 7, and being in the northwest right,of--way line of 16"' Street (a 60.00 foot right-of- way as shown on said subdivision plat), from which a S/8-inch iron rod found for the northeast corner of said Lot 7 and being in the southerly right-of-way line of Jacksboro Highway (State highway 199) as dedicated to the City of Fort Worth as recorded in Volume 1106, Page 175 Deed Records, Tarrant County, Texas, bears N 33°44'41" E, 925.83 feet, and a 1/24nch iron rod found for the southwest corner of the remainder of Lot 8 of said subdivision bears S 78020108" E, a distance of 65.41 feet; THENCE with the east line of said Lot 7 and the northwest right -of way line of said 16t' Street, 5 33°44'41" W,14.89 feet to a calculated point for the southeast corner of said Lot 7 and being the northeast corner of said City of Fort Worth 1.00388 acre tract as recorded in Volume 10974, Page 275, TX=CARR-C.tRWd-003.OI, OD3.02, OQ5.OQ, QQ5.Q2 OQ6.01, fl08.41.0100�.07..Q2 & 006.01.Q� Page 3 of 3 THENCE with the east line of said C[ty of Fort Worth 1.00388 acre tract as recorded In Volume 10974, Page 275 and the northwest right-of�way line of said 16"' Street, S 17°02'19" W, 17.48 feet to a calculated point, from which a concrete monument found forthe southeast corner of said City of Fort Worth 1,00383 acre tract as recorded in Volume 10974, Page 275, Deed Records, Tarrant County, Texas, bears S 17002'19" W, 4.65 feat; THENCE Crossing said City of Fort Worth tracts, N 85°45'S0" W,1431.95 feet to the PAINT AF BEGINNING and containing 1.318 acre of land, more or less. AI[ bearings are grid and based on the Texas State Plane Coardlnate System, North Centro[ Zone, NAq 83 (2002). Note: Sketch titled TX- PARR-GRWO-p03.01, 003.02, 005.00, 00S.01006.01, 406.01.01 pp6.01.02 & 006.01.03 of even date to accompany Field notes. L[S Survey Technologies Corporation P.O. Box 121639 Fort Worth, Texas 76121 817-246-5900 Ted Harp, Sr_ Registered Professional Land Surveyor No. 2002 � State of Texas ova; e f3q HAFt*P . .2002 ° 1?t TAf2R-GRVITO-003.01, 003.02, 005.00, 005.01 g06.01, Og6.01,02 006.O1.Ox & OOB.01.03 EXAIBIT ccS" TRA CIUNG WIRL' as follows Texas A�idstream Gas Services, L.L.C, Pipeline License Agreement-I2oci:�wood Park and Roci,�tiood Golf Course Page 22 of 23 �Xf41BI l(EV ROTES PROFILE STARGOG qp ,PLAN RM pP gg " NI =t�y�-�,q., FigtU'" PHI ;g noB3 QX�EfMMA-5cgt !_'•.,x.:� --�� �� � 3 - 3�'x�' -� ri -''�h`-� 'ram-��i h- Eg�n�y�'��;5- y �aFeg�>zAIN s: A Man IN It yia IR .G zlu xv NNI IN,lz , ane Or "POE IN 1TITMA a IINI NVNI ? i�T-Vg3Y"IINZ i-yF -NI IN 4" i 4 cc'� _ a _ NIIIII - i - - y—���-�- i `3 v 3'ixi ry e o c C) IN III- arst �.. - "' s'" 'b- s -:�•�`' SeII OUR goU NIL IS-- y�--t--:-�'.. IN ? s f� A EXHIBIT 'ICY) CITY 0RCRETm" GONTRAGT NO.,��2a. ROCKWOOD PARK DRIVE AND ACCESS ROAD LICENSE AGREEMENT This ROCKWOOD PARK DRIVE AND ACCESS ROAD LICENSE AGREEMENT ("Agreement") is hereby made and entered into by and between the CITY OF FORT WORTH ("City"), a home rule municipal corporation organized under the laws of the State of Texas and acting by and through Charles Daniels, its duly authorized Assistant City Manager, and CHESAPEAKE OPERATING, INC., ("Chesapeake"), an Oklahoma corporation and a producer of natural gas and a wholly -owned subsidiary of Chesapeake Energy Corporation an Oklahoma limited liability company,. The following statements are true and eoirect and constitute the basis upon which the City of Fort Worth has executed this Agreement. A. Zn response to citizens and neighbors concerns about criminal activity, Rockwoad Fark Drive was barricaded preventing vehicular traffic access along Rockwood Park Drive from White Settlement Road and it remains closed today. D. On March 3, 2009, the Fort Worth City Council approved a waiver for the Greenwood Pad Site Permit on Greenwood Cemetery property located within 600 feet of Rockwood Park, provided the pad site boundary was 75 feet from the property line of the park, and the use of Rockwood Park Drive to access the pad site. C. Amer City Council approval of the Greenwood .Pad Site Permit, a fotla�v-up survey by Chesapeake indicated that the Cemetery property did not abut Rockwood Park Drive as previously thought and that the use of Rockwood Park property was needed to construct a portion of the access road to the Cemetery's property line in order to.reach.the pad site. D. Chesapeake wishes to construct an access road twenty-five (ZS) foot wide for a distance of approximately Sd.07 feet long across Rockwood Park from Rockwood Park Drive to the edge of the Greenwood Cemetery Property for the purpose of constructing and maintaining a gas drilling pad site and associated gas and saltwater pipelines on the cemetery property. E. The City and Chesapeake will enter into a separate agreement for the installation and placement of the gas and salt water pipelines. F. The use of Rockwood Park Drive and the proposed access road is necessary to allow access far construction and maintenance of the approved gas drilling pad site and associated gas and saltwater pipelines G. The City agrees to grant Chesapeake a license to use a portion of Rockwood Park as set out in Exhibits "A" and "B" in order to use a portion of Rockwood Park Drive and to construct, operate and maintain an access road, on the terms and conditions set forth herein, solely for access to and the construction and maintenance of the pad site and associated gas and OFFICIAL raxas Page t RECORD �T. WORTH, 7'X ine t.icense Agreement-itock�4•ood i'ark Agreement 1. DEF)(NIT)<O1�iS. Capitalized terms used in this Agreement and not otherwise defined within this Agreement shall have the following meanings, Access Road shall mean the approximately I,457 square foot area of road being tweniy- five (25) foot wide and a distance of approximately 54.07 feet long across Rockwood Park from Rockwood Park Drive to the edge of the Greenwood Cemetery Property as depicted and set out in Exhibit "A $. Affillata shall mean any individual, partnership, association, joint stock company, limited liability company, trust, corporation, or other person or entity who owns or controls, or is owned or controlled by, or is under common ownership or control with, the entity in question. Agreebxettt shall mean the authorization issued to Chesapeake hereunder to use a portion of a public park known as Rockwood Park in the location as set out in Exhibits "A" and "B" attached to and incorporated into to this Agreement for use of a portion of Rockwood Park Drive and the construction of an access road twenty-five (25) foot wide for a distance of approximately 54,07 feet long across Rockwood Park from Rockwood Park Drive to the edge of the Greenwood Cemetery Property the purpose of constructing and maintaining a gas drilling pad site and associated gas and saltwater pipelines on the cemetery property. . City shall mean the area within the corporate limits of the City of Port Worth, Texas and the governing body o£ the City o£ Fort Worth, Texas, Corrrmission shall mean the Railroad Commission of the State of Texas or other authority succeeding to the regulatory powers of the Commission. Director shall mean the Director of the City of Fort Worth's Parks and Community Services Department or authorized zepresentative. Gas shall mean gaseous fuels such as natural gas including artificial gas, synthetic gas, liquefied natural gas, manufactured gas, or any mixture thereof. PACSD shall mean the City of Fort Worth Parks and Community Services Department, Park shall mean only that portion of the dedicated public park called Rockwood Park located at 701 North University Drive in Council District 7 as identified in Exhibit "B" of this Agreement, attached hereto and hereby made a part of this Agreement far all purposes. Chesapeake Rockwood Park Access Agreement Page 2 of 22 Person shall mean, without limitation, an individual, a corporation, a limited liabiiiry company, a general or limited partnership, a sole proprietorship, a join venture, a business trust or any other form or business entity or association, Rockwood Park Drive shall mean that portion of Rockwood Park Drive Iocated in Rockwood Park running from the north barricade at the entrance of Rockwood Park from White Settlement Road to the southern edge of the Access Road as defined herein 2. GRANT Oi'.12IGI3TS. 2.1. Construction and Use of Access Road. Subject to the terms and conditions set forth in this Agreement and the City Charter and ordinances, the City hereby grants to Chesapeake a license to construct an Access Road, as herein defined, across the Park from Rockwood Park Drive to the edge of the Greenwood Cemetery Property the purpose of constructing and maintaining a gas drilling pad site and associated gas and saltwater pipelines on the Greenwood Cemetery property as depicted in Exhibits "A" and "B". Chesapeake hereby acknowledges and agrees that this Agreement allows only the construction and use of the Access Road by Chesapeake and its affiliated companies for the above purpose and does not allow Chesapeake and its aMated companies to use or allow any other Person to use the Access Road for any other purpose. 2.2. Use of Rocl�vood Park Drive. Subject to the terms and conditions set forth in this Agreement and the City Charter and oxdinances, the City hereby grants to Chesapeake a license to use a portion of the existing Rockwood Park Drive located in Rockwood Park running from the north barricade at the entrance of Rockwood Park from White Settlement Road to the southern edge of the Access Road described in Exhibit "A" for the purpose of providing Chesapeake and its affiliated companies ingress and egress to the proposed Access Road and the Greenwood Cemetery gas drilling pad site. Chesapeake hereby acknowledges and agrees that this Agreement allows only the use of Rockwood Park Drive by Chesapeake and its affiliated companies for the above purpose and does not allow Chesapeake and its affiliated companies to use or allow any other Person to use Rockwood Park Drive for any other purpose. 2.3 Nonexclusive. This Agreement and all rights granted to Chesapeake herein are strictly nonexclusive. The City reserves the right to enter into and grant other and future licenses and other authorizations for use of the Park and Rockwood Park Drive to other Persons and entities in accordance with applicable law and as the City deems appropriate, provided, however, that as to the grant of subsequent licenses that is solely within the discretion of the City, if a dispute arises as to priority of the use of Rockwood Park Drive, the City will resolve Chesapeake Rockwood Park Access Agreement Page 3 of22 such dispute in a manner that does not result in unreasonable interference with Chesapeake's use of the Greenwood Cemetery gas well pad site or use of the Access Road for the purposes provided for herein. This Agreement does not establish any priority for the use of the Park or Rockwood Park Drive by Chesapeake or by any present or future licensees or other permit holders. in the event of any dispute as to the priority of use of the Park or Rockwood Park Drive, the first priority shall be to the public generally, the second priority to the City in the performance of its various functions, and thereafter, as between licensees and other permit holders, as determined by the City in the exercise of its powers, including the police power and other powers reserved to and conferred on it by the State of Texas. 2.4. Other Permits. This Agreement does not relieve Chesapeake of any obligation to obtain permits, licenses and other approvals from the City or other regulatory agency necessary for the construction, installation, maintenance or repair of the Access (toad, Rockwood Park Drive or any necessary gas drilling or pipeline permits. 3. TERM. The "initial Term" of this Agreement shall commence on the date of its execution ({'Effective Date") and expire at 11:59 P.M, on September 30, 2030 or until all gas wells on the Greenwood Cemetery pad site are plugged and abandoned, whichever comes first unless terminated earlier as provided herein. 4. P')VES .AND PAYMENTS TO CITY. 4.1, License Use Fee. On ox prior to the Effective Date, Chesapeake shall pay the City as compensation for i#s use of Rockwood Park far the Term of #his Agreement the sum of Forty-pne Thousand Nine Hundred Sixty One Dollars and Sixty Cents ($41,961.60) {'License Fees'). Chesapeake hereby acknowledges and agrees that the amount of this License Fee constitutes just and reasonable compensation to the City for Chesapeake's and its aMated companies use of Rockwood Park. 4.2, Other Payments. In addition to the License Fee, Chesapeake shall pay the City all sums which may be due fox property taxes, license fees, permit fees, or other taxes, charges or fees that the City may from time to time impose on all other similarly situated entities within the City. Chesapeake shall reimburse the City for publication of this Agreement as required by the City's Charter. Chesapeake Rockwood Park Access Agreement Pagc 4 of 22 d.3. inferest. All sums not PER when due shall bear interest at the rate of ten percent (14%} per annum or the maximum amount allowed by law, whichever is less, computed monthly. If such outstanding sums are paid with interest within thirty (30) days following their respective due dates, Chesapeake's failure to pay such sums by their respective due dates shall not, in and of itself, constitute an Event of Default under Section 9 of this Agreement. S. REGULATORX AUTHORITY OF THE CITY. Chesapeake's property and operationshexeunder shall be subject to such regulation by the City as may be reasonably necessary for the protection or benefit of the general public. Chesapeake is obligated to construct, operate and maintain the Access Road pursuant to the rules and regulations promulgated by the City's Transportation and Public Works Department and in this connection Chesapeake shall be subject to, governed by and shall comply with all applicable federal, state„ and local laws, including all ordinances, rules and regulations of the City, as same may be adopted and amended from time to time. 6. USE OF ROCI�WOOD PARK. 6.1 Consfrucfion. 6.1.1. Prior to and during the constntction of the Access Road and during all aspects of drilling phases, Chesapeake will provide communication to the Crestwood neighborhood in order to keep the residents informed of the activities on Rockwood Park Drive and Rockwood Park. Once the pad site is constructed, Chesapeake shall contact the Crestwood Neighborhood Association and the City seven (7) days prior #o the mobilization of any equipment for the construction of any well for the Greenwood Pad Site. 6,1,2. Chesapeake Will construct an Access Road twenty4ive (25) foot wide for a distance of approximately tifly four and sevenlone-hundredths (54.47) feet Long across Rockwood Park from Rockwood Park Drive to the edge of the Greenwood Cemetery Property in the location and as depicted in Exhibit "A". The Access Road will consist of concrete (see attached Exhibit "G"), Two twenty (20) by six (6) cattle guards, mud shakers or other acceptable form of tire cleaning apparatus (see attached Exhibit "E"), shall be installed on the Greenwood gas drilling pad site to prevent mud and debris onto the Access Road and Rockwood Park Drive. ti.1.3. Chesapeake shall construct a two (2") inch asphalt overlay to a maximum width of 25 feet over the existing Rockwood Park Drive road within Rockwood Park from the west barricade of Rockwood Park Drive at the entrance of Rockwood Park at Bailey Avenue from White Settlement Road to the eastern edge of the Access Road, Any Chesapeake Rockwood Park Access Agreement Page 5 oP22 portion a£ Rockwood Park Drive that is not widened to twenty-five (2S) feet in width shall not exceed the limits of the rock boulders installed per this Agreement. ti.1.4. All access to the Greenwood Cemetery gas drilling pad site shall be limited to the entrance to Rockwood Park Drive from. While Settlement Road. No vehicular traffic shall be permitted to enter Rockwood Park Drive off University Drive or from any other point of access to Rockwood Park, No equipment, including but not limited to trailers or vehicles, shall be place on or within the boundaries of Rockwood Park, including areas surrounding the gatelbameade on Rockwood Park Drive, with the exception of signage for directing traffic. Use of any other means of ingress or egress shall be considered a default of the terms of this Agreement. 6.1,5 Chesapeake shalt meet with appropriate City staff for apre-construction meeting at least seven (7) days prior to initiating construction of the Access Road for the purposes of reviewing the- construction schedule and construction requirements for the Access Road, the installation of rock boulders and tree protection to be used and the overlay materials to be used for the existing Rockwood Park Drive. ti.l.ti. Access to the Pazk far non vehicular recreational use shall remain open at all times except during the overlay far Rockwood Park Drive and the construction of the Access Road. Once the construction for the Access Road is completed, Rockwood Park Drive must be open for recreational use. 6.1.'1. Chesapeake •shall notify the PACSD and give the City at least Early -eight (48) hours verbal notice for inspection and approval of the installed rock boulders and tree protection measures. Approval of the rock boulders and tree protection measures is required before the installation of the Rockwood Park road overlay and construction of the Access Road. 6.1.8. Chesapeake shall be required to provide protection of all surrounding trees prior to and during construction of the Access Road and the overlay of Rockwoad Park Drive. Prior to beginning construction of the Access Road or the overlay on Rockwood Parr Drive, Chesapeake shall specify work areas and survey and stake said areas, notating the centerline and boundaries of the work areas as agreed upon at the pre -construction mecting. Orange mesh fencing shall be used along the perimeter of construction area and travel access areas to prevent equipment and people from damaging plant materials. Protection of tree areas shall be provided for all surrounding trees prior to and during the construction. Orange safety fencing shall be placed on the outside drip line of any trees affected to protect such trees from any damages occurring during renovation, 6.1.9. Rock boulders installed to a minimum three (3) feet in height shall be required, Some rock boulders are to be set in concrete at designated protection zones as shown on the attached Exhibit "D". The location of the protection zones for the rock boulders along Rockwood Park Drive are shown on the attached Exhibit "C". All rock boulders Chesapeake Rockwood Park Access Agreement Page G of 2Z will be installed along the edge of Rockwood Park Drive prior to construction Ya ensure #hat no vehicular traffic impacts the trees within the protection zones, The City shalt have the right, but not the obligation, to have an inspector on site during construction of the Access Road and installation of the overlay on Rockwood Park Drive. Chesapeake shall be responsible for meeting the City's construction requirements and shall notify the City within forty-eight (48) hours of completion of the Access Road and Rockwood Park Drive overlay for inspection and approved, by the PACSD and the City Engineer. 6.1.11, Construction of the Access Raad and the overlay of Rockwood Park Drive shall be completed within thirty (30) days of beginning construction, weather permitting. Chesapeake shall notify the City seven (7) days before the date the construction begins. Upon completion, any ground disturbance shall be replace is as good or better condition than existed before construction. ti.2. Surface Restoration. G.2,1 Restoration of any surface areas disturbed shall be as determined by PACSD. Chesapeake will replant, reseed (Common Bermuda Grass) and water each disturbed area as many times as necessary until such time the grass is established and accepted by the PACSD. General consideration for acceptance shall include establislunent of a stand of grass that is compatible to the existing condition that has been through two mowing cycles, Company shall remove all contaminated soil from the property. All soil needed far restoration shall be inspected and approved by the PACSD, Such soil and grass shall have all supporting documentation certifying the duality meets or exceeds specifications required. Chesapeake shall stockpile the excavated soil from the Access Road construction and shall place said soil in the areas to be reseeded. No importing of outside soil shall be allowed nor shall fertilizers be permitted b.2.2. Chesapeake, at Chesapeake's sole cost and expense, and in a manner approved by the City, shall promptly restoxe any portion of Rockwood Paxk, public rights -of way, ar other City -owned property that are in any way disturbed or damaged by the construction, operation, maintenance of the Access Road or overlay on Rockwood Park Drive in as good or better a condition as such property was in immediately prior to the disturbance or damage. Unless otherwise specified in this Agreement, Chesapeake shall diligently commence such restoration within thirty (30) calendar days following the date that Chesapeake first became aware of the disturbance or damage. 6.3. Trees. 6.3.1 Tree Removal and Pxeservation. To mitigate for the removal of the twelve (12} to fifteen (15) trees for the construction of the Access Road from Rockwood Park Drive to the Cemetery property line, a ratio of 1" Chesapeake Rockwood Park Access Agreement Fage 7 of 22 to 1" or payment into the Gity's tree fund as determined by the Ci#y Forester shall be required. Prior to the application of the overlay on Rockwood Park Drive or the construction of the Access Road, Chesapeake shall coordinate with the City Forester for an on site inspection during the removal and trimming of all trees and for amount to be paid into the Ci#y's tree fund. Within two {2} days upon completion of the construction of the Access Road, Chesapeake shall contact the City Forester to access any damage to the trees as identified by the City to be preserved. Chesapeake shall have thirty (30) days from the date of the City's written determination to provide to the City a planting schedule of the trees to be planted as recommended by the City Forrester. All trees will be maintained by the Company until established and accepted by the City Forester. The planning location of each tree on Park property shall be flagged and each tree inspected prior to installation. All trees will be maintained by Chesapeake until established and accepted by the City Forester 6,3.2. Damage to Trews During Operations. The City Forester shall have the right to inspect any trees located on Park property for damage by Chesapeake and will assess trees for slight, moderate or severe damage as described below. Slight Damage. Slight damage shall be defined as damage, in the opinion of the City Forester, that may heal, examples include but are not limited to scaring of the trunk into the cambial layer to 2" in width but less than 1/3 trunk circumference or breaking of limbs less than 2" in diameter or limbs less than 113 trunk caliper whichever is les. Slight damages shall be assessed at a rate ofl $100,00 for each instance of slight damage to tree(s). Moderate Damage: Moderate damage shall be defined as That damage, in the opinion of the City Forester, contributes to the poor health and reduced longevity of the tree examples would include but are not linuted to scaring of the trunk into the cambial layer greater than 2" but less than 1/3 the trunk circumference or breaking of limbs more than 2" in diameter but less than 1/3 trunk caliper. Moderate damages shall be assessed at a rate of %? the assessed value of the tree for trees over ZO inches in caliper per each instance of damage (see attached tree survey) or $300 per caliper inch per instance of damage which ever is greater; for trees less than 20 inches the fee shall be $300 per caliper inch for each instance of moderate damage to tree($). Severe Damage: Severe damage shall be defined as that damage, in the opinion of the Ciry Forester, includes caring of the trunk to the cambial layer greater than 1/3 the trunk circumference, uprooting or causing a tree to lean, damage to a scaffolding branch or branch greater than Chesapeake Rockwood Park Access Agreement Page 8 of 22 1/3 of trunk caliper and shall also include the removal of any tree. Severe damage or removal of trees is subject to penalties as follows: Any #rev measuring less than 25 inches or less in caliper shall pay the appraised value trees removed or damaged (see attached Tree Survey Exhibit "F"). Any tree measuring greater than 25 inches in caliper shall pay double the appraised value for trees removed or damaged (see Tree Survey Exhibit "F"). Severe damage or removal shall include but is not [united to scaring of the trunk to the cambial layer greater than 1/3 the trunk circumference, uprooting or causing a tree to lean, damage to a scaffolding branch or branch greater than 1/3 of trunk caliper. Branches shall be measured at the point of attachment or at the lateral to which the branch would be pruned back to according to ANSI standards. Trees caliper shall be measured according to accepted industry standards. Trees greater than 6" in caliper shall be measured using diameter at breast height (DBR). Chesapeake shall make payment for such damages and must install replacement trees for severely damaged trees at a location to be designated by PACSD. Replacement shall be made on caliper inch per caliper Inch basis with a minimum size of replacement tree of 2" in caliper. Chesapeake shall be responsible for the planting watering, mulching and maintenance of replacement trees for a period of not less than 2 years. Any tree that does not survive the 2 year establishment period shall be compensated for by the contractor to PACS at a rate of $200 per caliper inch. In addition to any penalties or damages assessed by PACS, frees severely damaged or removed shall also be subject to fines and penalties of the Tree Conservation Ordinance of the Fort Worth Zoning Code. 6.4. Marking and Security of Access Drive and Roclwood Park Drive. 6.4.I. Chesapeake shall install two fifteen (15) mile per hour speed limit signs for that portion of Rockwood Park Drive where it enters Rockwood Park on the west and where the Access Drive intersects with Rockwood Park from the Greenwood Cemetery gas drilling pad site. Chesapeake shall be responsible for assuring that all vehicular traffic maintains a fifteen (15) mile per hour speed limit along Rockwood Park Drive. Trucks shall use a low gear while operating within the park boundaries. 6.4.2. Chesapeake will provide flagmen to wiIi be positioned during the rig move in and out and during the fracturing process. Chesapeake and the City shall agree on the location of the flagmen. Flagmen shall be instructed to allow for pedestrian traffic and maintain safe passage for all users. Additional traffic controls may be required by the City to assure that park users are aware of vehicular traffic on Rockwood Park Drive, 6.4.3. No security stations shall be located on Rockwood Park Drive, the Access Road or park property. If requested by the City and in the City's sole discretion, Chesapeake Chesapeake Rockwood Park Access Agreement Page 4 of 22 will set up a checkpoint and provide manned security at the north barricade of Rockwood Park Drive and Bailey in order to assure only authorized Chesapeake vehicles are on the Rockwood Park Drive. 6.4.4. The barrieade/gate at the northern end of Rockwood Park Drive shall remain locked at all times unless manned security is present at the gate. 6.4.5. Chesapeake shall place signs, (see attached Exhibif "H"} approved by the City on adjacent sections of Trinity Trails and Rockwood Park Drive informing recreational users of the Trinity Trail and Rockwood Park Drive of trucks on Rockwood Park Drive. 6.4.6. Chesapeake shall place "ten}porary detour" or "equipment on roadway" signs, approved by the City (see attached Exhibit "H") at the gate of Bailey Avenue and Rockwood Park Drive and at the southern closed portion of Rockwood Park Drive where it intersects with Trinity Trails. The temporary detour sign shall be in place_only during the overlay of Rockwood Park Drive, 6.4.7. Yearly inspections of Rockwood Park Drive shall be required beginning on the anniversary date of the acceptance of the Rockwood Park Drive improvements by the City. It is the responsibility of Chesapeake to timely request that the Transportation and Public Works Department (TPW) conduct the inspection. A written inspection report by TPW shall be delivered to Chesapeake within ten (10) business days of the inspection outlining any necessary repairs required to the right -of way. Upon receipt of inspection report, Chesapeake shall have fourteen (14) days from the date of the report to complete the repairs identified in the inspection report, unless such time is extended by the City, if the City determines that the repairs to Rockwood Park Drive are not being constructed within the time £tame described above or have not been constructed in accordance with City standards, the City shall notify Chesapeake in writing. Written notification by the City shall serve as a "stop work order" and Chesapeake shall immediately cease the repair work on the right -of --way. Chesapeake shall have fourteen (14) calendar days to provide the City with a written response to this notice, which response shall include a proposal to- cure the deviation and a time frame to cure the deviation. The time frame to cure the deviation shall not exceed thirty (30) days without the consent of the City, which shall not be unreasonably withheld. Rockwood Park Drive may be closed by the City for vehicular traffic and access by Chesapeake for failure to respond to the City within the time frame allowed or to cure the deviation until the road is repaired and accepted by the City. Penalties and fines may be assessed as deemed necessary by TPW and the PACSD for failure to cure the deviation in a manner acceptable to the City. 5.5. Compliance with Laws, Ordinances, Rules and Regulations, The City has the right to control and regulate the use of Rockwood Park and other dedicated parks, public places and other City -owned property and the spaces above and Chesapeake Rockwood Park Access Agreement Page Io of 22 beneath them, Chesapeake shall comply with all applicable laws, ordinances, rules and regulations, including, but not limited to City ordinances, rules and policies related to construction permits, construction bonds, permissible hours of construction, operations during peak traffic hours, barricading requirements and any other construction rules or regulations that may be promulgated from time to time. b.b. No Undue Burden. O#her than the uses allowed under this Agreemen#, Rockweod Park Drive and the Access Road shall not be used or maintained in any manner that places an undue burden on the present or future use of Rockwood Park by the City and the public. If the City reasonably determines that the use or maintenance of the Access Road does place an undue burden on any portion of Rockwood Park, Chesapeake, at Chesapeake's sole cost and expense and within a reasonable time period specified by the City, shall take actions determined by the City to be in the public interest to remove or alleviate the burden. b.7. MinimalInterferencc. 6.7.1. After the initial construction, prior to the undertaking of any kind of additional construction, installation, maintenance, repairs or other work on Rockwood Park Drive or the Access Road, Chesapeake shall, except for work required to address an emergency, provide at least twenty-four (24) hours' advance written notice to the City and the owners ofproperty adjacent to Rockwood Park that will be affected. In the case of emergencies, Chesapeake shall provide notice to the affected landowners within twenty-four (24) hours after commencement of work. In addition, during any such work, Chesapeake shall provide construction and maintenance signs and sufficient barricades at work sites to protect the pedestrian public, The use of traffic control devices shall be consistent with the standards and provisions of Part VI of the Texas Manual on Uniform Traffic Control Devices such that pedestrian traffic is safely regulated while the work is being done. Chesapeake shall utilize appropriate warning lights or signage at all construction and maintenance sites areas on Rockwood Park Drive where one or more traffic lanes are closed or obstructed and pedestrian traffic is subject to interruption during operational conditions. 6.7.2. Chesapeake will take all reasonable planning to minimize harm to Rockwood Park and•Rockwcod Park Drive: No surface excavation or use of Rock�,vood Park shall be allowed other than outlined in this Agreement. b.8, . Emergencies. 6.8.1. Work by the City. For purposes of this Section, a public emergency shall be any condition which, in the opinion of the officials specified herein, poses an iininediate threat to life, health or property and is caused by any natural or man-made disaster, including, but not limited to, Chesapeake Rockwood Park Access Agreement Page i l of22 storms, floods, fires, accidents, explosion, water main breaks and hazardous materials spills, In the event of a public emergency, the City shall have the right to take whatever action is deemed appropriate by the City Manager, Mayor, Police Chief or Fire Chief, or (heir authorized representatives, including, but not limited to, action that may result in damage to the Access Road, and Chesapeake hereby (i) releases the City, its officers, agents, servants, employees and subcontractors from liability or responsibility for any Damages, as defined in this Agreement, that may occur to the Access Road or that Chesapeake may otherwise incur as a result of such a response, and (ii) agrees that Chesapeake, at Chesapeake's sole cost and expense, shall be responsible for the repair, relocation or reconstruction of all or any of its property that is affected by such action of the City, In responding to a public emergency, the City agrees to comply with all local, state and federal laws, including any requirements to notify the Texas One Call System, to the extent that they apply at the time and under the circumstances. In addition, if the City takes any action that it believes will affect the property of Chesapeake, the City will notify Chesapeake as soon as practicable so that Chesapeake may advise and work with the City with respect to such action. 6.8.2. Work by or on Behalf of Chesapeake, 1:n the event of an emergency directly that involves the Access Road in Rockwood Park and necessitates immediate emergency, response work on or repairs, Chesapeake may initiate the emergency response work or repairs or take any action required under the circumstances provided that Chesapeake notifies the City as promptly as possible. 6.9. Removal of Access Raad. 6.9.1. Upon the revocation, termination or expiration without extension or renewal of this Agreement, Chesapeake's right to use Rockwood park under this Agreement shall cease and Chesapeake shall immediately discontinue the use of Rockwood Park Drive and the Access Road through Rockwood Park, Within six (6) months following such revocation, termination or expiration and if the City requests, Chesapeake, at Chesapeake's sole cost and expense, shall remove the Access Road from Rockwood Park in accordance with applicable laws and regulations, If Chesapeake has not removed all of the Access Road in Rockwood Park, within six (6) months following revocation, termination or expiration of this Agreement, the City may deem any portion of the Access Road in Rockwood Park abandoned and, at the City's sole option take any and all legal action necessary to compel Chesapeake to remove such property; provided, however, that Chesapeake may not abandon its facilities on the Greenwood Cemetery property without the approval of the Commission or successor agency or any other regulatory authority with such jurisdiction. 6.9.2. Within sixty (60) days following revocation, termination or expiration of this Agreement and in accordance with this Agreement, Chesapeake shall also restore any property, public or private, that is disturbed or damaged by removal of the Access Road. If Chesapeake has not restored all such property within this time, the City, at the City's Chesapeake Rockwood Park Access Agreement Page l2 of 22 sole option, may perform or have performed any necessary restoration work, in which case Chesapeake shall immediately reimburse the City for any and all costs incurred in performing or having performed such restoration work. 7. LIABILITY AND INDEMNIFICATION. 7.1. Liability of Chesapeake. Chesapeake shall be liable and responsible for any and all damages, losses, Iiabilities (point or several), payments, obligations, penalties, claims, litigation, demands, defenses, judgments, lawsuits, proceedings, costs, disbursements or expenses (including, without limitation, fees, disbursements and reasonable expenses of attorneys, accountants and they professional advisors and of expert witnesses and costs of investigation and preparation) of any kind or nature whatsoever (collectively "Damages"), which may arise out of or be in any way connected with (i) the construction, installation, operation, maintenance, condition or use of the Access Road or Rockwood Park Drive or any related facilities or appurtenances; (ii) any claim or lien arising out of work, labor, materials or supplies provided or supplied to Chesapeake, its contractors or subcontractors; or (ill) Chesapeake's failure to comply with any federal, state or local taw, ordinance, rule or regulation, except to the extent directly caused by the negligent or grossly negligent act(s) or omissions) or intentional misconduct of the City, CIIESAPEAKE HEREBY ASSUMES ALL LIABILITY AND RESPONSIBILITY FOR PRQPERTYLOS,S, I'ROPERTYDAMAGE,9ND/OR PERSONAL INIURY OF ANY KIND, INCLUDING DEATH, TO ANY AND ALL PERSONS, OF ANY KIND OR CHARACTER, WHETHER REAL OR ASSERTED, ARISING OUT OF OR IN CONNECTION WITH .ITS USE OF ROCKWOOD PARK UNDER THIS AGREEMENT OR WITH THE USE, MAINTENANCE, OCCUPANCY, EXISTENCE, LOCATION OR USE OF THE ACCESS ROAD AND ROCKWOOD PARK DRIVE IN ROCKWOOD PARK, EXCEPT TO THE EXTENT CAUSED SOLELY BY THE NEGLIGENCE OR INTENTIONAL MISCONDUCT OF THE CITY. 7.2. Indemnification. CHESAPEAKE, AT CIIESAPEAKE'S ,SOLE COST .4ND EXPENSE, SHALL INDEMNIFY AND HOLD HARMLESS THE CITY, ITS OFFICERS, .BOARDS, COMMISSIONS, AGENTS, EMPLOYEES AND VOLUNTEERS ("INDEMNITEES'), FROM AND AGAINST ANY AND ALL DAMAGES WHICH 1WAY ARISE OUT OF OR BE IN ANY WAY CONNECTED WITH (1) THE CONSTRUCTION, INSTALLATION, OPERATION, MAINTENANCE, CONDITION OR USE OF THE ACCESS ROAD OR ROCKWOOD PARK DRIVE OR ANY RELATED FACILITIES OR APPURTENANCES, (II) ANY CLAIM OR LIEN ARISING OUT OF JV0RK, LABOR, MATERIALS OR SUPPLIES PROVIDED OR SUPPLIED TO CHESAPEAKE, ITS CONTRACTORS OR SUBCONTRACTORS; ChesTpeake Rockwood park Access Agreement page 13 of 22 OR (ITS} CHESAPEAKE'S FAILURE TO COMPLY WITH ANY FEDERAL, STATE OR LOCAL LAW, ORDINANCE, RULE OR REGULATION, EXCEPT TO THE EXTENT DIRECTLY CAUSED BY THE NEGLIGENT ACTS) OR OMISSIONS) OR INTENTIONAL MISCONDUCT OF THE CITY. 7A3. Assumption of Risk and Environmen#al RemediaHou. CHESAPEAKE HEREBY REPRESENTS TO THE CITY THAN' (i) CHESAPEAKE HAS FULLY INSPECTED THE AREA OF ROCKWOOD PARK THAT IT WILL UTILIZE; (ii) CHESAPEAKE IS SATISFIED WITH THE CONDITION OF THE AREA OFROCKWOOD PARK THAT IT WILL UTILIZE; AND ON CHESAPEAKE HAS BEEN FULLY ADVISED OF ITS OWN RIGHTS WITHOUT RELIANCE UPONANY REPRE. ENTATIONMADE BYTHE CITY, ITS OFFICERS, AGENTS, SERVANTS, EMPLOYEES, CONTRACTORS, SUBCONTRACTORS, COli?MISSIONS, BOARDS OR VOLUNTEERS, CHESAPEAKE HEREBY UNDERTAKES AND ASSUMES, FOR AND ON BEHALF OF CHESAPEAKE, ITS OFFICERS, AGENTS, CONTRACTORS, SUBCONTRACTORSAND EMPLOYEES, ALL RISK OF DANGEROUS CONDITIONS, IFANi; ON OR ABOUT THE AREA OF ROCKWOOD PARK THAT IT WILL UTILIZE . ALTHOUGH, TO THE BEST OF'• THE CITY'S KNOWLEDGE, THE AREA OF ROCKWOOD PARK THAT CHESAPEAKE WILL UTILIZE COMPLIES WITH ALL APPLICABLE FEDERAL, STATE AND LOCAL ENVIRONMENTAL LAWS AND REGULATIONS (COLLECTMLY "ENVIRONMENTAL LAWS)% THE CITYDOES NOT WARRANT SUCH. CHESAPEAKE HEREBY COVENANTS AND AGREES THAT CHESAPEAKE, AT ITS SOLE COST AND EXPENSE, SHALL BE FULLY RESPONSIBLE FOR THE VIOLATION OF ANY ENVIRONMENTAL LAWS CAUSED, IN IVHoLE OR IN PART, BY CHESAPEAKE, ITS OFFICERS, AGENTS, SERVANTS, EMPLOYEES, CONTRACTORS, SUBCONTRACTORS OR INVITEES, AND ANY R EMEDLATION THAT MAYBE REQUIRED AS A RESULT" OF SUCH VIOLATION, EXCEPT TO THE EXTENT CAUSED BY THE CITY. 7.4. Defense ofIndemni#ees. In the event any action, lawsuit or other proceeding is brought against any Indemnitee by reason of any matter for which the lndemnitees are indemnified hereunder,_the City shall We Chesapeake prompt written notice of the making of any claim or commencement of any such action, lawsuit or other proceeding, and Chesapeake, at Chesapeake's sole cost and expense, shall resist and defend the same with reasonable participation by, the City and with legal counsel selected by Chesapeake and specifically approved by the City. In such an event, Chesapeake shall not admit liability in any matter on behalf of any Indemnitee without the advance written consent of the City, Chesapeake Rock+vooci Park Access Agreement Pagc 14 of 22 S, l(NSYJRANCE AND BONDS, 8.1, Chesapeake shall procure and maintain at all times, in full force and effect, a policy or policies of insurance to provide coverages as specified herein, naming the City as an additional insured and covering all public risks related to the use, occupancy, condition, maintenance, existence or location of the Access Road in Rockwood Park and the construction, installation, operation, maintenance, condition or use of the Access Road and Rockwood Park Drive. The required insurance can be met by a combination of self- insurance, primary and excess policies. 8.1.1 Primary Liability Insurance Coverage. ® Coratrzercial General Xiability: $1,000,000 per occurrence, including coverage for the following: (i) Premises Liability; (ii) independent contractors; (iii) products/completed operations; (iv) personal injury; (v) contractual liability, (vi) explosion, collapse and underground property damage. o Property Damage Liability: $10,000,000 per oecunence o Automobile Liability: $1,000,000 per accident, including, but not linuted to, all owned, leased, hired or non -owned matar vehicles used in conjunction with the rights granted under this Agreement o ker's Compensation: As xequired by law; and, Employer's Liability as follows: $1,000,000 per accident. $.1.2. Revisions to Required Coverage. At the reasonable recommendation of the City's Risk Manager, the City may at any #ime revise insurance coverage requirements and limits required by this Agreement. Chesapeake agrees that within thirty (30) days of receipt of written notice from the City, Chesapeake will implement all such revisions requested by the City, The policy or policies of insurance shall be endorsed to provide that no material changes in coverage, including, but not limited to, cancellation, temtination, non -renewal or amendment, shall be made without thirty (30) days' prior written notice to the City. Chesapeake Raekwood Park Access Agreement Page 15 of 22 8.1.3. Underwriters and Certificates. Chesapeake shall procure and maintain its insurance with underwriters authorized to da business in the State of Tiexas and who are acceptable to the City in terms of solvency and financial strength. Within thirty (30) days following adoption of this Agreement by the City Council, Chesapeake shall fiunish the City with certificates of insurance signed by the respective companies as proof that it has obtained the types and amounts of insurance coverage required herein. In addition, Chesapeake shall, on demand, provide the City with evidence that it has maintained such coverage in full force and effect. 8.1.A. Deductibles. Deductible or self insured retention limits on any Iine o£ coverage required herein shall not exceed $1,000,000 in the annual aggregate unless the limit per occurrence or per line of coverage, or aggregate is otherwise approved by the City. 8.1.5. No Limitation of Liability. The insurance requiremen#s seY forth in this Section 8 and any recovery by the City of any sum by reason of any insurance policy required under this Agreement shall in no way be construed or affected to limit or in any way affect Chesapeakes liability to the City or other persons as provided by this Agreement or law. 8.2 Bonds. Prior to the commencement of any construction work in Rockwood Park that requires excavation or construction, Chesapeake shall deliver to the City bonds executed by a corporate surety authorized to do business in the State of Texas and acceptable to the City in the proportional amount of the cost of work under the construction contract or construction project that will be performed in Rockwood. Park, The bonds shall guarantee (i) satisfactory compliance by Chesapeake with all requirements, terms and conditions of this Agreement and (it) full payments to all persons, firms, corporations or other entities with whom Chesapeake has a direct relationship for the performance of such construction, maintenance or repairs. If any such construction, maintenance and repair work is undertaken by a contractor of Chesapeake, Chesapeake shall also require such contractor to deliver to Chesapeake bonds executed by a corporate surety authorized to do business in the State of Texas and acceptable to the City in the proportional amount of the cost of work under the construction contract or construction project that will be performed by the contractor in Rockwood Park. The bonds shall guarantee (i) the faithful performance and completion of all construction, maintenance or repair work in accordance with the contract between Chesapeake and the contractor and (fi) full payment for all wages for labor and services and of all bills for materials, supplies and equipment used in the performance of that contract. Such bonds shall name both the City and Chesapeake as dual obligees Chesapeake Rockwood Park Access Agreement Page (6 of22 9. DEFAULTS. The occurrence at any time during the term of this Agreement of one or more of the following events shall constitute an "Event of Default" under this Agreement, 9.1. Failure to Pay License Fee. An Event of Default shall occur if Chesapeake fails to pay any License Fee on or before the respective due date. 9,2. Breach. An Event of Default shall occur if Chesapeake materially breaches or violates any of the terms, covenants, representations or warranties set forth in this Agreement or fails to perform. any obligation required by this Agreement. 9.3. Bankruptcy, Insolvency arReceivership. An Event of Default shall occur if Chesapeake (i) #files a voluntary pe#ition in bankruptcy; (ii) is adjudicated insolvent; (III) files any petition or fails to contest any petition filed against it seeking any reorganization, arrangement, Composition, readjustment, liquidation, dissolution or similar relief for itself under any laws relating to bankruptcy, insolvency or other relief for debtors; (iv) seeks, consents to or acquiesces in the appointment of any trustee, receiver, master, custodian or liquidator of Chesapeake, any of Chesapeake's property or any revenues, issues, earnings or profits thereof; (v) makes an assignment for the benefit of creditors; or (vi) fails to pay Chesapeake's debts generally as they become due. 9.4. Violations of the J<,acv. An Event o£ Default shall occur if Chesapeake violates any exis#ing or €afore federal, state, or local laws, ordinances, rules and regulations of the City. 10. UNCURED DEFAULTS ACID REMEDIES. 10.1. Notice of Default and Opportunity to Cure. If an Event of Default occurs on account of Chesapeake's failure to pay the License Fee in accordance with Section 9.1, such Event o€ De€cult shall be deemed an Uncured Default and the City shall have the right to terminate this Agreement immediately upon provision of written notice to Chesapeake. If an Event of Default occurs for a reason other than for failure to pay the License Fee, the City shall provide Chesapeake with written notice and shall give Chesapeake the opportunity to cure such Event of Default. For an Event of Default which can be cured by the immediate payment of money to the Chesapeake Rockwood Park Access Agreement Page I 7 o f 22 City, Chesapeake shall have thirty (30) days from the date it receives written notice from the City to cure the Event of Default. For any other Event of Default, Chesapeake shall have sixty (60) days from the date it receives written notice from the City to cure the Event. of Default. If any Event of Default is not cured within the time period specified herein, such Event of Default shall, without further notice from the City, become an C°Uncured Default" and the City immediately may exercise the remedies provided in Section 10.2. 10.2. Remedies for Uncured Defaults. Upon the occurrence of an Uncured Default, the City shall be entitled to exercise, at the same time or at different times, any of the following remedies, all of which shall be cumulative of and without limitation to any other rights or remedies the City may have: 10.2.�.. Termination of Agreement. Upon the occurrence of an Uncured Defaul#, the City may terminate this Agreement. Upon such termination, Chesapeake shall forfeit all rights granted to it under this Agreement and, except as to Chesapeake's unperformed obligations and existing liabilities as of the date of termination, this Agreement shall automatically be deemed null and void and shall have no further force or effect. Chesapeake shall remain obligated to pay and the City shall retain the right to receive License Fees and any other payments due up to the date of termination. Chesapeake shall remove the Access Road from and restore Rockwood Park as and when requested by the City. The City's right to terminate this Agreement under this Section 10.2.1 does not and shall not be construed to constitute any kind of limitation on the City's right to terminate this Agreement for other reasons as provided by and in accordance with this Agree tent; provided, however, that Chesapeake may not abandon the Greenwood .Cemetery pad site without the approval of the Commission or successor agency or other regulatory authority with jurisdiction, if such action without such approval is prohibited at the time by applicable federal or state law or regulation. I0.2.2. Legal Action Against Chesapeake. Upon the occurrence of an Uncured Default, the City may cammenee against Chesapeake an action at !aw for monetary damages or in equity, for injunctive relief or specific performance of any of the provisions of this Agreement which, as a matter of equity, are specifically enforceable. 11. PROVISION OF INFORMATION. Chesapeake shall provide the City with copies of alI pleadings in all lawsuits to which Chesapeake is a party and that pertain #o the granting of this Agreement through the City within thirty (30) days of Chesapeake's receipt of same. Chesapeake Rockwood Park Access Agreement Page 18 of 22 12. CHESAPEAKE AS INDEPENDENT CONTRACTOR Tt is expressly understood and agreed that Chesapeake shall operate as an independent contractor as to all rights and privileges granted by this Agreement, and not as an.agent, representative or employee of the City, Chesapeake shall have the exclusive right to control the details of its business and other operations necessary or appurtenant to the construction and use of the Access Road and the exploration and transportation of Gas in accordance with the terms and conditions of this Agreement, and shall be solely responsible for the acts and omissions of its officers, agents, servants, employees, contractors and subcontractors. Chesapeake acknowledges that the doctrine of respondeat superior shall not apply as between the City and Chesapeake, its officers, agents, employees, contractors and subcontractors. Chesapeake further agrees that nothing herein shall be construed as the creation of a partnership or joint enterprise between the City and Chesapeake. I3. ASSIGNMENT PROHIBITED. Chesapeake may not assign or otherwise transfer any of its rights or obligations under this Agreement unless specifically authorized in writing by the City, which authorization shall not be unreasonably withheld; provided, however, that Chesapeake may make such an assignment of its rights to an affiliated Chesapeake without the consent of City, provided, that upon such assignment, Chesapeake shall notify City within sixty (60) days of said assignment. An `affiliated Chesapeake' shall mean any parent, subsidiary or sister Chesapeake or other legal entity that controls, is controlled by, or is under common control with Chesapeake, For purposes of this clause, `control' means direct or indirect ownership of fifty percent (Sq%) or more of the voting rights of the subject entity. Notwithstanding such an assignment to an affiliated Chesapeake, Chesapeake shall remain liable to City for any failure to perform hereunder by the affiliated assignee, and this provision shall thereafter be applicable to Chesapeake and such affiliated assignee. I.4. NQTICEB. Notices required pursuant to the provisions of this Agreement shall be conclusively determined to have been delivered when (i) hand -delivered to the other party, its agents, ernployces, servants or representatives, or (ii) received by the other party by United States Mail, postage prepaid, return receipt requested, addressed as follows: TQ the CITY: City of Fort 1Vorth Parks and Community Services Director i000 Throckmorton Fort Worth, TX 76102 Chesapeake Rockwood Park Access Agreement Page; 19oF22 To CI:iESAPEAKE: Julie H. Wilson, Vice President Chesapeake Qperating, Inc. 100 Energy Way Fart Worth, TX 76102 With a copy#o: City of Fort Worth Department of Law Attn; Attorney for Parks and Community Services 1000 Throckmorton Fort Worth, TX 76102 I5. NON-DISCI2INIINATION COVENANT. With a copy to: Ray Oujesky, Senior Attomey Chesapeake Operating, hie. 100 Energy Way Fort Worth, TX 76102 Chesapeake shall not discriminate against any person on the basis of race, color, national origin, religion, handicap, sex, sexual orientation or familial status in the receipt of benefits from Chesapeake's business operations, in any opportunities for employment with Chesapeake or in the construction or installation of the Pipeline. 16. NO'i�VAiVER. The failure of the City to insist upon the performance of any term or provision of this Agreement or to exercise any rights that the City may have, either under this Agreement or the law, shall not constitute a waiver of the City's right to insist upon appropriate performance or to assert any such right on any future occasion. 17. GOVERNING LAW AND VENUE. This Agreement shall be construed pursuant to and in accordance with the laws of the United States of America and the State of Texas. If any action, whether real or asserted, at law or in equity, arise out of terms of this Agreement, or Chesapeake's use of Rockwood Park, venue for such action shall lie exclusively in state courts located in Tarrant County, Texas or the United States District Court for the Northem District of Texas, Fort Worth Division. 18. CONFERENCES. At the request of either the City or Chesapeake, the City and Chesapeake shall meet at reasonable tunes and upon reasonable notice to discuss any aspect of this Agreement or Chesapeake's use of Rockwood Park. 19. SEVERABILITX. If any provision of this Agreemen# is held to be invalid, illegal or unenfozceable by a final order entered by a court of competent jurisdiction, the validity, legality and enforceability of the remaining provisions shall not in any way be affected or impaired. For purposes of this Agreement, a court order shall be final only to the extent that all available legal rights and remedies pertaining to such order, including, without limitation all available appeals, have been exhausted. In such an event, the City and Chesapeake agree that they shall amend or Chesapeake Rockwood Park Access Agreement page 20 of 22 have amended this Agreement to comply with such final order entered by a court of competent jurisdiction. 2©. FARCE iVIAJEUREa In the event Chesapeake`s performance of any of the terms, conditions or obligations required by this Agreement is prevented by a cause or event that is not within Chesapeake's reasonable control, Chesapeake's non-performance shall be deemed excused for the period of such inability. Causes or events that are not within the Chesapeake's control shall include, but not be limited to, acts of God, strikes, sabotage, riots or civil .disturbances, failure or loss of utilities, explosions and natural disasters, ��. HEADINGS NOT CONTROLLING. Headings and titles, other than those captions in Section 1, that ara used in this Agreement are for reference purposes only and shall not be deemed a part of this Agreement. 22. ENTiitETY OF AGREEMENT, This Agreement, including the schedule of 'exhibits attached hereto and any documents incorporated herein, except where related actions are further permitted or excluded by any City ordinances, regulations, rules or policies, Any prior or contemporaneous oral or «ntten agreement is hereby declared null and void to the extent in conflict with the terms and conditions of this Agreement, Tills Agreement shalt not be amended unless agreed to in writing by both parties and approved by the City Council of the City. E7�ECUTED as of the later date below: CITY' OF F RT VYORTH: By: kales Daniels Assistant City Manager CHESAPEAKE OPE T1N� TNC, By: Julie H. Wilson Vice President Date: APPROVED AS TO FORM AND LEGALITY: bv. M Chesapeake Rockwood Park Access Agreemcnt Page 21 of 22 ACKNOWLEDGEMENT THE STATE OF TEXAS § COUNTSI OF TARRANT § This instrument was acknowledged before me on this day of 2010 by {�1S ul.%rd*4S , Assistant City Manager of the City of Fort Worth, xas a municipal corporation, on behalf of the City of Fort Worth, Texas. ),W1AS4SAWHEZ ?ri A!Y COASMISSION EXPIRES to v Docw6er1412013 s•,t,"Y��t My oommissicin expires: My commission number: ACKNOWLEDGMENT THE STATE OF j � (k,p § COUNTY OF 'T' ki rc.t\j § This instrument was acknowledged before me on this_ day of , 201016 by 11A`:Q. 1106)1 Chesapeake Operating Inc. an Oklahoma limited liability Chesapeake, on behalf of said Chesapeake. tescia: � eoottto� A4y Commiaeicn �xplr�r Jun+ A, 24t� Chesapeake Rocktitood Park Access Agreement Page 22 of 22 . t�vyir�dl Notary Public, State /,,�,,/ My commission expires: l My commission number, EXHIBIT "A" ACCESS ROAD . . ... � , -: .: ��%m �� . � �. . : . .,.: . I I F :. 1 ::, � . . . r t ' R �a d? it a 4 r� Ian � a �0.Y.ylaln lirM i�l'a11 "aaY 6 T g t �Y3 Y� S s gif Pa���=x T• �j ��.I moon as a�-�_: 4gih--= - �15sMaa - � s `r 2 N IF PROPERTY OF CITY OF FORT WORTH HEIRS OF JOHN P. THOMAS SURVEY, ABSTRACT NO. 1525 July 13, 2010 CiTY OF FORT WORTH, TARRANT COUNTY, TEXAS FIELD NOTE DESCRIPTION BEING 0,033 acres of land, more or less, situated in the Heirs of John P. Thomas Survey, Abstract Number 1526, in the City of Fort Worth, Tarrant County, Texas, being a portion of those certain tracts of land as described in deed to the City of Fort Worth as recorded In Volume 968, Page 144 and Volume 1 i72, Page 1 of the Deed Records of Tarrant County Texas (D.R.T,C.T.), as depicted In the attached plat (Page 3 of this document), and being more particularly described by metes and bounds as follows; COlV1MENCiNG {NAD27 grid northing 402,096.89 and Basting 2,039,251.19) at a found aluminum monument (controlling monument), for a westerly comer of said City of Fort Worth tract (Volume 968, Page 144) and an easterly corner of that certain 195,237 acre tract as described In deed to Greenwood Cemetery Association as recorded in Volume 2896, Page 583 of said Deed Records from which a found concrete monument {controlling monument) bears N 500 27' 02" W, a distance of 386.46 feet for a westerly corner of said City of port Worth tract (Volume 968, Page 144) and an easterly corner of said Greenwood Cemetery Association tract; THENCE, N 89° 09' S4" E, along a northerly line of said Greenwood Cemetery Association tract and a southerly line of said City of Fort Worth tract (Volume 968, Page 144), a distance of 481.17 feet to a northwesterly corner of a portion of said City of Fort Worth tract (Volume 1172, Page 1); THENCE, S 40° 23' 36" E, along an easterly sine of said Greenwood Cemetery Assoclatlon tract and a westerly line of said portion of City of Fort Werth trac# {Volume i172, Page 1), a distance of 270.53 feet to the POINT OF BEGINNING (NAD27 grid northing 401,897.87 and easting 2,039,907.62), the beginning of a non -tangent curve to the left; 1, THENCE, Northeastwardly, departing the easterly line of said Greenwood Cemetery Association tract, atang sa(d curve to the left, having a central angle of 620 36' 14", a radius of 57,50 feet and an are length of 62.83 feet, the chord bears N 07° 51' S7" E, a distance of 59.75 feet to a point; 2, THENCE, N 620 09' 49" E, distance of 4.40 feet to'a point, the beginning of a non -tangent curve to the right, said point being In the westerly edge of pavement of Rockwood Park Drive; ,THENCE, 5outheastwardiy, along the westerly edge of pavement of said Rockwood Park Drive, along said curve to the right, having a central angle of 080 52, 04 ", a radius of 293.18 feet and an arc length of 45.38 feet, the chord bears $ 340 03' 55" E, a distance of 45.33 feet to the beginning of a non4angent curve to the right; SaChesepeake\209Q08_NRD27•GR£EAtW40O•Aldesc\COFYi..DE;SC.doc PROPERTY OF CITY OF FORT WORTH HEIRS OF JOHN P. THOMAS SURVEY, ABSTRACT NO.1525 CITY OF FORT WORTH, TARRANT COUNTY, TEXAS FIELR NOTE DESC�tIpilQN July 1352010 4. THENCE, Southwestwardly, departing the westerly edge of pavement of said Rockwood Park Drive, along said curve to the right, having a central angle of 340 00, 0111, a radius of 82r50 feet and an arc length of 48.96 feet, the chord bears S 250 21' 06" W, a distance of 48.24 feet to a point; 5. THENCE, N 40° 23' 36" W, a distance of 25.29 felt #o the PQINT QI* BEGINNING and containing 1,457 square feet or 0,033 acres of land, more or less. Record research provided by Chesapeake. Basis of Bearing is the Texas State Plane Coordinate System, Texas North Central Zone 4202, North American Datum 1927 (NAD27). A plat of even survey date is attached herewith. i hereby certify that this field note description and attached plat accurately depict the boundary location of the subject tract as surveyed on the ground under my supervision. This survey was completed without the benefit of a title report. .n.rr.. u.... mine.. P 8.17IFNITEZ �t3= Joseph S. Ser4ez Registered Professional Land Surveyor Texas No. 5934 S:1Chesapaake�209008_NAf)27•Gf��ENWOODA1Desc\CQf1N_dESC.dna 71 f 3If 0 �r1 CONC. 640N. F0 BEARS N 50.27'02"tf. 3864461 (CM) t)NE SURING RISTA)tCF L1 1452409'490E 4+40' L2 N0923'350M 29.29' CURVE CENTRAL ANDLE RADIOS I LENGTH CH. BEAflINa CH. DIST. Ct 6243644"CLT) M 50' 1 62.83' N07.51'57"E - 5905' C2 08052'04"(RT) 293.18' 45.33' S34.031550E 45.33' C3 34.00'0)'tRt) 82+50' 48.95' $25021'06"Y 44.24' p.o.C. NAD27 (GRID) N 402+09649 2.039.251+1 GREENWOOD CEMETERY �— VOLA 26961 PG& 563 D.R.T.C.T. (195.237 AC•) LEGEND: iPA07 UNE 4= AtlSTRAOT UNE P MONUUEW FOUND (TYPE NOTED) W CbNTAulm AfONUMENT PRDPOSE01 2S� 4iIDE ACCESS ADAD U0t9. C1d1 0 HEIRS OF JdHN P. THUMAS SURVEY A-1525 GREENWO()0 PAD SITE SNAaEO AREA IFRRg4 END DF PAYEtENT Of ROCKKOOD� ;6Tp5FY107033RQP}flTY LINE CITY flF FORT WORTH VOL. 966, PO* 144 D.R.T.C.T. (122.O AC.) CITY OF FORT WORTH VOL. 1172, PG. t D.R.T.C.T. (Oc322 AC.) NAD27 (GRID) N 401.897.H7 £ 2.039,907. Note .c • 1. . ..... CHEWME 1 too 200 30001 SCALE ! 1 SHOWINGA PLAT 0,033 TRACT OF r IN THE HEIRS . r rChi save&e dITY OF O•WORTH eaxY os �oaT wo�T� TRACT CLOSURE REPORT Start Coordinates {NAD27}: North: 401,897.667 1. Rad.: 57.500 Delta: 62° 36' 14" (LT) Arc: 62.821 Degrees 99° 38' 41" Tan: 34.963 Mid Ord: 8.370 Ext: 9.795 Chord Bearing: N 71 51' 57" E Chord Distance: 59.748 East: 2,039,907.620 2. Hearing: N 52° 09' 49" E Distance: 4.402 3. Rad.: 239.182 Delta: 08° 5204" (AT) Arc: 45.377 Degree: 19° 32' 34" Tan: 22.734 Mid Ord: 0.877 Ext: 0.880 Chord Bearing: S 340 03' 55" E Chord Distance: 45.332 82.500 belta: Arc; 48,957 Degree: 690 26' 58" Tan: 25.223 Mid Ord: 3.605 Ext: 3.770 Chord Bearing: s 259 21' 06" W Chord Distance: 484242 5, Bearing, N 400 23' 35" W Iistance: 25.291 End Coordinates North: 401.,897.866 East: 2,039,907.620 Error North:--O.00i Error East: 0.000 Error Direction: N 12° 59' 46" W Total Distance Error: 0.001 Error of Closure: 1/174325,320 Perimeter: 186.854 Area: sq. Feet: 1456.998 Acres: 0,033 ROCMVOOD PARK AND ROCKNVOOD PARK DRIVE EXHIBIT "C" EXHIBIT ��A" l:Xliltl11 L+ EX�tiBIT "E" 1:`(ItlBIY"E" t �.fI'Xj ;;,_,; _. _.. _ ._....1 j_L 1. EXHIBIT "F" TR$E 5UR'yEl` EstfsatT"f ge`61o$ $KK$KK`wai�� `�`NA Li'S,�oa $nmi . 7re•Kumtsat [n v,�imwo Warm v.n .+oN a'Aai��Qcocib{1m'�xoi g�z� 3�3' 6incvm03Tp>>p xx$rarX°$xg48xrnCFox�i•�'X��33eaax��e���'i 3 � 3 3 b Q s� 3� 3 S e a n • Spetios -3 �pooaa�pma�mppmpmp000m�ppp�pp�ppp p SeciosRaUng W m, ba,'ra M, m, m, 1�, mom ,m,a.,m,a,m-� m, W,iu a,a iu,w �,m m ,W Structut9ti- p� W.w-W.A,.,,,-� W,W,W_W W,N.►,N,N,},W N,W,W,N,W.N.N.N-w WW4W.w Healthti•4J a Stnxiute {i• N N, A,} Aw, A,} N,4 a,aA A, W,W W_W, W,N W -+, A, W, A,W, W,N, P,?+N,-+ N cafth(1.4) R 43.W,W,W,w,W,N4?,tit A. }.N, W.W.'•_A;N 41•A,a,N, W, W-?N,W N tructvre(i- W,A-N,W, W W, N,N N,_a W, W,W,4>}N. w.•+,.+WN ,w 3 Pa Balih(tdJ W, W,-+, w, CJ tjI W.N,W_A,W,W,W N, W, W, y, W,W-A,W b,w A. "NNW ,4 r i1 Health (1.4) r i,W..aN,W,+-W,W.W,WN.4iN,PA ,W.W.N. N.w. N, N, W. N. W. W.a4f, W, -iWWW N 1 T a Health (1.4) n— tJ4tj"04t4lWyN.W6W,W4N,A, A, W, W W N, to* N,N W,W,b A A, W, A-+W,W,W N �. A A m A N N d0 m�,r ��..ff eW,.t AA pp N, A paWl A SizB W,p,m:+ ,AO,A.tWA,A-NJ, QWI WW,N,Wm Q•W AOr-Of,N W, O o popopppppppopopopooppoaoaoopopop o SiIB m �n m m srrnm, �i m,$ ��, mmm �v��m,W ,m,m, ,msm, mcmi '000ppaop ppvp �00000�ppppnapoop'000 p Contribution :a il1." �/ m,-+ m, -+ V O[Vr,W_� N_[b,GO,tD,GP,� rh .i m.m, ^r, V d, Nam, W Ol-m A 4 oaapp000 popo pOOOOOpO00to# LOD O06 o Placement v . W '<e :o >a ' bin io is i0 :. ia��sm��fn :.. ..aLto aW�,..mfc io,in;m }n os, NVIW YI NImN, Vl,m �l En crrtN'. 'ofaA �aa ci m i��q`�4yj3p'O.•(a IPA,`.1�'vNi'�` a jA P��p�Ap;NIWp�io ya ot�wtj�3: °�p�m: a m.3.Op 8APAtaifed Value Y omiNNN�d�� WYo Acerb N+AAA m°:�J� V Otom �N•O EXHIBIT "G" r , ExNrBii"G" DUMMY JOINT III RAUP OPTIDNAL IF CONNECTEXPANSION NG TO EXISTINOILY IN10t O"DRIVEWAY ONLYYD�IAECTP�� CONCRETE DRIVE. EXISTING CURB & REINFORCE 6'09lYE q 3 6AA5 ANY, MUST Be SAWAt 18 0.C.B.W, ED BY THE EkGINEFO4"WALK tl3 BANS R.0.W. LAY 18`-0-GwB,W. REFERENCE SIDEWALK E XP. JOlNT�� 20�-4MIN.SIN CiE OWY, EXCEPT 5L•IP FORNEO- 1 {CALF LENGTH PAID AS A AITACH£D CURB(CONO. AVEMENT ONLY.) SIOEWALX $LOPE 1/4"PEI' PLAN VIEW SEE STANDARD CURB FOOT TO FACE OF CURB OR AS AGUYTER SECTION. DtRECYEOBYENWNEER;N PARKWAY WIDTH I I DA(A�IEYER FAY 9 7 SEGTIt?N A -A `POUAEO SAME THICKNESS AS ORIVEWA E APPROACH B PAtD FOR AS DRIVEWAY TPBE RE MOVEOTAND REPLACEbIFANY, g12p/aT JAJIJSTAJi '—mLVEwax ae �AGH AUG.,,T9•D.J,S./W.A,M. CltYot FORT NORTH. TEXAS — CONSTAUCTION STA; FED., Br-p.J.S1W.A, M. DAY£ MAY, 19 a MAY, 33-E,F.W/WA,N. DAAWINO H0. S^S 6 FIGURE 1. STANDARD APPROACH EXHIBIT ��x,► wOAlk N+$AD ONE t,tiv Flogger 2 Flaggers required whenave apposing traffic required to: use some lone. Flaggers shollbe in constant ;+ radio contact. No congr.egrating around flogger stations. Floggger stations must be lighEed at night. t:ola"woR EAHSBZT "n'� i EhO RO.W WORN m w z 0 � Ffo99af negwree an covec4orltiasidannoE Stroets. Addlk;enolpkaggara May 8a RaquUed eaptndtnq On Flatd canditlonal x AOIa thu3 x ,,., This plan is submitted for TCP.Icertify Ehis plan will be used for the following fora kontsl� w and that ollchannatizing devices wiflcanform to "GeneralNoEes" as shown on the bock. Signatures Oates CITY OF FORT WORTH TYPICAL TWO WAY STREET LANE CLOSUIZt= TRANSPORTATION Notes Pt18UANWORK5 See reverse side far Ganar iNeie and Device 5 aclno p( AN „2�j„ =0M s • A.. Pd on W9120110 DATE: Tuesday, February 09, 2010 LOG NAME: BQROCKWOOD PARKACCESS REFERENCE NO.: L-14929 SUBJECT; Conduct a Public Nearing and Authorize the Use of Approximately 1,457 Square Feet of the Surface of Rockwood Park for the Purpose of Installing an Access Road and Authorize the Execution of a License Agreement with Texas Midstream Gas, LLC, and Chesapeake Operating, Inc., In the Amount of $41,961.60 (COUNCIL DISTRICT 7) RECOMMENDATION. It is recommended that the City Council: 1. Conduct a public hearing under the guidelines set forth by the Texas Parks and Wildlife Code, Chapter 26, Protection of Public Parks and Recreational Lands; Z. Find that there is no feasible or prudent alternative for an access road in Rockwood Park to reach an approved gas well drilling pad site; 3. Find that the proposed use of parkland includes all reasonable planning to minimize harm to the parkland including #hat Rockwood Park is to be maintained as a park and the access road wilt be constructed in Rockwood Park as specified on the attached exhibits and as noted In the discussion below; 4. Close the public hearing and authorize the City Manager to approve the use of approximately 0.033 acres of dedicated parkland of Rockwood Park far the installa#on of an access road; and 5. Authorize the execution of a License Agreement with Texas Midstream Gas Services, LLC, and Chesapeake Operating, Inc., in fhe amount of $41,961.60. e Rockwood Park - located at 701 North University Drive, 1n Mapsco 825, 62N and 61 R, 61 Q, 61 U and 61V, located west of University Drive, north and west of Rockwood Park Drive and sou#h of Rockwood Lane, in COUNCIL DISTRICT 7. [?ISCUSSION: On March 3, 2t709, (M&C G-16229) the City Council approved a waiver for the Greenwood Pad Site Permit on Greenwood Cemetery (Cemefery) property located within 600 feet of Rockwood Park and the use of Rockwood Park Drive to access the pad site. The City Council required, as a condition of approval, that a salt water pipeline be constructed prior to construction of the Gas Well Pad Site. After receiving City Council approval, the property lease survey was finalized by Chesapeake Operating inc., (COt). The survey indicated that the Cemetery property does not abut Rockwood Park Drive a$ previously understood and this finding was confirmed by the City's surveyor. As a result, the use of park property is needed for an access road from Rockwood Park Drive to the Cemetery's property line in order to reach the pad site. The proposed access road is necessary in order to construct and maintain the pad Logname: SQt20CKW0aD PARK ACCESS Page l of 3 site and associated gas activities. Staff is recommending as a condition for granting the access road that Texas Mids#ream Gas Services (TMGS) and COI be required to meet the following conditions and be assessed the recommended fees: . TMGS and COI be assessed a yearly fee of $1.44 per square foot. The fee foI are fast totals $41,961.60, for a 20 year License Agreement; . The access road must be paved from the edge of Rockwood Park Drive to the Cemetery property line and to proposed gas pad site if approved by the Cemetery; + Mudd Shakers wilt be used to minimize the debris from vehicles and equipment onto the park access drive and road; o The immediate removal by COI of all debris that develops on any portion of the access route; and . TMGS and COI mitigate the removal of 12 to 15.trees on a ratio of one inch to one inch or payment Into the Fort Worth Tree Fund as determined by the City Forester for the construction of the access road from Rockwood Drive to the Cemetery property line and coordinate with the City Forester for an on site inspection during the removal and trimming of all trees. Customarily it is Parks and Community Services Department (PACSD) prac#ice to avoid the removal of frees, however, after much deliberation it was determined that trees will be impacted by the proposed access road alignment. The trees range in size from 31 inches in diameter at breast height to 6 inches In diameter at breast height. TMGS and COI have been made aware of the mitigation and fees associated with this approval and are agreeable to the assessment. The funds generated from the assessment will be used to construct Improvements in Rockwood Park, in compliance with the Parks and Community Services Department's Park Facility Development Guidelines. On January 6, 2010, the Parks and Community Services Advisory Hoard endorsed a motion to approve staff s recommendation that the City Council authorize the use of parkland at Rockwood Park for the installation of an access drive upon finding that no feasible or prudent alternative exists for the location of the proposed route and that the proposed route include all reasonable planning to minimize harm to the parkland. In accordance with State law, the public notice was advertised in the Port Worth Star -Telegram on January 12, 2010, January 19, 2010, and January 26, 201t}. An exhibit map was available for public review for 30 days at the PAGSD administrative offices located at 4200 South Freeway, Suite 2200. A letter announcing the proposed use was sent to the president of the Brookside Neighborhood Association and Crestwood Neighborhood Association on January 11, 2Q10. Signage was posted at the site noting the use and providing instructions for directing comments to the Parks and Community Services Department. Staff will note any public comment received during the public hearing report of City staff. Rockwood Park is located in COUNCIL. DISTRICT 7. FiSCAt. LNF'ORMATION /CERTIFICATION: The Financial Management Services Director certifies the Parks and Community Services Department is responsible for the collection and deposit of funds due to the City. Logname: 80ROCKWOOD PARK ACCESS Page 2 of 3 FUND CENTERS: TO Fund/AccountiCenters FROM Fund/Account/Centers C282 446310 801929990100 $41,961.60 CERTIFICATIONS: Submitted for City Manager's Office bv: Ortg.inatin�Department Head: Additional Information Contact: ATTACHMENTS 1. 2. 3. Logname; 30ROCKW4�D PARK ACCESS Charles Daniels (6183} Richard Zavala (5704) Davld Creek (5744) W internal} (Public) Page 3 of 3 City of Fort Worth, Texas COUNCIL ACTION: Approved on 2/9/2010 DATE: Tuesday, February 09, 2010 REFERENCE NO.: L-14928 LOG NAME: 80ROCKWOOD GOLF AND ROCKWOOD PARK GAS PIPELINE III SUBJECT: Conduct a Public Hearing and Authorize the Use of a Portion of the Subsurface of Rockwood Park and Rockwood Golf Course for the Purpose of Installing a Ten Inch Natural Gas Pipeline and Authorize the Execution of a License Agreement with Texas Midstream Gas, LLC, in the Amount of $73,115.08 (COUNCIL DISTRICT 7) RECOMMENDATION: It is recommended that the City Council: 1. Conduct a public hearing under the guidelines set forth by the Texas Parks and Wildlife Code, Chapter 26, Protection of Public Parks and Recreational Lands; 2. Find that no feasible or prudent alternative exists to the use of Rockwood Park and Rockwood Golf Course for the location of the proposed natural gas pipeline; 3. Find that the proposed natural gas pipeline includes all reasonable planning to minimize harm to the parkland and including that the pipeline will be constructed in Rockwood Park and Rockwood Golf Course as specified on the attached exhibits and as noted in the discussion below; 4. Close the public hearing and authorize the City Manager to approve the use of approximately 0.369 acres of dedicated parkland of Rockwood Park and 0.618 acres of Rockwood Golf Course for the installation of a 10 inch natural gas pipeline; and 5. Authorize the execution of a License Agreement with Texas Midstream Gas Services, LLC, in the amount of $73,115.08. . Rockwood Park -located at 701 North University Drive, in Mapsco 62S, 62N and AID 61 Q, 9111 and 61 V, located west of University Drive, north and east of Rockwood Park Drive and south of Rockwood Lane, in COUNCIL DISTRICT 7. . Rockwood Golf Course - located at 701 North University Drive, in Mapsco 62S, 62N and 61 M, 61 Q, 61 R and 61 U, located southwest of Jacksboro Highway 199, east of Isbell Drive, south of Ohio Garden Road, in COUNCIL DISTRICT 7. DISCUSSION: The Parks and Community Services Department (PACSD) has been approached by Texas Midstream Gas Services (TMGS) to request the approval for the installation of a natural gas pipeline in Rockwood Park (RP) and Rockwood Golf Course (RGC). The natural gas pipeline will be servicing the Greenwood Cemetery and Mercado West pad sites. The proposed alignment would allow for a 10 inch natural gas pipeline beneath RP and RGC. In order to achieve a 20 foot separation between the natural gas pipeline and the salt water pipeline approved by the City Council on August 25, 2009, (M&C L-14825) a 30 foot Logname: 80ROCKWOOD GOLF AND ROCKWOOD PARK GAS PIPELINE III Page 1 of 3 widegpipeline license agreement is being requested. On March 3, 2009, (M&C G-16229) the City Council approved the Greenwood Cemetery gas well pad site. The installation of the salt water pipeline was a condition of this permit. The location of the pipeline was chosen in consideration of the Rockwood Golf Course Master Plan. TMGS has agreed to maintain a minimum depth of 10 feet and bore the entire pipeline alignment. There will be no surface impacts to RP and RGC. Staff is recommending as a condition of granting this alignment, that TMGS be assessed the recommended standard fee of $46.00 per linear foot for the standard 20 foot wide license agreement area. This is consistent with fees assessed under the City's current Right -of -Way Use Agreements for installation of non -utility equipment, appliances or appurtenances in public right -of --way. In this instance, a fee of approximately $73,115.08 will be assessed for approximately 1,433.629 linear feet of pipeline. The fee assessment includes a $5.00 per linear foot fee for the additional 10 foot wide license agreement area and is considered park mitigation for the additional width. The fee assessment per park is: . Rockwood Park -will include 536.084 linear feet or 0.369 acres of license agreement area, for an assessment of $24,659,86; the additional 10 foot wide license agreement area for Rockwood Park is $2,680.42. . Rockwood Golf Course - will include 897.545 linear feet or 0.618 acres of license agreement area, for an assessment of $41,287.07; the additional 10 foot wide license agreement area for Rockwood Golf Course is $4,487.73. TMGS has been made aware of this fee and is agreeable to this assessment. The funds generated from the standard assessment will be distributed in accordance with the as Well Revenue Policy. The funds generated from the park mitigation will be used to construct improvements at Rockwood Park in compliance with the Parks and Community Services Park Facility Development Guidelines. The City will not execute a license agreement until all permits for the levee crossing have been approved. On November 18, 2009, the Parks and Community Services Advisory Board endorsed staff's recommendation that the City Council authorize the use of parkland at RP Cl"d RGC for the installation of a natural gas pipeline upon finding that no feasible or prudent alternative exists for the location of the proposed pipeline and that the proposed pipeline includes all reasonable planning to minimize harm to the parkland and golf course. In accordance with State law, the public notice was advertised in the Fort Worth Star -Telegram on January I January 19, 2010, and January 26, 2010. An exhibit map was available for public review for 30 days at the PACSD administrative offices located at 4200 South Freeway, Suite 2200. A letter announcing the proposed use was sent to the president of the Brookside Neighborhood Association and Crestwood Neighborhood Association on January 13, 2010. Signage was posted at the site noting the use and providing instructions for directing comments to the Parks and Community Services Department. Staff will note any public comment received during the public hearing report of City staff. Rockwood Park and Rockwood Golf Course are located in COUNCIL DISTRICT 7. FISCAL INFORMATION /CERTIFICATION: The Financial Management Services Director certifies the Parks and Community Services Department is responsible for the collection and deposit of funds due to the City. FUND CENTERS: Logname: 80ROCKWOOD GOLF AND ROCKWOOD PARK GAS PIPELINE III Page 2 of 3 TO 'rund/Account/Centers 14 V282 446300 801929990100 $24,659,86 P243 446300 080160520190 $45,774,80 C282 446310 801929990100 2 680,42 CERTIFICATIONS: Submitted for City Manager's Office by: Originating Department Head: Additional Information Contact: FROM Fund/Account/Centers Charles Daniels (6183) Richard Zavala (5704) David Creek (5744) ATTACHMENTS 1. Accounting records M&C 80 ROCKWOOD GOLF AND ROCKWOOD PARK GAS PIPELINE Ill.pdf (CFW Internal) 2. MAYOR AND COUNCIL COMMUNICATION MAP.doc (Public) 3. MAYOR AND COUNCIL COMMUNICATION SURVEY.doc (Public) Logname: 80ROCKWOOD GOLF AND ROCKWOOD PARK GAS PIPELINE III Page 3 of 3