HomeMy WebLinkAboutContract 34258CITY SECRETARY
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OIL AND GAS LEASE
(Paid -Up Lease)
This Oil and Gas Lease (this "Lease") is made between the Dallas/Fort Worth
International Airport Board ("the "Board"), the City of Dallas and the City of Fort Worth,
(hereafter collectively called "Lessor"), and Chesapeake Exploration Limited Partnership
(hereafter called "Lessee").
l . Grant. In consideration of Ten Dollars ($10.00) and other consideration in hand
paid to the Board, Lessor grants and leases exclusively unto Lessee the following described land
(the "Land") in Tarrant and Dallas Counties, Texas, for the sole purpose of exploring, drilling,
and producing oil and gas, laying pipelines, and building roads and tanks thereon to produce,
save, treat, process gas solely as necessary to get said gas into a pipeline, store, and transport oil
and gas and other products manufactured from oil and gas produced from the Land, subject to
the express limitations set forth in paragraph 6 (references to paragraphs herein shall include all
of said paragraph's subparts) of this Lease:
An undivided one hundred percent (100%) mineral interest in
18,000 (more or less) acres more specifically in Exhibit A to this
Lease.
The Lease bonus for the land separated from the airport terminal complex by a state-controlled
highway located in the cities of Grapevine and Coppell, which constitutes 2,324 acres (more or
less) (the "Grapevine/Coppell Acreage"), shall be placed in an interest -bearing escrow account
with Chase Bank, N.A., until the earlier of three (3) years or the time when a revenue sharing
agreement(s) concerning taxes or the like is entered into between Lessor, the Board, and
Grapevine and/or Coppell, when Grapevine and/or Coppell are compelled by statute to share
such revenue, or the Board authorizes the development of the Grapevine/Coppell Acreage or any
part thereof without such a revenue sharing agreement or statute. When, if ever, such a revenue
sharing agreement(s) is entered into, such a statute becomes law, or the Board authorizes the
development of the Grapevine/Coppell Acreage or any part thereof, Lessee shall within five (5)
days of such agreement(s), law, or receipt of authorization from the Board to develop the
Grapevine/Coppell Acreage or any part thereof sign a letter instructing the escrow agent to
release the Lease bonus related to all acreage subject to said agreement(s) to the Board. In the
event any acreage is not covered by a revenue sharing agreement, statute, or the Board has not
authorized the development of the Grapevine/Coppell Acreage or any part thereof absent such
agreement or statute, by the third (3rd) anniversary of this Lease, the Board shall within five (5)
days after the third (3rd) anniversary of this Lease sign a letter instructing the escrow agent to
release the funds remaining in escrow to Lessee. Lessee cannot develop any acreage for which
the Board has not been paid and accepted the Lease bonus.
2. Primary Term. This Lease is for a term of twenty-four (24) months from this
date (called the "Primary Term") and so long thereafter as oil or gas is produced from the Land
in paying quantities. For purposes of this Lease, the phrase "paying quantities" means revenues
OIL AND GAS LEASE Page 1
from a well exceed the well's operating costs by at least fifteen percent (15%) over any given
consecutive six (6) month period.
3. Minerals Covered. This Lease covers only oil and gas. The term "oil and gas"
means oil, gas, and other liquid and gaseous hydrocarbons produced through a well bore. For
purposes of this Lease, "oil" includes all condensate, distillate, and other liquid and gaseous
hydrocarbons produced through a well bore. Expressly excluded from this Lease are lignite,
coal, sulfur, and any other like minerals.
4. Royalty.
(a) Lessor has directed Lessee to make specified deliveries and payments to
the Board and has authorized the Board to make certain elections. Accordingly, as royalties,
Lessee agrees:
(1) To deliver free of cost to the Board, at the well(s) or to the credit of
the Board, at the pipeline to which the well(s) may be connected, twenty-five percent (25%) (the
"Royalty Fraction") of all oil and other liquid hydrocarbons produced and saved from the Land.
At the Board's option, which may be exercised from time to time, Lessee shall pay to the Board
the Royalty Fraction of the market value at the well of oil and other liquid hydrocarbons of like
grade and gravity prevailing on the day the oil and other hydrocarbons are run from the lease in
the general area in which the Land is located.
(2) To deliver free of cost to the Board, at the well(s) or to the credit of
the Board, at the pipeline to which the well(s) may be connected, the Royalty Fraction in kind of
gas produced and saved from the Land or, at the Board's option, which may be exercised from
time to time, Lessee shall pay to the Board:
(i) On gas produced from the Land and sold by Lessee or used
on or off the Land and to which the following subparagraphs (ii) and (iii) do not apply, the
Royalty Fraction of the market value at the point of sale, use, or other disposition.
(ii) On gas produced from the Land that is processed in a
processing plant in which Lessee or an affiliate of Lessee has a direct or indirect interest, the
higher of the Royalty Fraction of the market value of the gas at the inlet to the processing plant,
or the Royalty Fraction of the market value of all processed liquids saved from the gas at the
plant plus the Royalty Fraction of the market value of all residue gas at the point of sale, use, or
other disposition.
(iii) On gas produced from the Land that is processed in
facilities other than a processing plant in which Lessee or an affiliate of Lessee has a direct or
indirect interest, the Royalty Fraction of the market value at the inlet to the processing plant of
all processed liquids credited to the account of Lessee and attributable to the gas plus the Royalty
Fraction of the market value of all residue gas at the point of sale, use, or other disposition.
OIL AND GAS LEASE Page 2
(iv) In order to verify royalty is being paid on the correct
volumes, the volume of gas produced from the Land shall be measured using a meter meeting or
exceeding the standards established by the American Gas Association report 3. All gas produced
from the Land shall be measured before it is commingled with gas attributable to acreage other
than the Land, except as it relates to gas produced from a pooled unit in accordance with the
provisions of paragraph 8.
(3) In the event the Board elects to take its Royalty Fraction in kind,
the parties shall enter into a mutually acceptable balancing agreement providing for the right of
an underproduced party to make up an imbalance by taking up to one hundred fifty percent
(150%) of its share of production in any month other than November, December, January or
February, and shall settle any imbalance remaining after depletion in cash, based on the greater
of the proceeds received by the overproduced party when the imbalance was created and the
market value of the gas when the imbalance was created. If the overproduced party's gas was
used but not sold, then the cash settlement shall be based on the market value of the gas when the
imbalance was created.
(b) The market value of gas shall be determined at the specified location by
reference to the gross heating value (measured in British thermal units) and quality of the gas.
No matter which subparagraph of this paragraph 4 is used to calculate royalty, the market value
used in the calculation of oil and gas royalty shall never be less than the total proceeds received
by Lessee in connection with the sale, use, or other disposition of the oil or gas produced or sold,
nor shall the market value of gas ever be less than the highest market price paid for gas of
comparable quality for the field where produced and run and for oil less than the highest posted
price for the field where produced and run. For purposes of this paragraph, if Lessee receives
from a purchaser of oil or gas any reimbursement for all or any part of severance or production
taxes, or if Lessee realizes proceeds of production after deduction for any expense of production,
gathering, dehydration, separation, compression, transportation, treatment, processing, storage,
or marketing, then the reimbursement or the deductions shall be added to the total proceeds
received by Lessee. Royalty shall be payable on oil and gas produced from the Land and
consumed by Lessee on the Land for compression, dehydration, fuel, or other use.
(c) Lessor's royalty shall never bear, either directly or indirectly, any part of
the costs or expenses of production, separation, gathering, dehydration, compression,
transportation, trucking, processing, treatment, storage, or marketing of the oil or gas produced
from the Land or any part of the costs of construction, operation, repair, renovation or
depreciation of any plant or other facilities or equipment used in the handling of oil or gas.
(d) The Board shall be paid the Royalty Fraction of all payments and other
benefits made under any oil or gas sales contract or other arrangement, including take -or -pay
payments and payments received in settlement of disputes; provided that if the Board receives a
take -or -pay payment or similar payment for gas that has not been produced, and if the gas is
subsequently produced, the Board will only receive its Royalty Fraction of any payments made
for make-up gas taken pursuant to the take -or -pay provision or similar provision.
OIL AND GAS LEASE Page 3
(e) If gas produced from the Land is sold by Lessee pursuant to an arms -
length contract with a purchaser that is not an affiliate of Lessee, and the contract provides for
net proceeds to be paid to Lessee that equal or exceed the market value of the gas at the point of
delivery to the purchaser, and for a term no longer than that which is usual and customary in the
industry at the time the contract is made, then the market value of the gas sold pursuant to the
contract shall be the total proceeds received by Lessee in the sale, subject to the provisions of
paragraph 4(b) above.
(f) As used in this section "affiliate" means (i) a corporation, joint venture,
partnership, or other entity that owns more than ten percent (10%) of the outstanding voting
interest of Lessee or in which Lessee owns more than ten percent (10%) of the outstanding
voting interest; or (ii) a corporation, joint venture, partnership, or other entity in which, together
with Lessee, more than ten percent (10%) of the outstanding voting interests of both Lessee and
the other corporation, joint venture, partnership, or other entity is owned or controlled by the
same persons or group of persons.
(g) In the event the Board does not elect to take its Royalty Fraction in kind,
Lessee must disburse or cause to be disbursed to the Board its royalty on production from a
particular well not later than ninety (90) days after completion of the well, in the case of an oil
well, or after the pipeline connection, in the case of a gas well. Thereafter, Lessee must disburse
or cause to be disbursed to the Board its royalty on production by the last day of the second
month after the month of production. If not paid when due, Lessor's royalty shall bear interest at
the maximum lawful rate from the due date until paid to the Board, which amount Lessee agrees
to pay. Acceptance by the Board of royalties that are past due shall not act as a waiver or
estoppel of the right to receive interest due thereon unless the Board expressly so provides in
writing signed by the Board. The royalty payment obligations under this Lease shall not be
affected by any division order or the provisions of Section 91.402 of the Texas Natural
Resources Code or any similar statute.
(h) The receipt by Lessee from a purchaser or a pipeline company of proceeds
of production for distribution to the Board will not result in Lessee acquiring legal or equitable
title to those proceeds, but Lessee shall at all times hold the proceeds in trust for the benefit of
Lessor, to be paid to the Board. Notwithstanding the insolvency, bankruptcy, or other business
failure of a purchaser of production from the Land or a pipeline company transporting production
from the Land, Lessee shall remain liable for payment to the Board as directed by Lessor for, and
agrees to pay to the Board, all royalties due the Board as directed by Lessor, together with
interest if not timely paid.
Minimum Royalty.
(a) After production of oil or gas is obtained, and for the first five (5) years
beyond the Primary Term, Lessee agrees that the royalties that will be paid to the Board shall not
be less than Fifty Thousand Dollars ($50,000) per lease year per producing well, or, in the event
the Board elects to take the Royalty Fraction in kind, having a market value of not less than Fifty
Thousand Dollars ($50,000) per lease year calculated in accordance with the appropriate
provisions of paragraph 4 of this Lease. In the event any portion of the Land is pooled in
OIL AND GAS LEASE Page 4
accordance with the terms of paragraph 8 of this Lease minimum royalty shall be proportionately
reduced to the net mineral acreage the Land contributes to the pooled unit. Within thirty (30)
days after each of the first five (5) anniversary dates of this Lease during which production is
obtained, Lessee shall pay to the Board an amount equal to the difference between Fifty
Thousand Dollars ($50,000) and what was paid to the Board in royalty for the preceding twelve
(12) month period for the well in question. In other words, if the royalty paid for one producing
well exceeds Fifty Thousand Dollars ($50,000), the excess amount cannot be used as a credit to
diminish the minimum royalty due for another well. Unpaid minimum royalty shall bear interest
at the maximum lawful rate from the due date until paid, which amount Lessee agrees to pay.
Amounts paid as shut-in royalties during a lease year will be credited toward royalty payment for
the year.
(b) Notwithstanding anything contained herein to the contrary, Lessee agrees
that the royalties that will be paid to the Board shall not be less than Seven Million Dollars
($7,000,000) for the first eighteen (18) months of this Lease. In the event the Board elects to
take the Royalty Fraction in kind, and the Royalty Fraction taken in kind has a market value of
less than Seven Million Dollars ($7,000,000) for the first eighteen (18) months of this Lease
calculated in accordance with the appropriate provisions of paragraph 4 of this Lease, then the
deficit shall be paid by Lessee. Thus, if during the first eighteen (18) months of this Lease
royalty payments do not equal or exceed Seven Million Dollars ($7,000,000) or, if taken in kind,
the market value of Seven Million Dollars ($7,000,000), then within thirty (30) days after the
eighteenth (18th) month anniversary of this Lease, Lessee shall pay to the Board the difference
between all payments the Board received plus the value of all Royalty Fraction taken in kind and
Seven Million Dollars ($7,000,000). In other words, by way of example, assuming the royalty
paid and/or Royalty Fraction taken in kind equals Five Million Dollars ($5,000,000) on the
eighteenth (18th) month anniversary of this Lease, Lessee shall pay the Board Two Million
Dollars ($2,000,000) within thirty (30) days.
6. Limitations on Lessee's Access to the Land and Surface Use.
(a) Lessee acknowledges that Lessor has a valuable ongoing business being
conducted on the Land, more specifically an airport with concurrent commercial development,
and that the Board has or may have future plans to construct new structures and improvements
on the Land, or to expand the structures and improvements currently existing on the Land.
(b) Drill site locations and all operations (as defined herein) shall be limited to
designated portions of the Land that are currently undeveloped and not planned to be developed.
Such locations are identified on Exhibit B to this Lease. Lessee agrees to conduct its operations
so as not to interfere with the Board's use of the Land as is consistent with the operations of an
airport with concurrent commercial development. Lessee shall not make, allow, or permit any
operation that involves a use of the Land's surface that would or might interfere with any actual
or contemplated use of the surface by the Board, without the prior written consent of the Board,
which consent will not be unreasonably withheld.
(c) Lessee shall pay the Board Fifty Thousand Dollars ($50,000) for each acre
of surface used once drilling of a well is complete. A like payment shall be made for each part
OIL AND GAS LEASE Page 5
of an acre that is used reduced to the actual acreage involved. In other words, if after drilling is
complete the well site comprises 1.5 acres Lessee's surface payment is Seventy-five Thousand
($75,000). Lessee shall pay to Lessor $10.00 per foot for all pipelines and flow lines, and $35.00
per rod for all roads constructed on the Land.
(d) Lessee's right of ingress and egress to and across the Land, shall not be
permitted without the prior written approval of the Board. Such approval shall not be
unreasonably withheld as long as such ingress and egress to drill sites does not interfere with the
use of the Land as an airport with concurrent commercial development. Moreover, all access to
the Land shall occur so as not to violate security procedures in place at the time the access is
sought and so as not to contravene any Federal Aviation Administration ("FAA") rules or
regulations. Lessee shall construct roads as required by the Board as adopted in the Design
Criteria Manual ("Design Criteria Manual") or the DFW Airport ("Airport") Rules and
Regulations ("Rules") and maintain the same in good condition. In the event the Board elects to
relocate an approved road it may do so at its expense.
(e) Lessee shall construct all facilities in strict compliance with all applicable
laws, codes, regulations, ordinances, the Design Criteria Manual and the Rules. Copies of the
Design Criteria Manual and the Rules can be obtained from the Board. Lessee shall take no
action that could compromise the safe use of the Land as an airport with concurrent commercial
development. No signage, other than that required by the Texas Railroad Commission, shall be
allowed without the prior written approval of the Board, which may be withheld in the Board's
sole discretion.
(f) Lessee agrees that, in the event the location of any well drilled on the
Land pursuant to this Lease interferes with the Board's future business expansion or
development of the Land, then Lessee shall, upon the Board's request, plug and abandon such
well within one hundred twenty (120) days of such request in exchange for a payment by the
Board of the then fair market value of such well and its reserves. In the event Lessee and the
Board cannot agree upon the fair market value of the well and its reserves, the value shall be
determined by Netherland, Sewell & Associates, Inc. or its successor. The cost of Netherland,
Sewell & Associates, Inc. or its successor shall be borne by the party whose proposed fair market
value was the furthest off from the value determined by Netherland, Sewell & Associates, Inc. or
its successor.
7. Construction and Surface Restoration. All construction and surface restoration
work performed by Lessee shall be done so as to restore the Land to as near its original condition
as is reasonably practicable and in strict compliance with all applicable laws, codes, regulations,
ordinances, the Design Criteria Manual and Rules. During drilling Lessee shall keep the Land in
as clean a condition as practicable.
8. Pooling.
(a) Lessee shall have the right to pool the Land with contiguous acreage to
form a pooled unit for the production of oil and gas or either of them except to the extent the
minerals to be produced from the pooled acreage is associated with or from lands located in
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Grapevine, Texas or Coppell, Texas. The Land can be pooled with contiguous acreage located in
Grapevine, Texas or Coppell, Texas only with the written consent of the Board, such consent to
be at the Board's sole discretion. A unit shall be allowed only if its size results in the Land
comprising at least eighty percent (80%) of the total net mineral acreage in the pooled unit.
Lessee shall file for record, in the Real Property Records where the Land is located, an
instrument describing and designating the pooled acreage and depths for the pooled unit, and
upon recordation, the unit shall become effective as to all parties hereto. Lessee may at its
election exercise its pooling option before or after commencing operations. In the event of
operations for drilling on or production of oil or gas from any part of the pooled unit which
includes the Land covered by this Lease, the operations or production shall be considered as
operations on or production of oil or gas from the Land covered by this Lease, whether or not the
well is located on the land covered by this Lease. In the event Lessee should exercise its option
to pool or unitize any portion of the Land with other lands as herein provided, this Lease shall
continue in force and effect after the Primary Term, or any extensions of such Primary Term as
permitted by continuous drilling operations being conducted at the end of the Primary Term as
otherwise allowed hereunder, only as to that portion of the Land actually included at that time in
a producing oil or gas unit; said Lease shall terminate by its terms as to all portions of such Land
not actually included in such a producing unit. For the purposes of computing the royalties to
which Lessor is entitled in connection with a pooled unit, there shall be allocated to the Land
included in the unit that prorated portion of the oil and gas, or either of them, produced from the
pooled unit which the number of surface acres of the Land included in the unit bears to the total
number of surface acres included in the unit. Royalties shall be computed on the portion of
production allocated to the Land covered by this Lease and included in the unit just as though the
production was from the Land. Any unit formed may not be amended without the written
consent of the Board.
(b) In the event Lessee should exercise its option to pool or unitize any
portion of the Land with other lands as herein provided Lessee shall convey to the Board a three
percent (3%) overriding royalty interest in all acreage included in said pooled unit other than the
Land. This overriding royalty interest shall continue to exist in all acreage other than the Land
for as long as said acreage is pooled with any portion of the Land.
9. Shut-in Royalty. If while this Lease is in effect there is a gas well on the Land
capable of producing in paying quantities, but gas is not being sold, Lessee shall pay or tender in
advance to the Board an annual royalty of Fifty Thousand Dollars ($50,000) for each well from
which gas is not being sold. Payment with respect to a well shall be due within sixty (60) days
after the well is shut-in. While royalty payments are timely and properly paid, this Lease will be
held as a producing lease subject to the terms of paragraph 10. The right of Lessee to maintain
this Lease in force as to acreage dedicated to a well that is shut-in by payment of shut-in gas
royalty is limited to one (1) year. The obligation of Lessee to pay shut-in royalty is a condition
and not a covenant. The payment or tender of royalty under this paragraph may be made by the
check of Lessee mailed or delivered to the Board on or before the due date. When a shut-in well
is later producing, Lessee shall be entitled to a Fifty Thousand Dollar ($50,000) credit against the
first Fifty Thousand Dollars ($50,000) in royalty due. In no event, however, will a well hold
acreage beyond the Primary Term plus five (5) years unless the Board receives Fifty Thousand
Dollars ($50,000) per lease year as minimum royalty from said well.
OIL AND GAS LEASE Page 7
10. Continuous Development.
(a) If, at the expiration of the Primary Term, oil or gas is not being produced
from the Land, but Lessee has commenced the drilling of a well on the Land, the Lease will not
terminate but will remain in effect for so long thereafter as operations are carried out with due
diligence with no cessation of more than sixty (60) days, and if the operations result in the
production of oil or gas, the Lease shall remain in force and effect as otherwise provided herein.
For purposes of this Lease, the term "operations" means any of the following: drilling, testing,
completing, reworking, recompleting, deepening, plugging back, or repairing of a well in search
for or in the endeavor to obtain production of oil or gas.
(b) If this Lease is maintained beyond the expiration of the Primary Term by
production or otherwise with a minimum of five (5) rigs, it will remain in force as to all acreage
and depths as long as there is no lapse of more than ninety (90) days between the completion of
one well and the commencement of the actual drilling of another well. The commencement of
actual drilling means the penetration of the surface with a drilling rig capable of drilling to the
anticipated total depth of the well. After a well is commenced, whether during the Primary Term
or otherwise, drilling operations must continue in a good and workmanlike manner in a good
faith effort to reach the anticipated total depth with no cessation of operations for more than
ninety (90) consecutive days. For the purpose of computing the time for the commencement of
actual drilling of a well, each well will be deemed to have been completed on the date of the
release of the drilling rig from the drill site, which release shall not be unreasonably or unduly
delayed. The permitted time between wells shall be cumulative so that if a well is commenced
prior to the date it is required to be commenced, the number of days prior to the date on which
the well should have been commenced shall be added to the time permitted for the next
succeeding well. The maximum number of days that can be accumulated is one -hundred -eighty
(180) days.
(c) If at any time the maximum time for the commencement of the actual
drilling of a well expires without the commencement of the well, or upon the expiration of the
Primary Term if the Lease is not maintained by continuous drilling, this Lease shall terminate
except as to the Retained Tract(s) (defined below) surrounding any well that is then producing in
paying quantities or deemed to be producing in paying quantities by virtue of payment of shut-in
royalties, and as to each Retained Tract, the Lease shall then terminate as to all depths below the
stratigraphic equivalent of the base of the deepest producing formation on the Retained Tract.
The Lease will be treated as a separate lease with respect to each Retained Tract and will
continue so long as production in paying' quantities continues from the tract. If production from
a Retained Tract ceases from any cause, this Lease shall terminate as to that tract unless Lessee
commences operations for drilling or reworking on the tract within sixty (60) days after the
cessation of production, in which case this Lease as to that tract will continue in force as long as
the operations are prosecuted with no cessation of more than sixty (60) consecutive days, and if
they result in production, so long thereafter as there is production from the tract.
(d) Within sixty (60) days after the last to occur of the expiration of the
Primary Term or the continuous drilling program, Lessee must file in the county records where
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the Land is located and furnish to the Board a document designating each Retained Tract by
metes and bounds and the retained depths thereunder and releasing all other depths and acreage.
(e) The Board and Lessee must agree upon the shape of each Retained Tract
with the intent that each will be a compact, regular shape that will provide Lessor with the
maximum acreage available for oil and gas development. In the event the Board and Lessee
cannot agree upon the shape of a Retained Tract it shall be as nearly in the shape of a square or
rectangle as practical. With respect to a vertical well the bottom of the well shall be at the center
of the square or rectangle. With respect to a horizontal well the boundaries of the Retained Tract
shall include the entire drainhole and the lateral boundaries of such tract shall be approximately
equal distance from such drainhole and parallel thereto.
(f) As used in this Lease the term "horizontal well" means one that meets the
definition of a "horizontal drainhole well" under Statewide Rule 86 of the Railroad Commission
of Texas, and a "vertical well" is a well that is not a horizontal well. The land assigned to a well
for the purposes of this section is referred to as a "Retained Tract." A Retained Tract for a well
may not exceed the minimum size required to obtain a drilling permit under the well density
rules adopted by the Railroad Commission of Texas under the field rules for the field in which
the well is completed, or if there are no field rules which apply to the well, then the Retained
Tract shall be limited to the smallest size required to obtain a drilling permit under the statewide
well density rules of the Railroad Commission of Texas. A Retained Tract for a vertical well
producing from the Barnett Shale formation may not exceed forty (40) acres. If field rules are
established later with well density provisions permitting a lesser number of acres for obtaining a
drilling permit, a Retained Tract for a vertical well may not exceed the minimum size permitted
under such revised or amended field rules. A Retained Tract for a horizontal well may include
the minimum acreage specified for a vertical well plus the additional acreage listed in the tables
in Rule 86 and must comply with the requirements of Rule 86 for minimum permitted well
density, and if the well is producing from the Barnett Shale formation, the acreage assigned shall
be based upon well density for vertical wells being forty (40) acres or less. The designation of a
Retained Tract shall not result in the Land comprising less than eighty percent (80%) of the net
mineral acres in the Retained Tract for the well to which the Land has been assigned.
(g) A gas well that thereafter becomes an oil well shall hold only the acreage
permitted for an oil well, and Lessee must file in the county records where the Land is located a
redesignation of the tract as an oil well tract. If Lessee fails to file timely a document required
by this paragraph after thirty (30) days prior written notice from the Board, then the Board may
do so, and the filing shall bind Lessee.
11. Offset Wells. In the event a well (an "offsetting well") producing oil or gas is
completed on adjacent or nearby land and is draining the Land, Lessee must, within sixty (60)
days after the initial production from the offsetting well, commence operations for the drilling of
an offset well on the Land and must diligently pursue those operations to the horizon in which
the offsetting well is producing, or at the option of Lessee: (i) execute and deliver to Lessor a
release in recordable form of the acreage nearest to the offsetting well; or (ii) pay the Board as a
royalty each month a sum equal to the royalty that would be payable under this Lease if the
production from the offsetting well had come from the Land subject to the Minimum Royalty
OIL AND GAS LEASE Page 9
established by paragraph 5 above. In the event acreage is released pursuant to (i) above, the
release will cover a size and shape so as to permit the drilling of a well to the producing
formation and the creation of a unit surrounding the well in compliance with the field rules for
the field in which the offsetting well is located, but if there are no field rules, in compliance with
the statewide rules of the Railroad Commission of Texas. A producing well located within 660
feet of the Land shall be conclusively presumed to be draining the Land.
12. Secondary Recovery. Lessee shall not implement any repressuring, pressure
maintenance, recycling, or secondary recovery operations without the prior written consent of the
Board.
13. Assignments and Subleases. Lessor is granting rights to Lessee that Lessor
would not grant to others. Therefore, without the prior written approval of the Board, which
consent may not unreasonably be withheld, Lessee may not assign this Lease or sublet the Land;
and all assignments and subleases to which Lessor consents will require the assignee or sublessee
to assume all of Lessee's obligations under this Lease, and Lessee shall remain liable for its
obligations regardless of any assignment or sublease by it unless the Board expressly releases the
original Lessee in writing from liability.
14. Force Majeure. Should Lessee be prevented by reason of Force Majeure from
complying with any express or implied covenant of this Lease (other than a requirement to pay
money), from conducting drilling or reworking operations on the Land, or from producing oil or
gas, then while so prevented, that covenant will be suspended; Lessee will not be liable for
damages for failure to comply therewith; this Lease will be extended so long as Lessee is
prevented from conducting drilling or reworking operations on, or from producing oil or gas
from, the Land; and the time while Lessee is so prevented will not be counted against Lessee.
"Force Majeure" means any Act of God, any federal or state law, any rule or regulation of
governmental authority, or other similar cause (other than financial reasons). This paragraph is,
however, in all things subject to the limitations of time during which this Lease may be
continued in force by the payment of shut-in gas royalties.
15. No Warranties. Lessor makes no warranty of any kind with respect to title to the
Land. By acceptance of this Lease, Lessee acknowledges that it has been given full opportunity
to investigate and has conducted sufficient investigation to satisfy itself as to the title to the
Land, and Lessee assumes all risk of title failures. If Lessor does not own the mineral rights in
the Land, then the royalties and bonus payable hereunder will be reduced proportionately.
16. Curing Defaults.
(a) If after receiving written notice from the Board of a breach of a monetary
obligation under this Lease, Lessee fails to cure the same within thirty (30) days, Lessee shall be
deemed to be in default of this Lease and this Lease shall terminate as to all non -Retained Tracts.
(b) If after receiving written notice from the Board of a breach of a non -
monetary obligation under this Lease, Lessee fails within forty-five (45) days to show that it has
either cured the same or taken reasonable steps to do so, Lessee shall be deemed to be in default
OIL AND GAS LEASE Page 10
of this Lease and at the election of the Board this Lease shall terminate as to all non -Retained
Tracts or the Board can do or have done whatever is necessary to fulfill the obligations to its
satisfaction, and Lessee shall be liable to Lessor for the reasonable and necessary expenses thus
incurred by Lessor, to be paid to the Board within ten (10) days after the Board furnishes to
Lessee an itemized written statement of the expenses.
17. Notices. All notices and reports will be presumed delivered if sent by certified
letter, properly addressed and deposited in the United States mail, postage prepaid, to Lessor and
Lessee at the addresses shown below. This presumption can be rebutted if it is conclusively
proved the notice or report was not actually received.
If to Lessor: Vice President, Commercial Development Department
Dallas/Fort Worth International Airport Board
P.O. Box 619428
DFW Airport, Texas 75261-9428
If to Lessee: Chesapeake Exploration Limited Partnership
Henry J. Hood, Senior Vice President — Land & Legal
Chesapeake Operating, Inc., General Partner
P.O. Box 18496
Oklahoma City, Oklahoma 73154-0496
18. Attorney Fees. In the event that the Board employs legal counsel for the
enforcement of any provision of this Lease and prevails, the Board will be entitled to recover
from Lessee reasonable attorney fees and expenses incurred by the Board.
19. Insurance. At all times while this Lease is in force, Lessee shall acquire and
maintain insurance covering all of its operations on the Land, including any work performed on
its behalf by contractors, subcontractors, and others, naming Lessor and related individuals and
entities designated by Lessor as additional insureds. The policies shall include coverage for
comprehensive general liability for bodily injury and property damage, blowout and loss of well
coverage, and coverage for any damage to the environment, including coverage for the cost of
clean up and surface remediation. More specifically, Lessee promises and agrees to abide by the
Board's Insurance Requirements, a true and correct copy of which is attached hereto and
incorporated herein as Exhibit C.
20. Indemnity. LESSEE AGREES TO INDEMNIFY, DEFEND AND HOLD
HARMLESS LESSOR, AND LESSOR'S REPRESENTATIVES, BOARD MEMBERS,
COUNCIL MEMBERS, AGENTS, EMPLOYEES, SERVANTS, CONTRACTORS, AND
ANY OTHER PERSON ACTING UNDER LESSOR'S DIRECTION AND/OR CONTROL,
LESSOR'S INDEPENDENT CONTRACTORS, AND LESSOR'S SUCCESSORS AND
ASSIGNS, AGAINST ALL EXPENSES, CLAIMS, DEMANDS, LIABILITIES, AND
CAUSES OF ACTION OF ANY NATURE FOR INJURY TO OR DEATH OF PERSONS
AND LOSS OR DAMAGE TO PROPERTY, INCLUDING, WITHOUT LIMITATION,
ATTORNEY FEES, EXPERT FEES, AND COURT COSTS, CAUSED BY LESSEE'S
OPERATIONS ON THE LAND OR LESSEE'S MARKETING OF PRODUCTION FROM
OIL AND GAS LEASE Page 11
THE LAND OR ANY VIOLATION OF ANY ENVIRONMENTAL REQUIREMENTS BY
LESSEE. AS USED IN THIS PARAGRAPH, THE TERM "LESSEE" INCLUDES LESSEE,
ITS AGENTS, EMPLOYEES, SERVANTS, CONTRACTORS, AND ANY OTHER PERSON
ACTING UNDER ITS DIRECTION AND CONTROL, AND ITS INDEPENDENT
CONTRACTORS. THIS INDEMNITY SHALL BE AS GREAT AS THE LAW ALLOWS,
AND LESSEE SHALL INDEMNIFY AND HOLD LESSOR HARMLESS FOR ALL LOSS,
COST, DAMAGE OR EXPENSE OF EVERY KIND AND NATURE, WHETHER THE
RESULT OF THE SOLE NEGLIGENCE, CONCURRENT OR COMPARATIVE
NEGLIGENCE, OR STRICT LIABILITY OF LESSEE. TO THE EXTENT, AND ONLY TO
THE EXTENT, THE FOREGOING INDEMNITIES ARE, BY LAW, ONLY ENFORCEABLE
IF SUPPORTED BY AVAILABLE LIABILITY INSURANCE, LESSEE AGREES THAT THE
INSURANCE PROVIDED FOR IN PARAGRAPH 19 ABOVE IS INTENDED TO SATISFY
ANY COVERAGES AND DOLLAR LIMITS OF LIABILITY PROVIDED BY APPLICABLE
STATUTES. TO THE EXTENT, AND ONLY TO THE EXTENT, THE FOREGOING
INDEMNITIES ARE, BY LAW, EITHER INAPPLICABLE OR NOT ENFORCEABLE,
LESSEE AND LESSOR SHALL EACH BE RESPONSIBLE FOR THE RESULTS OF ITS
OWN ACTIONS AND FOR THE ACTIONS OF THOSE PERSONS AND ENTITIES OVER
WHICH IT EXERCISES CONTROL. LESSEE'S INDEMNITY OBLIGATIONS SURVIVE
THE TERMINATION OF THIS LEASE.
21. Anti -Nepotism. In addition to state law governing conflicts of interest, Article 11
of the Contract and Agreement between the Cities of Dallas and Fort Worth, dated April 15,
1968, prohibits any officer or employee of the Board from having any financial interest, direct or
indirect, in any contract with the Board, or being financially interested, directly or indirectly, in
the sale to the Board of any land, materials, supplies, equipment or services, except on behalf of
the Board as an officer or employee thereof. Violation of this prohibition constitutes
malfeasance in office. Lessee shall promptly notify the Board of any such financial interest of
which Lessee becomes aware.
22. M/WBE Requirements.
(a) It is the policy of the Board that minority/women-owned business
enterprises ("M/WBEs") shall have the maximum practicable opportunity to participate in the
awarding of Board contracts; accordingly, Lessee acknowledges that it is the policy of the Board
to remove barriers for M/WBEs to compete and create a level playing field for M/WBEs to
participate in this Lease, investment opportunities created by this Lease and related subcontracts.
Lessee agrees to comply with all applicable provisions of the Board's M/WBE Program and
M/WBE Investment Guidelines in the administration of this Lease. The Lessee agrees to include
the nondiscrimination provision contained below, and M/WBE program requirements as
established by the Board, in every contract it enters into related to this Lease. Lessee shall cause
those businesses performing work related to the Lease to include similar statements and
requirements in any further agreements they may enter into related to this Lease. Lessee shall
timely submit reports and verifications requested by the SEB Department, and shall provide such
financial or other information as deemed necessary by the SEB Department to support the
claimed M/WBE participation.
OIL AND GAS LEASE Page 12
(b) The Lessee shall appoint and designate to SEB a high-level official to
administer and coordinate the Lessee's efforts to carry out this M/WBE policy.
(c) Lessee agrees to submit monthly reports of payments and subcontract
and/or supplier awards to M/WBEs and non-M/WBEs in such form and manner and at such
times as the Board shall prescribe. Lessee shall provide and cause those individuals and/or
businesses, claiming M/WBE status, that are investors in this Lease to provide any and all
documentation necessary to establish their M/WBE status and shall provide the Board access to
all joint venture agreements, financing and operating agreements, books, records, accounts and
any other documents requested to verify the M/WBE participation in this Lease. Lessee agrees
to provide monthly, quarterly and/or annual M/WBE participation reports in such form and at
such times as required by the Board to provide an accounting for capital contributions, control,
management, expenditures, payments, distribution of profits and royalty payments for this Lease.
Access as required by this paragraph shall include the right of the Board to conduct M/WBE
audits. All such audits shall be conducted during normal business hours and only after
reasonable notice has been provided to Lessee by the Board.
(d) Lessee was awarded this Lease in part based upon its meeting or
exceeding M/WBE participation levels of twenty percent (20%) for investment and thirty-nine
percent (39%) for subcontracts under this Lease. In no event shall the M/WBE subcontractor
participation be less than twenty percent (20%) of the total actual cost per well. The percentage
for investment shall be calculated by taking the total dollars provided by M/WBEs and dividing
that amount by the total dollars invested by the Lessee. The percentage for subcontracting shall
be calculated by taking the total dollars paid to M/WBE subcontractors and dividing that amount
by the total dollars paid to contractors. In other words, if M/WBEs invested $20.00 in this Lease
or operations to be conducted under this Lease and the total dollars invested by Lessee was
$100.00 then the M/WBE participation for investment would be twenty percent (20%).
Likewise, if M/WBE subcontractors performing work under this Lease were paid $20.00 and the
total dollars paid to subcontractors performing work under this Lease was $100.00 then the
M/WBE participation for subcontractors would be twenty percent (20%).
(e) Lessee acknowledges that its obligations under paragraph 22 are a
fundamental inducement to the Board to execute this Lease. Accordingly, the failure by the
Lessee to make good faith efforts to carry out any of the requirements contained within
paragraphs 22 and/or 23 will be a material breach of this Lease. Lessee shall be given notice and
an opportunity to cure any alleged breach as set forth in paragraph 16 and 17 above, and Lessee
agrees that such a breach shall entitle the Board to obtain release of all the Land not in the
Retained Tract at the time of the breach. '
23. Nondiscrimination.
(a) Lessee shall not discriminate on the basis of race, color, national origin, or
sex in the performance of this Lease or any related contract.
(b) Lessee agrees to include the above statements in any such agreements, and
cause those businesses to similarly include the statements in further agreements.
OIL AND GAS LEASE Page 13
24. Miscellaneous Provisions.
(a) In the event this Lease expires for any reason as to all or any part of the
Land or Lessor is entitled to a release of any part of the Land, Lessee shall promptly furnish
Lessor with a written, recordable release covering all of the Land or that portion of the Land to
be released. If Lessee fails to deliver a release complying with this provision within thirty (30)
days after Lessor requests the same, then Lessee shall pay the Board an amount equal to Five
Dollars ($5) per acre per day for each acre of the Land that should have been released, beginning
with the thirtieth (30th) day after Lessor's request and continuing until such time a release has
been delivered to Lessor. It is agreed that the damages associated with failing to provide the
required release are difficult to ascertain with any degree of certainty, and that the payment
called for herein is a reasonable estimate of such damages and shall be considered liquidated
damages and not a penalty. Furthermore, Lessor is authorized to file of record an affidavit
stating this Lease has expired as to the acreage that should have been released, and such affidavit
shall constitute prima facie evidence of the expiration of that portion of this Lease which it
addresses.
(b) Nothing in this Lease negates the usual implied covenants imposed upon a
lessee under an oil, gas and/or mineral lease.
(c) Lessee shall conduct all operations hereunder in compliance with all rules,
regulations or other pronouncements of the Railroad Commission of Texas and the FAA, and in
accordance with all federal, state and local laws and regulations, including the Design Criteria
Manual and the Rules. As governmental entities, neither Lessor nor the Board may legally
contract away their constitutional or statutory police powers, including without limitation the
power to establish and subsequently amend city codes, development guidelines, and other rules
and regulations for all activities at the Airport; and nothing in this Lease is to be interpreted as
waiving Lessor's or the Board's power to establish and amend them, even if the same subject
matters are addressed in this Lease. Lessee shall at its expense provide training and equipment
to the Board's designated personnel, as and to the extent deemed necessary by the Board, to
enable them to safely perform inspections and emergency services incidental to Lessee's
operations.
(d) Lessee shall abide by the requirements set forth in the document entitled
"Environmental Matters," a true and correct copy of which is attached hereto and incorporated
herein as Exhibit D.
(e) Upon request by Lessor or the Board, Lessee shall furnish, at no cost to
Lessor or the Board, copies of applications to drill, daily drilling reports, well tests, completion
reports, plugging records, production reports, logs, surveys, seismic data and all other
geophysical tests. All of these materials shall be furnished within ten (10) days of a written
request. Lessee shall divulge to Lessor or the Board correct information as requested by any of
them as to each well, the production therefrom, and such technical information as they may
acquire. Lessor and the Board have the right to be present when wells or tanks are gauged and
OIL AND GAS LEASE Page 14
production metered and have the right to examine all run tickets and to have full information as
to production and runs and to receive copies of all run tickets upon request.
(f) The term "production" means production in paying quantities as defined in
paragraph 2.
(g) No obligation of Lessee to pay money under this Lease will be excused or
delayed by reason of Force Majeure.
(h) Lessee's obligations to pay money under this Lease are to be performed in
Tarrant County, Texas. This Lease is governed for all purposes by Texas law without reference
to Texas choice of law rules. Any dispute arising out of, in connection with or in relation to the
interpretation or performance of this Lease shall be resolved by a Judge with appropriate
jurisdiction sitting in a court in Fort Worth, Tarrant County, Texas. By signing this Lease,
Lessee and Lessor waive their right to a jury trial. Thus, all disputes shall be tried to the court.
(i) Paragraph headings are used in this Lease for convenience only and are
not to be considered in the interpretation or construction of this Lease.
0) The execution or ratification by the Board of any division order, gas
contract, or any other document shall not alter any provision of this Lease.
(k) Lessee agrees to furnish to Lessor or the Board a copy of each title opinion
or report obtained by Lessee that covers all or any part of the Land, together with a copy of each
title curative document obtained by Lessee.
(1) Lessor and the Board shall have the right to inspect, and to copy at no
charge to the Lessor or the Board, any and all records of Lessee relating to this Lease, including
but not limited to records related to: (1) operations conducted on the Lease, (2) the sale and
marketing of production from the Lease, (3) gas contracts, (4) transportation agreements and (5)
the payment of royalties. The Board shall have the right to audit Lessee's books insofar as they
relate to the foregoing. Lessee shall provide the Board with retrievals of digital records the
Board determines to be necessary to conduct the audit; and there shall be no charge to Lessor or
the Board for any cost of retrieving, downloading, and/or printing any records or transactions
stored in magnetic, optical, or other media formats.
(m) No seismic or other geophysical operations may be conducted without the
Board's prior written consent, said consent to be given solely at the Board's discretion.
(n) This Lease is binding upon and for the benefit of Lessor, the Board,
Lessee, and their respective heirs, personal representatives, successors, and assigns.
OIL AND GAS LEASE Page 15
EXECUTED on the dates set forth below, but effective the date of last execution by a Lessor.
APP AS TO FOW
Approved As To Form:
THOMAS P. PERKINS, JR.,
City Attorney
APP VED AS TO FORM AND LEGALITY:
X
CI ATTORNEY
Attested By
to 4-- pM
DALLAS/FORT WORTH INTERNATIONAL AIRPORT BOARD
By: /
e y P. Fegan, CKefExecutive Officer
S
Date:
CITY OF DALLAS
MM2`��,surt+�t, C r i LL.6Iu19Gek
By: 7�
K. Fivi,. City Manager
Evans, ysIm%f"
Date: m /yl06
CITY OF FORT WORTH
By:
C '_lam--rer
—r'>A c E A, t=7 ssc�
Date: /O % 4- / 0&
CI-
CHESAPEAKE EXPLORATION LIMITED PARTNERSHIP
By: Chesapeake Operatin nc., neral Partner
77"�?P9-CAlk- �
contract Authorizatioa By:
Henry J. Hood, Senioi6g'c�e President — Land and Legal
Data _ Date:
OIL AND GAS LEASE Page 16
LEGAL DESCRIPTION
D/FW INTERNATIONAL AIRPORT
A vact of land cccrsist.riq, of 18,092 acres; rnore or less, situated in the Counties ci
Dak'as and Tarrant, respel-tively, State of Texas, as conveyed to the Cities of Dallas,
Texas and Fort Worth, Texas by deeds recorded in the Deed Rc-,,7ords cf the Count es
of Dallas and Tarant as follows,
EXHIBIT "A'
Part 1, 2, and 3
Attached hereto
SI've and t-ml-epl a ua-c" of fonsisting of 853 ar�res, `riote of corveyed by Ty
Cit-,eei .J T' exas and Fort Texas '"Grarivws), to he State of Texzir� 'Gr;imee",
a,,, recorded ir, Volume Pa, "i age 1530 Deed Records of Tarrant County, Tm �,
avhtmrcin Grantors did feserve all of the oil, gas and sulphur it) and under vie iar-d as
viveye01 tea but Yvaived all rights of rigi ess and F.
eare:is a the turface tko erc-'
o Gi,)ntee
for the purpn-sp r-,- r-)(11piQri-oq, devetoping, rvmiinor &illing f-Irsl3me
A,
EXHIBIT
"A" Part 2
I GRANTOR I COUNTY I VOLUME I PAGE I ACRES I PARCEL No.1
1J. Huffman
DRDCT
97198
2300
0.229 V480682
Living Stream Ministry
DRDCT
95215
872
0.101 V490555
Living Stream Ministry
DRDCT
95215
872
0.142 V510572
Resolution Trust Corporation
DRDCT
95054
680
29.86 M010115-1
RTC/Western Savings
DRDCT
95054
680
8.12 M010115-2
Airport Assembly of God
DRDCT
95021
1220
1.5 M010116
City of Irving/Dallas County
DRDCT
2000041
3882
17.8 M010189
V. Ellis
DRDCT
97148
2085
5.99 M050118
Payne / Las Colinas
DRDCT
97083
1236
21.8 M060157
IC. Satterwhite & F. Gans
DRDCT
95006
3588
1.55 M280169
(Apollo Ambulance/Jackson
DRDCT
94242
2018
1.42 M280170
IM. & N. Gonzales
DRDCT
94144
226
0.35 M300109
L. Faith
DRDCT
94146
506
0.37 M300111
Block Shim Dev Company
DRDCT
95231
1189
0.47 M320159
First Gibraltar Bank FSB
DRDCT
96028
3129
1.02 M320163
(Laredo Nat'l Bank
DRDCT
96028
3136
8.94 M330158
Southland Corp.
DRDCT
95050
4094
0.56 M330164
DMS Joint Venture
DRDCT
94225
3348
2.47 M620128-1
DMS Joint Venture
DRDCT
94225
3348
2.44 M620128-2
D. Johnston
DRDCT
95189
4653
0.62 V020515
W. Zachry
DRDCT
95152
6391
0.63 V020516
IV. LaFollet
DRDCT
95160
5346
0.65 V020519
Page 1 of 5
GRANTOR I COUNTY I VOLUME I PAGE I ACRES (PARCEL No.1
H. Allen, Jr.
DRDCT
95235
1775
0.64 V020520
J. Bartlett
DRDCT
93077
409
0.88 V200004
A. Fistler
DRDCT
94114
2766
0.38 V200132
J. Moss
DRDCT
94114
2762
0.88 V200137
D. Riley
DRDCT
94098
3530
0.44 V200141
J. Rose
DRDCT
94191
3332
0.64 V200152
C. James
DRDCT
94164
1622
0.52 V200153
W. Coffman
DRDCT
94187
2854
0.67 V200154
T. Burns
DRDCT
94236
5413
0.67 V200173
H. Bradshaw
DRDCT
95063
3335
0.23 V200179
W Vogt
DRDCT
95022
251
0.28 V200184
P. Canales
DRDCT
95192
2332
0.35 V200511
G. Gardner
DRDCT
95231
6246
0.28 V200545
C. Thomas
DRDCT
96043
2581
0.38 V200548
M. Martin
DRDCT
95234
1487
0.34 V200601
P. & S. Cheng
DRDCT
95230
855
0.66 V200688
W. Meredith
DRDCT
95247
2243
0.46 V200689
V. Jaramillo
DRDCT
96041
83
0.66 V200690
M. Law
DRDCT
95228
4286
0.66 V200691
J. & F. Murphey
DRDCT
95250
3847
0.66 V200692
R. Moreno
DRDCT
95205
2927
0.66 V200693
H. Kilgore Electric
DRDCT
95216
1968
0.66 V200694
M. Kimes
DRDCT
95228
2319
0.66 V200695
D. Hood
DRDCT
95248
2430
0.75 V200696
D. Capetillo
DRDCT
95213
4778
0.88 V200698
Page 2 of 5
I GRANTOR
COUNTY VOLUME I
PAGE I
ACRES (PARCEL No.1
1G. Ducas
DRDCT
95230
4367
0.88 V200700
IT. Fields
DRDCT
95236
5312
0.17 V200703
IA. & M. Law
DRDCT
95229
953
0.52 V200707
F. Graham
DRDCT
95249
2175
0.52 V200709
B. Wat Dal, Inc.
DRDCT
96050
713
0.52 V200710
IR. & C. Keathley
DRDCT
96018
4571
0.35 V200712
1J. Holman
DRDCT
95245
865
0.52 V200713
IR. Armstrong
DRDCT
96016
2265
0.52 V200715
R. Thackerson
DRDCT
96026
584
0.52 V200716
R. Armstrong, et ux
DRDCT
96016
2271
0.52 V200717
D. Hasdell
DRDCT
95244
874
0.38 V200718
S. & A. Baar
DRDCT
95205
2921
0.14 V510596
IP. Bradley & B. Sanders
DRDCT
95055
3866
0.14 V510597
IE. Ferguson
DRDCT
95244
874
0.14 V510598
D. Smith
DRDCT
95187
3255
0.14 V510599
R. Share
DRDCT
95208
54
0.14 V510600
Irving National Bank
DRDCT
95168
6877
0.14 V510614
K. Foss
DRDCT
95205
2931
0.23 V520573
1J. Dean
DRDCT
95148
1299
0.17 V520602
A. Cooper
DRDCT
96061
3916
0.5 V020512-1
A. Cooper
DRDCT
96061
3916
0.85 V020512-2
IB. Pitner
DRDCT
95153
3023
0.65 V020513
�B. Borden
DRDCT
95147
1681
0.76 V020514
�E. Segota
DRDCT
93080
3035
0.67 V200010
1C. Downs
DRDCT
94195
91
0.52 V200094
Page 3 of 5
GRANTOR
COUNTY VOLUME I
PAGE I
ACRES (PARCEL No.1
C. Holcombe
DRDCT
96220
3520
0.17 V200697-1
C. Holcombe
DRDCT
96220
3520
0.54 V200697-2
iTaslina Inv. & Mgmt., Inc.
DRDCT
96218
1342
1.04 V200705
lWat Lao Siri Buddha Vas of Iry
DRDCT
96046
3890
0.34 V200711
K. & J. Lokey, et al
DRDCT
163
1053
0.52 V200714
K. Hartman
DRDCT
97074
510
0.2 V200720
R. Armstrong
DRDCT
96110
4439
0.11 V200743
D. Tapia
DRDCT
96150
3535
0.67 V200758
D. Southard
DRDCT
96238
3987
0.67 V200759
R. & G. Moino
DRDCT
97005
5090
0.19 V480631
A. & S. Lim
DRDCT
96091
887
0.27 V480644
B. & B. Phillips
DRDCT
96163
1603
0.27 V480645
S. & C. Boscardin
DRDCT
96111
2070
0.24 V480655
J. Brand
DRDCT
96215
1104
0.2 V480660
E. Childres
DRDCT
96129
1135
0.19 V480681
E. Ma
DRDCT
96072
1974
0.15 V510578
R. Favors
DRDCT
96202
3028
0.15 V510583
M. Veltre & W. Rivera
DRDCT
97065
5545
0.15 V510589
J. Savage
DRDCT
80
1328
0.13 V510595
R. Coppock
DRDCT
96163
785
0.21 V520584
(Harrington Corp. (part)
DRDCT
97146
3067
1.35 M010192
IThe Harrington Corp.
DRDCT
97146
3067
0.17 M010193
The Harrington Corp.
DRDCT
97159
4720
0.51 M060121
H. B. Zachary (part take)
DRDCT
96028
3150
5.69 M060190
(Beazer Co. (part take)
DRDCT
95035
1438
0.84 M060191
Page 4 of 5
I GRANTOR I COUNTY I VOLUME I PAGE I ACRES (PARCEL No.1
L. Harbin/Wright (Fins)
DRDCT
97236
2298
2.47 M070122
Ving (General Storage)
DRDCT
94250
2045
2.5 M170123
Irving I.S.D.
DRDCT
95014
1663
0.41 M230063
D. Kerschen
DRDCT
94116
795
0.35 M230077-2
D. Kerschen
DRDCT
94116
795
0.35 M230077-3
G. Burchfield
DRDCT
94160
262
0.33 M280102
10. McKinney
DRDCT
94226
916
0.36 M280105
J. Hanna
DRDCT
95185
3698
0.62 M280187
M. & L. Winchester
DRDCT
94159
1203
0.42 M300110
Block -Shim Dev Company
DRDCT
95034
790
3.67 M330160
A. Wagner
DRDCT
98082
3876
4.49 M330165
Morningate, Inc.
DRDCT
95038
381
12.12 M330166
Block Shim Dev Company
DRDCT
95231
1189
4.53 M340161
IMorningate, Inc.
DRDCT
95231
1189
6.58 M340167
IMorningate, Inc.
DRDCT
95231
1189
13.54 M340168
1GraMex Corp
DRDCT
2001057
186
0.43 M340194
1H. Zachary
DRDCT
95242
3227
0.56 M600124-1
H. Zachary
DRDCT
95242
3227
1.69 M600124-2
Knights of Columbus
DRDCT
97236
2254
4.26 M600125
Walker Resources / Advantage
DRDCT
97149
5334
0.57 M610126
Walker Resources, Inc.
DRDCT
97149
5334
1.03 M610127-1
Walker Resources
DRDCT
97149
5334
0.05 M610127-2
Page 5 of 5
EXHIBIT A
PART 3
LEGAL DESCRIPTION
MINERAL RIGHT RESERVE TRACTS
STATE HIGHWAY PARCELS
BEING A 365.594 ACRES, SITUATED IN THE P. M. SMITH SURVEY ABSTRACT NUMBER 1286, DALLAS
COUNTY, TEXAS, THE JOHN W. THOMAS SURVEY ABSTRACT NUMBER 1732, DALLAS COUNTY, TEXAS,
THE WILSON SIMPSON SURVEY ABSTRACT NUMBER 1459, TARRANT COUNTY, TEXAS, THE JOHN W.
THOMAS SURVEY ABSTRACT NUMBER 1522, TARRANT COUNTY, TEXAS, THE ABRAHAM BARNARD
SURVEY ABSTRACT NUMBER 107, TARRANT COUNTY, TEXAS, THE ISHAM CROWLEY SURVEY ABSTRACT
NUMBER 322, TARRANT COUNTY, TEXAS, THE PATRICK EVERARD SURVEY ABSTRACT NUMBER 477,
TARRANT COUNTY, TEXAS, THE SAMUEL TUCKER SURVEY ABSTRACT NUMBER 1512, TARRANT COUNTY,
TEXAS, THE J. B. FAY SURVEY ABSTRACT NUMBER 530, TARRANT COUNTY, TEXAS, THE B. B. & C. R. R. CO.
SURVEY ABSTRACT 205, TARRANT COUNTY, TEXAS, AND THE ISIAH BRYD SURVEY ABSTRACT 120,
TARRANT COUNTY, TEXAS, SAID 365.594 ACRES OF LAND BEING COMPRISED OF THE FOLLOWING
TRACTS: A PORTION OF THAT CERTAIN 61.075 ACRES OF LAND KNOWN AS RW 8002-1-16 (SH 121)
PARCEL 60; ALL OF THAT CERTAIN 12,190 ACRES OF LAND KNOWN AS RW 353-3-17 (SH 114) PARCEL 225;
A 1.277 ACRE TRACT OF LAND DESCRIBED AS PART I AND A 1.828 ACRE TRACT OF LAND DESCRIBED AS
PART II, SAID PARTS ALSO BEING DESCRIBED AS RW 94-3-21 (SH 183) PARCEL 47A; ALL OF THAT CERTAIN
114.474 ACRES OF LAND DESCRIBED AS PART 1 AND ALL OF THAT CERTAIN 4.715 ACRES OF LAND
DESCRIBED AS PART 2, SAID PARTS ALSO BEING DESCRIBED AS RW 8002-1-4 (SH 183) PARCEL 7; AND ALL
OF THAT CERTAIN A 10.524 ACRES OF LAND DESCRIBED AS PART 1 AND ALL OF THAT CERTAIN 145.102
ACRES OF LAND DESCRIBED AS PART 2, SAID PARTS ALSO BEING DESCRIBED AS RW 8002-1-38 (SH 360)
PARCEL 23; SAID TRACTS BEING DESCRIBED AS CONTROLLED ACCESS HIGHWAY FACILITIES IN DEED
FROM THE CITY OF DALLAS, TEXAS, A MUNICIPAL CORPORATION AND THE CITY OF FORT WORTH,
TEXAS, A MUNICIPAL CORPORATION TO THE STATE OF TEXAS ACTING BY AND THROUGH THE STATE
HIGHWAY AND PUBLIC TRANSPORTATION COMMISSION, AS RECORDED IN VOLUME 7030, PAGE 1530 OF
THE DEED RECORDS OF T ARRANT COUNTY, TEXAS (DRTCT), SAID DEED ALSO BEING RECORDED IN
VOLUME 80236, PAGE 1004 OF THE DEED RECORDS OF DALLAS COUNTY, TEXAS, AND A 71.841 ACRE
TRACT OF LAND DESCRIBED IN DEED FROM THE CITY OF FORT WORTH, A MUNICPAL CORPORATION TO
THE STATE OF TEXAS AS RECORDED IN VOLUME 5582, PAGE 264 OF THE DEED RECORDS OF TARRANT
COUNTY, TEXAS (DRTCT) SAID 365.594 ACRES OF LAND BEING MORE PARTICULARLY DESCRIBED IN
SEVEN PARTS BY METES AND BOUNDS AS FOLLOWS:
PART 1
BEING 3.774 ACRES OF LAND SITUATED IN THE J. B. FAY SURVEY ABSTRACT 530, TARRANT COUNTY,
TEXAS, SAID 3.774 ACRES OF LAND BEING A PORTION OF THAT CERTAIN 61.075 ACRE TRACT OF LAND,
KNOWN AS RW 8002-1-16 (SH 121) PARCEL 60, AS DESCRIBED IN DEED FROM THE CITY OF FORT WORTH,
TEXAS, A MUNICIPAL CORPORATION AND THE CITY OF DALLAS, TEXAS, A MUNICIPAL CORPORATION TO
THE STATE OF TEXAS, AS RECORDED IN VOLUME 7030, PAGE 1530 OF THE DEED RECORDS OF TARRANT
COUNTY, TEXAS, SAID DEED ALSO BEING RECORDED IN VOLUME 80236, PAGE 1004 OF THE DEED
RECORDS OF DALLAS COUNTY, TEXAS, SAID 3.774 ACRES OF LAND BEING MORE PARTICULARLY
DESCRIBED BY METES AND BOUNDS AS FOLLOWS:
BEGINNING AT A BROKEN HIGHWAY MONUMENT FOUND (DFW SURFACE 88 COORDINATE - NORTHING
1,022,063.2519, EASTING 402,501.0055) FOR THE MOST EASTERLY CORNER OF SAID 61.075 ACRE TRACT,
BEING A POINT ON A NON -TANGENT CURVE TO THE LEFT;
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THENCE SOUTHEASTERLY, ALONG AND WITH THE SOUTHERLY RIGHT-OF-WAY LINE OF SAID 61.075 ACRE
TRACT AND SAID NON -TANGENT CURVE TO THE LEFT, HAVING A RADIUS OF 1402.40 FEET, A CENTRAL
ANGLE OF 18' 36' 53", A LONG CHORD THAT BEARS SOUTH 47° 36' 24" WEST, 453.62 FEET, AN ARC
DISTANCE OF 455.62 FEET TO A 5/8 INCH IRON ROD CAPPED "DFW BOUNDARY" SET (DFW SURFACE 88
COORDINATE - NORTHING 1,021,757.4122, EASTING 402,165.9904) FOR CORNER;
THENCE NORTH 41°43'25" WEST, LEAVING THE SOUTHERLY RIGHT-OF-WAY LINE OF SAID 61.075 ACRE
TRACT, OVER AND ACROSS SAID 61.075 ACRE TRACT, A DISTANCE OF 669.23 FEET TO AN 'X"CUT ON
TOP OF CURB (DFW SURFACE 88 COORDINATE - NORTHING 1,022,256.8994, EASTING 401,720.5935) FOR
CORNER, BEING IN THE NORTHERLY RIGHT-OF-WAY LINE OF SAID 61.075 ACRE TRACT OF LAND;
THENCE ALONG AND WITH THE NORTHERLY LINE OF SAID 61.075 ACRE TRACT OF LAND, THE
FOLLOWING COURSES;
NORTH 89032'07" EAST, A DISTANCE OF 482.31 FEET (DFW SURFACE 88 COORDINATE -
NORTHING 1,022,260.8105, EASTING 402,202.8842) FOR THE MOST NORTHERLY EAST CORNER OF
SAID 61.075 ACRE TRACT, BEING THE NORTHWEST CORNER OF A TRACT OF LAND DESCRIBED IN
DEED FROM TEXAS POWER AND LIGHT TO THE STATE OF TEXAS AS RECOREDED IN VOLUME
5695, PAGE 484 OF THE DEED RECORDS OF TARRANT COUNTY, TEXAS;
SOUTH 00032'07" WEST, ALONG AND WITH THE WEST BOUNDARY LINE OF SAID TEXAS POWER
AND LIGHT TRACT, A DISTANCE OF 200.00 FEET TO A POINT (DFW SURFACE 88 COORDINATE -
NORTHING 1,022,060.8192, EASTING 402,201.0154) FOR THE SOUTHWEST CORNER OF SAID TEXAS
POWER AND LIGHT TRACT;
NORTH 89032'07" EAST, ALONG AND WITH THE SOUTH BOUNDARY LINE OF SAID TEXAS POWER
AND LIGHT TRACT, A DISTANCE OF 300.00 FEET TO THE POINT OF BEGINNING AND CONTAINING
3.774 ACRES OF LAND, MORE OR LESS
PART 2
BEING 12.183 ACRES OF LAND SITUATED IN THE B. B. & C. R. R. CO. SURVEY ABSTRACT 205, TARRANT
COUNTY, TEXAS, AND THE ISIAH BRYD SURVEY ABSTRACT 120, TARRANT COUNTY, TEXAS, SAID 12.183
ACRES OF LAND BEING ALL OF THAT CERTAIN 12.190 ACRES OF LAND, KNOWN AS RW 353-3-17 (SH 114)
PARCEL 225, AS DESCRIBED IN DEED FROM THE CITY OF FORT WORTH, TEXAS, A MUNICIPAL
CORPORATION AND THE CITY OF DALLAS, TEXAS, A MUNICIPAL CORPORATION TO THE STATE OF
TEXAS, AS RECORDED IN VOLUME 7030, PAGE 1530 OF THE DEED RECORDS OF TARRANT COUNTY,
TEXAS, SAID DEED ALSO BEING RECORDED IN VOLUME 80236, PAGE 1004 OF THE DEED RECORDS OF
DALLAS COUNTY, TEXAS, SAID 12.183 ACRES OF LAND BEING MORE PARTICULARLY DESCRIBED BY
METES AND BOUNDS AS FOLLOWS:
BEGINNING AT A 5/8 INCH IRON ROD CAPPED "DFW BOUNDARY" SET (DFW SURFACE 88 COORDINATE -
NORTHING 1,023,608.8340, EASTING 410,566.0275) FOR THE SOUTHEAST CORNER OF SAID 12.190 ACRES
OF LAND KNOWN AS RW 353-3-17 (SH114), SAID IRON ROD BEING SOUTH 00° 34' 00" EAST A DISTANCE
OF 1202.84 FEET (1202.64 FEET - RECORD) AND SOUTH 89° 26' 00" WEST A DISTANCE OF 1282.59 FEET
(1285.55 FEET - RECORD) FROM A'/z INCH IRON ROD FOUND FOR THE NORTHWEST CORNER OF A
TRACT OF LAND CONVEYED TO PAUL VERBURG IN DEED RECORDED IN VOLUME 4157, PAGE 489 OF THE
DEED RECORDS OF TARRANT COUNTY, TEXAS, FROM WHICH A BRASS HIGHWAY MONUMENT FOUND
BEARS S 65026' 35" W, 1.56 FEET;
THENCE, SOUTH 30°51'00" WEST, A DISTANCE OF 57.26 FEET TO A POINT (DFW SURFACE 88
COORDINATE - NORTHING 1,023,559.6758, EASTING 410,536.6653) BEING THE POINT OF CURVATURE OF
A CURVE TO THE RIGHT;
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THENCE, SOUTHWESTERLY, ALONG AND WITH SAID CURVE TO THE RIGHT, HAVING A RADIUS OF 1317.40
FEET, A CENTRAL ANGLE OF 14° 15' 29", A LONG CHORD THAT BEARS SOUTH 38° 40, 33" WEST, 326.99
FEET, AN ARC DISTANCE OF 327.84 FEET TO A POINT (DFW SURFACE 88 COORDINATE - NORTHING
1,023,304.3969, EASTING 410,332.3249) FOR CORNER;
THENCE, ALONG AND WITH THE WEST LINE OF SAID 12,183 ACRE TRACT OF LAND KNOWN AS RW 353-3-
17 (SH 114) PARCEL 225, THE SAME BEING THE WEST RIGHT-OF-WAY LINE OF TEXAN TRAIL (PREVIOUSLY
KNOWN AS LOOP 382), A VARIABLE WIDTH RIGHT-OF-WAY, THE FOLLOWING COURSES:
NORTH 00°26'00" WEST, A DISTANCE OF 1878.32 FEET TO AN "X" CUT IN CONCRETE SET (DFW
SURFACE 88 COORDINATE - NORTHING 1,025,182.6632, EASTING 410,318.1151) FOR CORNER;
NORTH 00°17'00" WEST, A DISTANCE OF 886.86 FEET TO A POINT (DFW SURFACE 88
COORDINATE - NORTHING 1,026,069.5123, EASTING 410,313.7277) FOR CORNER, FROM WHICH A
BRASS HIGHWAY MONUMENT FOUND BEARS SOUTH 35022' 22" EAST, 0.95 FEET;
NORTH 00025'00" WEST, A DISTANCE OF 172.63 FEET TO A POINT (DFW SURFACE 88
COORDINATE - NORTHING 1,026,242.1377, EASTING 410,312.4719) FOR THE MOST NORTHERLY
CORNER OF THE HEREIN DESCRIBED TRACT;
THENCE, SOUTH 17°14'00" EAST, A DISTANCE OF 57.77 FEET TO A 5/8 INCH IRON CAPPED "DFW
BOUNDARY" SET (DFW SURFACE 88 COORDINATE - NORTHING 1,026,186.9613, EASTING 410,329.5872)
FOR THE POINT OF CURVATURE OF A CURVE TO THE LEFT;
THENCE, SOUTHEASTERLY, ALONG AND WITH SAID CURVE TO THE RIGHT, HAVING A RADIUS OF 1959.86
FEET, A CENTRAL ANGLE OF 13° 38' 35", A LONG CHORD THAT BEARS SOUTH 24° 03, 18" EAST, 465.57
FEET, AN ARC DISTANCE OF 466.67 FEET TO A POINT (DFW SURFACE 88 COORDINATE - NORTHING
1,025,761.8213, EASTING 410,519.3608) FOR CORNER, FROM WHICH A BRASS HIGHWAY MONUMENT
FOUND BEARS S03° 19' 17" EAST, 0.82 FEET;
THENCE, ALONG AND WITH THE EAST LINE OF SAID 12.183 ACRE TRACT OF LAND KNOWN AS RW 353-3-
17 (SH 114) PARCEL 225, THE SAME BEING THE EAST RIGHT-OF-WAY LINE OF TEXAN TRAIL, A VARIABLE
WIDTH RIGHT-OF-WAY, THE FOLLOWING COURSES:
SOUTH 00°34'00" EAST, A DISTANCE OF 2082.36 FEET TO A BRASS HIGHWAY MONUMENT
FOUND (DFW SURFACE 88 COORDINATE - NORTHING 1,023,679.5632, EASTING 410,539.9598)
FOR THE POINT OF CURVATURE OF A CURVE TO THE LEFT;
SOUTHEASTERLY, ALONG AND WITH SAID CURVE TO THE LEFT, HAVING A RADIUS OF 112.00
FEET, A CENTRAL ANGLE OF 40° 27' 47", A LONG CHORD THAT BEARS SOUTH 20° 13' 54" EAST,
75.38 FEET, AN ARC DISTANCE OF 76.83 FEET TO THE POINT OF BEGINNING AND CONTAINING
12.183 ACRES OF LAND, MORE OR LESS
PART 3
BEING A 1.836 ACRES OF LAND, MORE OR LESS, SITUATED IN THE P.M SMITH SURVEY ABSTRACT
NUMBER 1286, CITY OF IRVING, DALLAS COUNTY, TEXAS, SAID 1.836 ACRES OF LAND BEING ALL OF
THAT CERTAIN 1.828 ACRES OF LAND, KNOWN AS RW 94-3-21 (SH 183) PARCEL 47A - PART II, AS
DESCRIBED IN DEED FROM THE CITY OF DALLAS, TEXAS, A MUNICIPAL CORPORATION AND THE CITY OF
FORT WORTH, TEXAS, A MUNICIPAL CORPORATION TO THE STATE OF TEXAS, AS RECORDED IN VOLUME
7030, PAGE 1530 OF THE DEED RECORDS OF TARRANT COUNTY, TEXAS, THE SAME DEED ALSO BEING
RECORDED IN VOLUME 80236, PAGE 1004 OF THE DEED RECORDS OF DALLAS COUNTY, TEXAS, SAID
1.836 ACRES OF LAND BEING MORE PARTICULARLY DESCRIBED BY METES AND BOUNDS AS FOLLOWS::
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BEGINNING AT A 5/8 INCH IRON ROD CAPPED "DFW BOUNDARY" SET (DFW SURFACE 88 COORDINATE -
NORTHING 992,059.9372, EASTING 422,701.7659) FOR THE NORTHEAST CORNER OF SAID 1.828 ACRE
TRACT OF LAND KNOWN AS RW 94-3-21 (SH 183) PARCEL 47A - PART II, FROM WHICH A HIGHWAY
MONUMENT FOUND BEARS SOUTH 810 59' 49" WEST, A DISTANCE OF 3.77 FEET;
THENCE ALONG AND WITH THE EASTERLY AND SOUTHERLY LINE OF SAID 1.828 ACRE TRACT OF LAND
KNOWN AS RW 94-3-21 (SH 183) PARCEL 47A - PART II, THE FOLLOWING COURSES;
SOUTH 29014'07" WEST, A DISTANCE OF 121.00 FEET TO A POINT (DFW SURFACE 88
COORDINATE - NORTHING 991,954,3500, EASTING 422,642.6698) FOR CORNER;
SOUTH 00045'53" EAST, A DISTANCE OF 81.21 FEET TO A POINT (DFW SURFACE 88 COORDINATE
- NORTHING 991,873.1498, EASTING 422,643.7535) FOR THE SOUTHEAST CORNER OF SAID 1.828
ACRE TRACT;
SOUTH 88055'02" WEST, A DISTANCE OF 59.88 FEET TO A POINT (DFW SURFACE 88 COORDINATE
- NORTHING 991,872.0183, EASTING 422,583.8818) FOR CORNER;
SOUTH 84035'11 " WEST, A DISTANCE OF 351.23 FEET TO A POINT (DFW SURFACE 88
COORDINATE - NORTHING 991,838.8819, EASTING 422,234.2184) FOR CORNER;
SOUTH 89015'38" WEST, A DISTANCE OF 415.00 FEET TO A 5/8 INCH IRON ROD CAPPED "DFW
BOUNDARY SET (DFW SURFACE 88 COORDINATE - NORTHING 991,833.5266, EASTING
421,819.2530) FOR THE MOST WESTERLY CORNER OF SAID1.828 ACRE TRACT OF LAND;
THENCE ALONG AND WITH THE NORTHERLY LINE OF SAID 1.828 ACRE TRACT OF LAND KNOWN AS RW
94-3-21 (SH 183) PARCEL 47A - PART 11, THE FOLLOWING COURSES;
NORTH 80052'38" EAST, A DISTANCE OF 219.69 FEET TO A 5/8 INCH IRON ROD CAPPED "DFW
BOUNDARY SET (DFW SURFACE 88 COORDINATE - NORTHING 991,868.3583, EASTING
422,036.1641) FOR CORNER;
NORTH 70005'35" EAST, A DISTANCE OF 454.05 FEET A 5/8 INCH IRON ROD CAPPED "DFW
BOUNDARY SET (DFW SURFACE 88 COORDINATE - NORTHING 992,022.9590, EASTING
422,463.0834) FOR CORNER;
NORTH 81011'36" EAST, A DISTANCE OF 241.53 FEET TO THE POINT OF BEGINNING AND
CONTAINING 1.836 ACRES OF LAND, MORE OR LESS
PART 4
BEING A 1.223 ACRES OF LAND, MORE OR LESS, SITUATED IN THE P.M SMITH SURVEY ABSTRACT
NUMBER 1286, DALLAS COUNTY, TEXAS, SAID 1.223 ACRE TRACT OF LAND BEING ALL OF THAT CERTAIN
1.227 ACRES OF LAND, KNOWN AS RW 94-3-21 (SH 183) PARCEL 47A - PART I AS DESCRIBED IN DEED
FROM THE CITY OF DALLAS, TEXAS, A MUNICIPAL CORPORATION AND THE FORT WORTH, TEXAS, A
MUNICIPAL CORPORATION TO THE STATE OF TEXAS, AS RECORDED IN VOLUME 7030, PAGE 1530 OF
THE DEED RECORDS OF TARRANT COUNTY, TEXAS, THE SAME DEED ALSO BEING RECORDED IN
VOLUME 80236, PAGE 1004 OF THE DEED RECORDS OF DALLAS COUNTY, TEXAS, SAID 1.223 ACRES OF
LAND BEING MORE PARTICULARLY DESCRIBED BY METES AND BOUNDS AS FOLLOWS:
BEGINNING AT A BRASS HIGHWAY MONUMENT FOUND (DFW SURFACE 88 COORDINATE - NORTHING
992,454.6470, EASTING 420,261.1921) FOR THE MOST NORTHERLY CORNER OF THE SAID 1.227 ACRE
TRACT;
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THENCE ALONG AND WITH THE EASTERLY LINE OF SAID 1.227 ACRE TRACT OF LAND, THE FOLLOWING
COURSES;
SOUTH 17' 11'20" EAST, A DISTANCE OF 104.40 FEET TO A BRASS HIGHWAY MONUMENT FOUND
(DFW SURFACE 88 COORDINATE - NORTHING 992,354.9099, EASTING 420,292.0445) FOR CORNER;
SOUTH 430 30'53" EAST, A DISTANCE OF 205.18 FEET TO A 5/8 INCH IRON ROD CAPPED 'DFW
BOUNDARY SET (DFW SURFACE 88 COORDINATE - NORTHING 992,206.1137, EASTING
420,433.3191) FOR CORNER;
SOUTH 000 29'23" EAST, A DISTANCE OF 250.00 FEET TO A 5/8 INCH IRON ROD CAPPED 'DFW
BOUNDARY SET (DFW SURFACE 88 COORDINATE - NORTHING 991,956.1228, EASTING
420,435.4556) FOR CORNER;
SOUTH 350 44'20" EAST, A DISTANCE OF 164.61 FEET TO A 5/8 INCH IRON ROD CAPPED 'DFW
BOUNDARY SET ((DFW SURFACE 88 COORDINATE - NORTHING 991,822.5109, EASTING
420,531.6028) FOR CORNER;
NORTH 88° 57'21" WEST, A DISTANCE OF 139.91 FEET TO A 5/8 INCH IRON ROD CAPPED "DFW
BOUNDARY SET (DFW SURFACE 88 COORDINATE - NORTHING 991,825.5069, EASTING
420,391.7257) FOR CORNER;
NORTH 000 29'23" WEST, A DISTANCE OF 235.45 FEET TO A 5/8 INCH CAPPED IRON ROD "DFW
BOUNDARY" SET "DFW BOUNDARY" SET (DFW SURFACE 88 COORDINATE - NORTHING
992,060.9459, EASTING 420,389.7137) FOR CORNER;
NORTH 600 29'23" WEST, A DISTANCE OF 144.51 FEET TO A 5/8 INCH CAPPED IRON ROD "DFW
BOUNDARY" SET "DFW BOUNDARY" SET (DFW SURFACE 88 COORDINATE - NORTHING
992,132.1288, EASTING 420,263,9515) FOR CORNER;
NORTH 00029'25" WEST, A DISTANCE OF 322.53 FEET TO THE POINT OF BEGINNING AND
CONTAINING 1.223 ACRES OF LAND, MORE OR LESS
PART 5
BEING A 119.160 ACRE TRACT OF LAND, SITUATED IN THE J.W THOMAS SURVEY ABSTRACT 1522,
TARRANT COUNTY, TEXAS, THE JOHN W. THOMAS SURVEY, ABSTRACT 1732, DALLAS COUNTY, TEXAS
AND THE W. SIMPSON SURVEY ABSTRACT 1459, DALLAS COUNTY, TEXAS, SAID 119.160 ACRES OF LAND
BEING ALL OF THAT CERTAIN 114.474 ACRE TRACT OF LAND, KNOWN AS RW 8002-1-4 (SH 183) PARCEL 7,
PART 1 AND ALL OF THAT CERTAIN 4.715 ACRE TRACT OF LAND, KNOWN AS RW 8002-1-4 (SH183)
PARCEL 7, PART 2 AS DESCRIBED IN DEED FROM THE CITY OF DALLAS, TEXAS, A MUNICIPAL
CORPORATION AND THE CITY OF FORT WORTH, TEXAS, A MUNICIPAL CORPORATION TO THE STATE OF
TEXAS, AS RECORDED IN VOLUME 7030, PAGE 1530 OF THE DEED RECORDS OF TARRANT COUNTY,
TEXAS, SAID DEED ALSO BEING RECORDED IN VOLUME 80236, PAGE 1004 OF THE DEED RECORDS OF
DALLAS COUNTY, TEXAS, SAID 119.160 ACRES OF LAND BEING MORE PARTICULARLY BY METES AND
BOUNDS AS FOLLOWS:
BEGINNING AT BRASS HIGHWAY MONUMENT FOUND (DFW SURFACE 88 COORDINATE - NORTHING
992,570.7187, EASTING 415,020.1806) FOR THE MOST WESTERLY NORTHWEST CORNER OF SAID 114.474
ACRE TRACT OF LAND, KNOWN AS RW 8002-1-4 (SH 183) PARCEL 7, PART 1, THE CENTERPOINT OF SAID
BRASS MONUMENT BEARS NORTH 540 22' 44" EAST, 0.28 FEET;
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THENCE ALONG AND WITH THE NORTHERLY LINE OF SAID 114.474 ACRE TRACT OF LAND, KNOWN AS
RW 8002-1-4 (SH 183) PARCEL 7, PART 1, ALSO BEING THE NORTHERY RIGHT-OF-WAY LINE OF STATE
HIGHWAY 183, A VARIABLE WIDTH RIGHT-OF-WAY, THE FOLLOWING COURSES:
NORTH 88*37'11" EAST, A DISTANCE OF 95.56 FEET TO A BRASS HIGHWAY MONUMENT FOUND
(DFW SURFACE 88 COORDINATE - NORTHING 992,210.1185, EASTING 415,115.7129) FOR CORNER;
NORTH 79*48'11" EAST, A DISTANCE OF 199.89 FEET TO A BRASS HIGHWAY MONUMENT FOUND
(DFW SURFACE 88 COORDINATE - NORTHING 992,245.5059, EASTING 415,312.4456) FOR A POINT
ON A NON -TANGENT CURVE TO THE LEFT;
NORTHEASTERLY, ALONG AND WITH SAID NON -TANGENT CURVE TO THE LEFT, HAVING A
RADIUS OF 1909.86 FEET, A CENTRAL ANGLE OF 20° 43' 14", A LONG CHORD THAT BEARS NORTH
65° 23' 36" EAST, 686.93 FEET, AN ARC DISTANCE OF 690.69 FEET TO A BRASS HIGHWAY
MONUMENT FOUND (DFW SURFACE 88 COORDINATE - NORTHING 992,531.5346, EASTING
415,936.9912) FOR THE POINT OF TANGENCY;
NORTH 550 01'59" EAST, A DISTANCE OF 116.03 FEET TO A BRASS HIGHWAY MONUMENT FOUND
(DFW SURFACE 88 COORDINATE - NORTHING 992,598.0320, EASTING 416,032.0757) FOR THE
POINT OF CURVATURE OF A CURVE TO THE LEFT;
NORTHEASTERLY, ALONG AND WITH SAID CURVE TO THE LEFT, HAVING A RADIUS OF 1282.40
FEET, A CENTRAL ANGLE OF 25° 42' 00", A LONG CHORD THAT BEARS NORTH 42° 10' 59" EAST,
570.41 FEET, AN ARC DISTANCE OF 575.22 FEET TO A BRASS HIGHWAY MONUMENT FOUND
(DFW SURFACE 88 COORDINATE - NORTHING 993,020.7083, EASTING 416,415.1060) FOR A POINT
OF COMPOUND CURVATURE;
NORTHEASTERLY, ALONG AND WITH SAID COMPOUND CURVE TO THE LEFT, HAVING A RADIUS
OF 1759.86 FEET, A CENTRAL ANGLE OF 09° 53' 36", A LONG CHORD THAT BEARS NORTH 24° 23'
11" EAST, 303.50 FEET, AN ARC DISTANCE OF 303.88 FEET TO A BRASS HIGHWAY MONUMENT
FOUND (DFW SURFACE 88 COORDINATE - NORTHING 993,297.1307, EASTING 416,540.4170) FOR
THE POINT OF COMPOUND CURVATURE;
NORTHEASTERLY, ALONG AND WITH SAID COMPOUND CURVE TO THE LEFT, HAVING A RADIUS
OF 3669.72 FEET, A CENTRAL ANGLE OF 08° 27' 08", A LONG CHORD THAT BEARS NORTH 15° 12'
49" EAST, 540.86 FEET, AN ARC DISTANCE OF 541.35 FEET TO A "X" CUT IN CONCRETE FOUND
(DFW SURFACE 88 COORDINATE - NORTHING 993,819.0390, EASTING 416,682.3484) FOR A POINT
OF COMPOUND CURVATURE;
NORTHEASTERLY, ALONG AND WITH SAID COMPOUND CURVE TO THE LEFT, HAVING A RADIUS
OF 3747.54 FEET, A CENTRAL ANGLE OF 11° 31' 33", A LONG CHORD THAT BEARS NORTH 05° 13'
28" EAST, 752.60 FEET, AN ARC DISTANCE OF 753.87 FEET TO THE POINT OF TANGENCY (DFW
SURFACE 88 COORDINATE - NORTHING 994,568.5112, EASTING 416,750.8786), FROM WHICH A
BRASS HIGHWAY MONUMENT FOUND BEARS NORTH 750 15' 04" WEST, 2.36 FEET;
NORTH 000 32'18" WEST, A DISTANCE OF 159.89 FEET TO A POINT (DFW SURFACE 88
COORDINATE - NORTHING 994,728.3941, EASTING 416,749.3760) FOR CORNER, FROM WHICH A
BRASS HIGHWAY MONUMENT FOUND BEARS NORTH 640 31' 22" WEST, 1.16 FEET;
NORTH 890 27'42" EAST, A DISTANCE OF 504.00 FEET (DFW SURFACE 88 COORDINATE -
NORTHING 994,733.1305, EASTING 417,253.3537) FOR CORNER, FROM WHICH A BRASS HIGHWAY
MONUMENT FOUND BEARS NORTH 600 49' 28" WEST, 1.14 FEET;
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SOUTH 00° 32'18" EAST, A DISTANCE OF 180.45 FEET TO THE POINT OF CURVATURE OF A CURVE
TO THE LEFT (DFW SURFACE 88 COORDINATE - NORTHING 994,552.6884, EASTING 417,255.0494),
FROM WHICH A BRASS HIGHWAY MONUMENT FOUND BEARS NORTH 65" 57' 32" WEST, 1.40
FEET;
SOUTHEASTERLY, ALONG AND WITH SAID CURVE TO THE LEFT, HAVING A RADIUS OF 2689.73
FEET, A CENTRAL ANGLE OF 15" 52' 51 ", A LONG CHORD THAT BEARS SOUTH 08° 28' 44" EAST,
743.14 FEET, AN ARC DISTANCE OF 745.52 FEET A POINT OF COMPOUND CURVATURE (DFW
SURFACE 88 COORDINATE - NORTHING 993,817.6747, EASTING 417,364.6207), FROM WHICH A
BRASS HIGHWAY MONUMENT FOUND BEARS NORTH 820 13' 02" WEST, 0.77 FEET;
SOUTHEASTERLY, ALONG AND WITH SAID COMPOUND CURVE TO THE LEFT, HAVING A RADIUS
OF 2730.79 FEET, A CENTRAL ANGLE OF 22° 51' 36", A LONG CHORD THAT BEARS SOUTH 27° 50,
27" EAST, 1082.32 FEET, AN ARC DISTANCE OF 1089.54 FEET TO A BRASS HIGH WAY MONUMENT
FOUND (DFW SURFACE 88 COORDINATE - NORTHING 992,860.7054, EASTING 417,870.2254) FOR
THE POINT OF COMPOUND CURVATURE;
SOUTHEASTERLY, ALONG AND WITH SAID COMPOUND CURVE TO THE LEFT, HAVING A RADIUS
OF 1787.86 FEET, A CENTRAL ANGLE OF 29° 48' 58", A LONG CHORD THAT BEARS SOUTH 54° 11'
14" EAST, 919.92 FEET, AN ARC DISTANCE OF 930.38 FEET TO A NON -TANGENT POINT FOR
CORNER (DFW SURFACE 88 COORDINATE - NORTHING 992,322.4257, EASTING 418,616.2208),
FROM WHICH A BRASS HIGHWAY MONUMENT FOUND BEARS NORTH 58° 10' 39" WEST, 0.83
FEET;
SOUTH 700 07'49" EAST, A DISTANCE OF 480.73 FEET (DFW SURFACE 88 COORDINATE -
NORTHING 992,159.0348, EASTING 419,068.3322) FOR CORNER), FROM WHICH A BRASS HIGHWAY
MONUMENT FOUND BEARS NORTH 350 56' 52" EAST, 1.09 FEET;;
SOUTH 740 38'49" EAST, AT AN APPROXIMATE DISTANCE OF 93 FEET PASSING THE MOST
EASTERLY NORTHEAST CORNER OF THE AFOREMENTIONED 114.474 ACRE TRACT OF LAND,
KNOWN AS RW 8002-1-4 (SH 183) PARCEL 7, PART 1, BEING THE NORTHWEST CORNER OF THE
AFOREMENTIONED 4.715 ACRE TRACT OF LAND, KNOWN AS RW 8002-1-4 (SH183) PARCEL 7,
PART 2, AND CONTINUING ALONG AND WITH THE NORTH LINE OF SAID 4.715 ACRE TRACT OF
LAND, KNOWN AS RW 8002-1-4 (SH183) PARCEL 7, PART 2, FOR A TOTAL DISTANCE OF 293.53 TO
A POINT ON A NON -TANGENT CURVE TO THE RIGHT (DFW SURFACE 88 COORDINATE -
NORTHING 992,081.3185, EASTING 419,351.3870), FROM WHICH A BRASS HIGHWAY MONUMENT
FOUND BEARS NORTH 250 01' 41" EAST, 1.19 FEET;
THENCE ALONG AND WITH THE NORTHERLY AND EASTERLY LINE OF SAID 4.715 ACRE TRACT OF LAND,
KNOWN AS RW 8002-1-4 (SH 183) PARCEL 7, PART 2, ALSO BEING THE NORTHERY AND EASTERLY RIGHT-
OF-WAY LINE OF STATE HIGHWAY 183, A VARIABLE WIDTH RIGHT-OF-WAY, THE FOLLOWING COURSES:
SOUTHEASTERLY, ALONG AND WITH SAID CURVE TO THE RIGHT, HAVING A RADIUS OF 1462.40
FEET, A CENTRAL ANGLE OF 12° 47' 42", A LONG CHORD THAT BEARS SOUTH 74° 29' 55" EAST,
325.90 FEET, AN ARC DISTANCE OF 326.58 FEET TO A POINT OF TANGENCY (DFW SURFACE 88
COORDINATE - NORTHING 991,994.2191, EASTING 419,665.4298), FROM WHICH A BRASS
HIGHWAY MONUMENT FOUND BEARS NORTH 49° 26' 31" EAST, 0.85 FEET;
SOUTH 68° 06'04" EAST, A DISTANCE OF 155.00 FEET TO A POINT OF CURVATURE OF A CURVE
TO THE LEFT (DFW SURFACE 88 COORDINATE - NORTHING 991,936.4091, EASTING 419,809.2457),
FROM WHICH A BRASS HIGHWAY MONUMENT FOUND BEARS NORTH 500 47' 05" EAST, 1.08 FEET;
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SOUTHEASTERLY, ALONG AND WITH SAID CURVE TO THE LEFT, HAVING A RADIUS OF 1402.40
FEET, A CENTRAL ANGLE OF 09° 20' 01 ", A LONG CHORD THAT BEARS SOUTH 72° 47, 05" EAST,
228.20 FEET, AN ARC DISTANCE OF 228.45 FEET TO A NON -TANGENT POINT FOR CORNER (DFW
SURFACE 88 COORDINATE - NORTHING 991,868,8064, EASTING 420,027.2041), FROM WHICH A
BRASS HIGHWAY MONUMENT FOUND BEARS NORTH 53' 10' 50" EAST, 1.26 FEET;
NORTH 850 18'11" EAST, A DISTANCE OF 109.56 FEET TO A 5/8 INCH IRON ROD CAPPED "DFW
BOUNDARY" SET (DFW SURFACE 88 COORDINATE - NORTHING 991,877.7780, EASTING
420,136.3961) FOR CORNER;
NORTH 040 48'11" EAST, A DISTANCE OF 376.54 FEET TO A POINT FOR CORNER (DFW SURFACE
88 COORDINATE - NORTHING 992,252.9958, EASTING 420,167.9235), FROM WHICH A BRASS
HIGHWAY MONUMENT FOUND BEARS NORTH 61° 25' 06" EAST, 1.15 FEET;
NORTH 070 46'11" EAST, A DISTANCE OF 202.24 FEET TO A POINT FOR CORNER (DFW SURFACE
88 COORDINATE - NORTHING 992,453.3792, EASTING 420,195.2644), FROM WHICH A BRASS
HIGHWAY MONUMENT FOUND BEARS NORTH 42° 48' 02" EAST, 0.99 FEET;
NORTH 89' 26'11" EAST, A DISTANCE OF 9.97 FEET TO A 5/8 INCH IRON ROD CAPPED "DFW
BOUNDARY" SET (DFW SURFACE 88 COORDINATE - NORTHING 992,453.4772, EASTING
420,205.2339) FOR CORNER;
SOUTH 00' 38'49" EAST, A DISTANCE OF 331.38 FEET TO A POINT (DFW SURFACE 88
COORDINATE - NORTHING 992,122.1184, EASTING 420,208.9761) FOR CORNER;
SOUTH 89' 59'11" WEST, A DISTANCE OF 10.15 FEET TO A 5/8 INCH IRON ROD CAPPED "DFW
BOUNDARY" SET (DFW SURFACE 88 COORDINATE - NORTHING 992,122.1160, EASTING
420,198.8261) FOR CORNER;
SOUTH 13' 31'11 " WEST, A DISTANCE OF 321.89 FEET TO A POINT (DFW SURFACE 88
COORDINATE - NORTHING 991,809.1455, EASTING 420,123,5752) FOR THE MOST EASTERLY
SOUTHEAST CORNER OF SAID 4.715 ACRE TRACT OF LAND, KNOWN AS RW 8002-1-4 (SH 183)
PARCEL 7, PART 2,
THENCE ALONG AND WITH THE SOUTHERLY LINE OF SAID 4.715 ACRE TRACT OF LAND, KNOWN AS RW
8002-1-4 (SH 183) PARCEL 7, PART 2, THE FOLLOWING COURSES:
NORTH 86' 38'49" WEST, A DISTANCE OF 391.38 FEET TO A POINT (DFW SURFACE 88
COORDINATE - NORTHING 991,832.0361, EASTING 419,732.8652) FOR CORNER;
SOUTH 850 32'11 " WEST, A DISTANCE OF 380.29 FEET TO A POINT (DFW SURFACE 88
COORDINATE - NORTHING 991,802.4389, EASTING 419,353.7287) FOR CORNER;
SOUTH 000 19'49" EAST, A DISTANCE OF 79.36 FEET TO A POINT (DFW SURFACE 88 COORDINATE
- NORTHING 991,723.0758, EASTING 419,354.1863) FOR CORNER;
SOUTH 89' 30'11" WEST, AT AN APPROXIMATE DISTANCE OF 191 FEET PASSING THE SOUTHWEST
CORNER OF SAID 4.715 ACRE TRACT OF LAND, KNOWN AS RW 8002-1-4 (SH 183) PARCEL 7, PART
2, BEING THE SOUTHEAST CORNER OF THE AFOREMENTIONED 114.474 ACRE TRACT OF LAND,
KNOWN AS RW 8002-1-4 (SH 183) PARCEL 7, PART 1 AND CONTINUING ALONG AND WITH THE
SOUTH LINE OF SAID 114.474 ACRE TRACT OF LAND, KNOWN AS RW 8002-1-4 (SH 183) PARCEL 7,
PART 1 FOR A TOTAL DISTANCE OF 3478.62 FEET TO A POINT (DFW SURFACE 88 COORDINATE -
NORTHING 991,692.8987, EASTING 415,875.6993) FOR CORNER;
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THENCE ALONG AND WITH THE SOUTHERLY LINE OF SAID 114.474 ACRE TRACT OF LAND, KNOWN AS
RW 8002-1-4 (SH 183) PARCEL 7, PART 1, THE FOLLOWING COURSES:
NORTH 510 26'49" WEST, A DISTANCE OF 295.13 FEET TO A POINT (DFW SURFACE 88
COORDINATE - NORTHING 991,876.8349, EASTING 415,644.8980) FOR CORNER;
NORTH 800 51'49" WEST, A DISTANCE OF 231.01 FEET TO A POINT (DFW SURFACE 88
COORDINATE - NORTHING 991,913.5154, EASTING 415,416.8188) FOR CORNER;
SOUTH 890 33" 1" WEST, A DISTANCE OF 396.58 FEET (396.60 FEET - RECORD) TO A POINT (DFW
SURFACE 88 COORDINATE - NORTHING 991,910.4211, EASTING 415,020.2519) FOR CORNER;
THENCE, NORTH 000 00'49" WEST, A DISTANCE OF 297.40 FEET (297.95 FEET - RECORD) TO THE POINT
OF BEGINNING AND CONTAINING 114.474 ACRES OF LAND, MORE OR LESS.
PART 6
BEING A 216.891 ACRES OF LAND SITUATED IN THE PATRICK EVERARD SURVEY ABSTRACT 477, TARRANT
COUNTY, TEXAS, THE ISHAM CROWLEY SURVEY ABSTRACT 322, TARRANT COUNTY, TEXAS, AND THE
ABRAHAM BARNARD ABSTRACT 107, TARRANT COUNTY, TEXAS, SAID 216.891 ACRES OF LAND, BEING
ALL OF THAT CERTAIN 145.102 ACRE TRACT OF LAND KNOWN AS RW 8002-1-38 (SH 360) PARCEL 23, AS
DESCRIBED IN DEED FROM THE CITY OF DALLAS, TEXAS, A MUNICIPAL CORPORATION AND THE CITY OF
FORT WORTH, TEXAS, A MUNICIPAL CORPORATION TO THE STATE OF TEXAS, AS RECORDED IN VOLUME
7030, PAGE 1530 OF THE DEED RECORDS OF TARRANT COUNTY, TEXAS (DRTCT), SAID DEED ALSO BEING
RECORDED IN VOLUME 80236, PAGE 1004 OF THE DEED RECORDS OF DALLAS COUNTY, TEXAS (DRDCT),
AND ALL OF THAT CERTAIN 71.841 ACRE TRACT OF LAND DESCRIBED IN DEED FROM THE CITY OF FORT
WORTH, A MUNICPAL CORPORATION TO THE STATE OF TEXAS AS RECORDED IN VOLUME 5582, PAGE
264, DRTCT, SAID 216.891 ACRES OF LAND BEING MORE PARTICULARLY DESCRIBED BY METES AND
BOUNDS AS FOLLOWS:
BEGINNING AT A BRASS HIGHWAY MONUMENT IN CONCRETE FOUND (DFW SURFACE 88 COORDINATE -
NORTHING 1,002,570.7187, EASTING 410,406.7793) FOR THE ENDPOINT OF COURSE NUMBER 5
DESCRIBED IN THE DEED OF SAID 145.102 ACRE TRACT OF LAND KNOWN AS RW 8002-1-38 (SH 360)
PARCEL 23 (DFW SURFACE 88 COORDINATE - NORTHING 1,002,642.1656, EASTING 410,406.7793), FROM
WHICH THE CENTERPOINT OF SAID MONUMENT BEARS NORTH 28° 29' 58" EAST, 0.49 FEET;
THENCE ALONG AND WITH THE EASTERLY LINE OF SAID 145.102 ACRE TRACT OF LAND KNOWN AS RW
8002-1-38 (SH 360) PARCEL 23, THE SAME BEING THE EASTERLY RIGHT-OF-WAY LINE OF STATE HIGHWAY
360, A VARIABLE WIDTH RIGHT-OF-WAY, THE FOLLOWING COURSES:
SOUTH 00008'30" EAST, A DISTANCE OF 168.00 FEET TO A POINT ON A NON -TANGENT CURVE TO
THE LEFT (DFW SURFACE 88 COORDINATE - NORTHING .1002.402.7192, EASTING 410.407.1944),
FROM WHICH A PENNY NAIL FOUND BEARS NORTH 250 29' 26" WEST, 0.30 FEET;
SOUTHWESTERLY, ALONG AND WITH SAID CURVE TO THE LEFT, HAVING A RADIUS OF 447.46
FEET, A CENTRAL ANGLE OF 83° 16' 42", A LONG CHORD THAT BEARS SOUTH 48° 21' 43" WEST,
594.62 FEET, AN ARC DISTANCE OF 650.38 FEET TO THE POINT OF TANGENCY (DFW SURFACE 88
COORDINATE - NORTHING 1,002,007.6405, EASTING 409,962.8031), FROM WHICH A PENNY NAIL
FOUND BEARS NORTH 56° 14' 24" WEST, 0.24 FEET;
SOUTH 060 43'22" WEST, A DISTANCE OF 276.79 FEET FOR POINT OF CURVATURE OF A CURVE TO
THE LEFT (DFW SURFACE 88 COORDINATE - NORTHING 1,001,732.7536, EASTING 409,930.4010),
FROM WHICH A PENNY NAIL FOUND, BEARS NORTH 54° 00' 36" WEST, 0.30 FEET;
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SOUTHWESTERLY, ALONG AND WITH SAID CURVE TO THE LEFT, HAVING A RADIUS OF 5699.58
FEET, A CENTRAL ANGLE OF 04° 55' 44", A LONG CHORD THAT BEARS SOUTH 04° 15' 30" WEST,
490.16 FEET, AN ARC DISTANCE OF 490.31 FEET TO THE POINT OF TANGENCY (DFW SURFACE 88
COORDINATE - NORTHING 1,001,243.9495, EASTING 409,894.0061), FROM WHICH A PENNY NAIL
FOUND BEARS NORTH 48° 58' 29" WEST, 0.54 FEET;
SOUTH 03' 28'38" EAST, A DISTANCE OF 299.07 FEET TO A POINT FOR CORNER (DFW SURFACE
88 COORDINATE - NORTHING 1,000,945.4302, EASTING 409,912.1458), FROM WHICH A PENNY
NAIL FOUND BEARS NORTH 59' 13' 08" EAST, 0.47 FEET;
SOUTH 000 34'38" EAST, A DISTANCE OF 651.31 FEET TO A POINT FOR CORNER (DFW SURFACE
88 COORDINATE - NORTHING 1,000,294.1532, EASTING 409,918.7085), FROM WHICH A PENNY
NAIL FOUND BEARS NORTH 460 30' 05" WEST, 0.35 FEET;
SOUTH 09' 05'38" EAST, A DISTANCE OF 101.12 FEET TO A POINT FOR CORNER (DFW SURFACE
88 COORDINATE - NORTHING 1,000,194.3043, EASTING 409,934.6910), FROM WHICH A PENNY
NAIL FOUND BEARS NORTH 52' 39' 51" WEST, 0.37 FEET;
SOUTH 000 34'38" EAST, A DISTANCE OF 450.00 FEET TO A POINT FOR CORNER (DFW SURFACE
88 COORDINATE - NORTHING 999,744.3271, EASTING 409,939.2252), FROM WHICH A PENNY NAIL
FOUND BEARS NORTH 290 51' 05" WEST, 0.31 FEET;
SOUTH 020 46'22" EAST, A DISTANCE OF 601.02 FEET TO A POINT FOR CORNER (DFW SURFACE
88 COORDINATE - NORTHING 999,144.0107, EASTING 409,910.1519), FROM WHICH A CAPPED
IRON ROD STAMPED "CARTER BURGESS" FOUND BEARS SOUTH 02° 55' 06" EAST, 0.33 FEET;
SOUTH 00' 34'38" EAST, A DISTANCE OF 458.35 FEET FOR POINT OF CURVATURE OF A CURVE TO
THE LEFT (DFW SURFACE 88 COORDINATE - NORTHING 998,685.6840, EASTING 409,914.7703),
FROM WHICH AN IRON ROD (DISTURBED) FOUND BEARS SOUTH 740 40' 04" WEST, 0.35 FEET;
SOUTHEASTERLY, ALONG AND WITH SAID CURVE TO THE LEFT, HAVING A RADIUS OF 11,199.16
FEET, A CENTRAL ANGLE OF 02° 35' 00", A LONG CHORD THAT BEARS SOUTH 01° 51, 46" EAST,
504.90 FEET, AN ARC DISTANCE OF 504.94 FEET TO A POINT OF COMPOUND CURVATURE (DFW
SURFACE 88 COORDINATE - NORTHING 998,181.0513, EASTING 409,931.2374), FROM WHICH A
PENNY NAIL FOUND BEARS NORTH 73° 44' 07" EAST, 0.66 FEET;
SOUTHEASTERLY, ALONG AND WITH SAID COMPOUND CURVE TO THE LEFT, HAVING A RADIUS
OF 1402.40 FEET, A CENTRAL ANGLE OF 34° 23' 25", A LONG CHORD THAT BEARS SOUTH 200 21,
21" EAST, 829.17 FEET, AN ARC DISTANCE OF 841.75 FEET FOR THE POINT OF TANGENCY (DFW
SURFACE 88 COORDINATE - NORTHING 997,403.6582, EASTING 410,219.6649), FROM WHICH A
CAPPED IRON ROD FOUND BEARS NORTH 640 02' 55" EAST, 0.55 FEET;
SOUTH 37' 33'03" EAST, A DISTANCE OF 292.64 FEET TO A POINT OF CURVATURE OF A CURVE
TO THE RIGHT (DFW SURFACE 88 COORDINATE - NORTHING 997,171.6497, EASTING
410,398.0192), FROM WHICH AN IRON ROD FOUND BEARS NORTH 41° 32' 10" EAST, 0.59 FEET;
SOUTHEASTERLY, ALONG AND WITH SAID CURVE TO THE RIGHT, HAVING A RADIUS OF 602.96
FEET, A CENTRAL ANGLE OF 19° 53' 47", A LONG CHORD THAT BEARS SOUTH 27° 36, 10" EAST,
208.33 FEET, AN ARC DISTANCE OF 209.38 FEET TO A NON TANGENT POINT FOR CORNER (DFW
SURFACE 88 COORDINATE - NORTHING 996,987.0299, EASTING 410,494.5474), FROM WHICH A
PENNY NAIL BEARS NORTH 680 11' 31" WEST, 1.28 FEET;
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SOUTH 53° 52'30" EAST, A DISTANCE OF 115.16 FEET TO A POINT FOR CORNER (DFW SURFACE
88 COORDINATE - NORTHING 996,919.1374, EASTING 410,587.5659), FROM WHICH A CONCRETE
MONUMENT FOUND BEARS NORTH 710 26' 21" EAST, 0.84 FEET;
NORTH 890 53'30" EAST, A DISTANCE OF 15.49 FEET TO A POINT FOR CORNER (DFW SURFACE 88
COORDINATE - NORTHING 996,919.1667, EASTING 410,603.0559), FROM WHICH A CAPPED IRON
ROD STAMPED "CARTER BURGESS" FOUND BEARS NORTH 600 14' 17" EAST, 0.92 FEET;
SOUTH 000 06'30" WEST, A DISTANCE OF 156.00 FEET TO A 5/8 INCH IRON ROD CAPPED "DFW
BOUNDARY" (DFW SURFACE 88 COORDINATE - NORTHING 996,763.1670, EASTING 410,603.3509)
SET FOR CORNER;
SOUTH 490 16'30" WEST, A DISTANCE OF 122.28 FEET TO A POINT ON A NON -TANGENT CURVE
TO THE RIGHT (DFW SURFACE 88 COORDINATE - NORTHING 996,683.3879, EASTING
410,510.6810), FROM WHICH A CAPPED IRON ROD STAMPED "CARTER BURGESS" FOUND BEARS
NORTH 890 50' 23" EAST, 1.45 FEET;
SOUTHWESTERLY, ALONG AND WITH SAID CURVE TO THE RIGHT, HAVING A RADIUS OF 602.96
FEET, A CENTRAL ANGLE OF 120 02' 58", A LONG CHORD THAT BEARS SOUTH 17° 35' 13" WEST,
126.57 FEET, AN ARC DISTANCE OF 126.80 FEET TO THE POINT OF TANGENCY (DFW SURFACE 88
COORDINATE - NORTHING 996,562.7335, EASTING 410,472.4374), FROM WHICH AN IRON ROD
FOUND BEARS NORTH 610 18' 27" EAST, 0.52 FEET;
SOUTH 230 36'42" WEST, A DISTANCE OF 112.95 FEET TO A "X" CUT IN CONCRETE (DFW
SURFACE 88 COORDINATE - NORTHING 996,459.2395, EASTING 410,427.1969) SET FOR THE POINT
OF CURVATURE OF A CURVE TO THE LEFT;
SOUTHWESTERLY, ALONG AND WITH SAID CURVE TO THE LEFT, HAVING A RADIUS OF 1402.40
FEET, A CENTRAL ANGLE OF 31° 42' 13", A LONG CHORD THAT BEARS SOUTH 07° 45, 35" WEST,
766.13 FEET, AN ARC DISTANCE OF 775.99 FEET TO A 5/8 INCH IRON ROD CAPPED "DFW
BOUNDARY" SET (DFW SURFACE 88 COORDINATE - NORTHING 995,700.1237, EASTING
410,323.7527) FOR A POINT OF COMPOUND CURVATURE;
SOUTHEASTERLY, ALONG AND WITH SAID COMPOUND CURVE TO THE LEFT, HAVING A RADIUS
OF 924.93 FEET, A CENTRAL ANGLE OF 24° 52' 29", A LONG CHORD THAT BEARS SOUTH 200 31'
46" EAST, 398.41 FEET, AN ARC DISTANCE OF 401.55 FEET TO A 5/8 INCH IRON ROD CAPPED
"DFW BOUNDARY" SET (DFW SURFACE 88 COORDINATE - NORTHING 995,327.0171, EASTING
410,463.4691) FOR THE POINT OF TANGENCY;
SOUTH 460 11'30" EAST, A DISTANCE OF 49.19 FEET TO A "X" CUT IN CONCRETE SET (DFW
SURFACE 88 COORDINATE - NORTHING 995,292.9654, EASTING 410,498.9675) FOR CORNER;
SOUTH 420 07'30" EAST, A DISTANCE OF 196.44 FEET TO A 5/8 INCH IRON ROD CAPPED "DFW
BOUNDARY" SET (DFW SURFACE 88 COORDINATE - NORTHING 995,147.2612, EASTING
410,630.7374) FOR CORNER;
SOUTH 450 56'30" EAST, A DISTANCE OF 143.56 FEET TO A 5/8 INCH IRON ROD CAPPED "DFW
BOUNDARY" SET (DFW SURFACE 88 COORDINATE - NORTHING 995,047.4309, EASTING
410,733.9043) FOR CORNER;
SOUTH 450 54'30" EAST, A DISTANCE OF 98.82 FEET TO A 5/8 INCH IRON ROD CAPPED "DFW
BOUNDARY" SET (DFW SURFACE 88 COORDINATE - NORTHING 994,978.6711, EASTING
410,804.8795) FOR THE POINT OF CURVATURE OF A CURVE TO THE RIGHT;
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SOUTHEASTERLY, ALONG AND WITH SAID CURVE TO THE RIGHT, HAVING A RADIUS OF 507.46
FEET, A CENTRAL ANGLE OF 50° 38' 10", A LONG CHORD THAT BEARS SOUTH 22° 58' 26" EAST,
434.02 FEET, AN ARC DISTANCE OF 448.48 FEET TO A 5/8 INCH IRON ROD CAPPED "DFW
BOUNDARY" SET (DFW SURFACE 88 COORDINATE - NORTHING 994,579.0735, EASTING
410,974.2838) FOR A NON -TANGENT POINT FOR CORNER;
SOUTH 690 13'30" EAST, A DISTANCE OF 31.56 FEET TO A 5/8 INCH IRON ROD CAPPED "DFW
BOUNDARY" SET (DFW SURFACE 88 COORDINATE - NORTHING 994,567.8792, EASTING
411,003.7918) FOR CORNER;
SOUTH 200 17'30" EAST, A DISTANCE OF 50.00 FEET TO A 5/8 INCH IRON ROD CAPPED "DFW
BOUNDARY" SET (DFW SURFACE 88 COORDINATE - NORTHING 994,520.9822, EASTING
411,021.1318) FOR CORNER;
SOUTH 420 51'30" WEST, A DISTANCE OF 94.73 FEET TO A 5/8 INCH IRON ROD CAPPED "DFW
BOUNDARY" SET (DFW SURFACE 88 COORDINATE - NORTHING 994,451.5415, EASTING
410,956.6975) FOR CORNER;
SOUTH 09' 42'30" WEST, A DISTANCE OF 392.70 FEET TO A 5/8 INCH IRON ROD CAPPED "DFW
BOUNDARY" SET (DFW SURFACE 88 COORDINATE - NORTHING 994,064.4654, EASTING
410,890.4755) FOR THE POINT OF CURVATURE OF A CURVE TO THE LEFT;
SOUTHEASTERLY, ALONG AND WITH SAID CURVE TO THE LEFT, HAVING A RADIUS OF 788.51
FEET, A CENTRAL ANGLE OF 22° 05' 27", A LONG CHORD THAT BEARS SOUTH 01° 20' 14" EAST,
302.14 FEET, AT AN APPROXIMATE ARC DISTANCE OF 198 FEET PASSING A POINT BEING THE
NORTHEAST CORNER OF THE AFOREMENTIONED 71.841 ACRE TRACT OF LAND, THE SAME
BEINGTHE MOST SOUTHERLY SOUTHEAST CORNER OF THE AFORMENTIONED 145.102 ACRE
TRACT OF LAND KNOWN AS RW 8002-1-38 (SH 360) PARCEL 23, AND CONTINUING ON FOR A
TOTAL ARC DISTANCE OF 304.02 FEET TO A 5/8 INCH IRON ROD CAPPED "DFW BOUNDARY" SET
(DFW SURFACE 88 COORDINATE - NORTHING 993,762.4111, EASTING 410,897.5256) FOR A NON -
TANGENT POINT FOR CORNER;
THENCE ALONG AND WITH THE EASTERLY AND NORTHERLY LINE OF SAID 71.841 ACRE TRACT OF LAND,
THE SAME BEING THE EASTERLY AND NORTHERLY RIGHT-OF-WAY LINE OF STATE HIGHWAY 183, A
VARIABLE WIDTH RIGHT-OF-WAY, THE FOLLOWING COURSES:
NORTH 77 ° 37'05" EAST, A DISTANCE OF 40.00 FEET TO A "X" CUT IN CONCRETE SET (DFW
SURFACE 88 COORDINATE - NORTHING 993,770.9882, EASTING 410,936.5952) FOR CORNER;
SOUTH 160 26'55" EAST, A DISTANCE OF 105.97 FEET TO A 5/8 INCH IRON ROD CAPPED "DFW
BOUNDARY" SET (DFW SURFACE 88 COORDINATE - NORTHING 993,669.3551, EASTING
410,966.6012) FOR CORNER;
SOUTH 69° 30'05" WEST, A DISTANCE OF 40.00 FEET TO A 5/8 INCH IRON ROD CAPPED "DFW
BOUNDARY" SET (DFW SURFACE 88 COORDINATE - NORTHING 993,655.3477, EASTING
410,929.1340) FOR A POINT ON A NON -TANGENT CURVE TO THE LEFT;
SOUTHEASTERLY, ALONG AND WITH SAID NON -TANGENT CURVE TO THE LEFT, HAVING A
RADIUS OF 788.51 FEET, A CENTRAL ANGLE OF 21° 12' 50", A LONG CHORD THAT BEARS SOUTH
31° 06' 28" EAST, 290.28 FEET, AN ARC DISTANCE OF 291.95 FEET TO A BRASS HIGHWAY
MONUMENT FOUND (DFW SURFACE 88 COORDINATE - NORTHING 993,406.8084, EASTING
411,079.1085) FOR A POINT OF COMPOUND CURVATURE;
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SOUTHEASTERLY, ALONG AND WITH SAID COMPOUND CURVE TO THE LEFT, HAVING A RADIUS
OF 1274.39 FEET, A CENTRAL ANGLE OF 39° 02' 04", A LONG CHORD THAT BEARS SOUTH 61° 13,
55" EAST, 851.52 FEET, AN ARC DISTANCE OF 868.22 FEET TO A CONCRETE HIGHWAY
MONUMENT FOUND (DFW SURFACE 88 COORDINATE - NORTHING 992,997.0005, EASTING
411,825.5318) FOR THE POINT OF TANGENCY;
SOUTH 800 44'55" EAST, A DISTANCE OF 751.90 FEET TO A POINT OF CURVATURE OF A CURVE
TO THE RIGHT (DFW SURFACE 88 COORDINATE - NORTHING 992,876.1201, EASTING
412,567.6515), FROM WHICH A IRON ROD FOUND BEARS NORTH 58° 49' 13" EAST, 0.22 FEET;
SOUTHEASTERLY, ALONG AND WITH SAID CURVE TO THE RIGHT, HAVING A RADIUS OF 2894.79
FEET, A CENTRAL ANGLE OF 09° 20' 23", A LONG CHORD THAT BEARS SOUTH 760 04' 44" EAST,
471.35 FEET, AN ARC DISTANCE OF 471.88 FEET TO A 5/8 INCH IRON ROD CAPPED "DFW
BOUNDARY" SET (DFW SURFACE 88 COORDINATE - NORTHING 992,762.7179, EASTING
413,025.1608) FOR A NON TANGENCT POINT FOR CORNER;
NORTH 04' 37'05" EAST, A DISTANCE OF 78.96 FEET TO A 5/8 INCH IRON ROD CAPPED "DFW
BOUNDARY" SET (DFW SURFACE 88 COORDINATE - NORTHING 992,841.4216, EASTING
413,031.5181) FOR CORNER;
SOUTH 850 22'55" EAST, A DISTANCE OF 194.00 FEET TO A POINT FOR CORNER (DFW SURFACE
88 COORDINATE - NORTHING 992,825.8021, EASTING 413,224.8883), FROM WHICH A HIGHWAY
MONUMENT (DISTURBED) FOUND BEARS SOUTH 710 36' 44" WEST, A DISTANCE OF 2.11 FEET;
SOUTH 04' 37'05" WEST, A DISTANCE OF 134.48 FEET TO A 5/8 INCH IRON ROD CAPPED "DFW
BOUNDARY" SET (DFW SURFACE 88 COORDINATE - NORTHING 992,691.7587, EASTING
413,214.0609) FOR CORNER;
SOUTH 670 26'55" EAST, A DISTANCE OF 851.65 FEET FOR THE POINT OF CURVATURE OF A
CURVE TO THE LEFT (DFW SURFACE 88 COORDINATE - NORTHING 992,365.1407, EASTING
414,000.5903), FROM WHICH A "Y" CUT IN CONCRETE FOUND BEARS SOUTH 36° 05' 18, EAST, A
DISTANCE OF 0.38 FEET;
SOUTHEASTERLY, ALONG AND WITH SAID CURVE TO THE LEFT, HAVING A RADIUS OF 2261.83
FEET, A CENTRAL ANGLE OF 06° 58' 07", A LONG CHORD THAT BEARS SOUTH 70° 55, 58" EAST,
274.93 FEET, AN ARC DISTANCE OF 275.10 FEET TO A BRASS HIGHWAY MONUMENT FOUND
(DFW SURFACE 88 COORDINATE - NORTHING 992,275.3293, EASTING 414,260.4330) FOR CORNER;
NORTH 46° 58'05" EAST, A DISTANCE OF 100.30 FEET TO A 5/8 INCH IRON ROD CAPPED "DFW
BOUNDARY" SET (DFW SURFACE 88 COORDINATE - NORTHING 992,343.7746, EASTING
414,333.7496) FOR CORNER;
SOUTH 78' 39'55" EAST, A DISTANCE OF 218.37 FEET TO A 5/8 INCH IRON ROD CAPPED "DFW
BOUNDARY" SET (DFW SURFACE 88 COORDINATE - NORTHING 992,300.8561, EASTING
414,547.8604) FOR CORNER;
SOUTH 39' 59'55" EAST, A DISTANCE OF 125.23 FEET TO A POINT FOR CORNER (DFW SURFACE
88 COORDINATE - NORTHING 992,204.9224, EASTING 414,628.3544), FROM WHICH A IRON ROD
FOUND BEARS NORTH 83° 23' 31" WEST, 0.66 FEET;
SOUTH 89' 59'55" EAST, A DISTANCE OF 128.39 FEET TO A 5/8 INCH IRON ROD CAPPED "DFW
BOUNDARY" SET (DFW SURFACE 88 COORDINATE - NORTHING 992,204.9193, EASTING
414,756.7444) FOR CORNER;
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NORTH 37' 46'05" EAST, A DISTANCE OF 87.49 FEET TO A 5/8 INCH IRON ROD CAPPED "DFW
BOUNDARY" SET (DFW SURFACE 88 COORDINATE - NORTHING 992,274.0798, EASTING
414,810.3291) FOR CORNER;
SOUTH 80' 56'55" EAST, A DISTANCE OF 130.00 FEET TO A 5/8 INCH IRON ROD CAPPED "DFW
BOUNDARY" SET (DFW SURFACE 88 COORDINATE - NORTHING 992,253.6282, EASTING
414,938.7103) FOR CORNER;
SOUTH 60' 26'55" EAST, A DISTANCE OF 38.62 FEET TO POINT (DFW SURFACE 88 COORDINATE -
NORTHING 992,235.2432, EASTING 414,971.1377) FOR CORNER;
SOUTH 00' 00'05" WEST, A DISTANCE OF 325.16 FEET TO A POINT (DFW SURFACE 88
COORDINATE - NORTHING 991,910.6860, EASTING 414,967.8459) FOR CORNER, BEING THE
SOUTHEAST CORNER OF THE AFOREMENTIONED 71.841 ACRE TRACT OF LAND;
THENCE ALONG AND WITH THE SOUTHERLY AND WESTERLY LINE OF SAID 71.841 ACRE TRACT OF LAND,
THE SAME BEING THE SOUTHERLY AND WESTERLY RIGHT-OF-WAY LINE OF STATE HIGHWAY 183, A
VARIABLE WIDTH RIGHT-OF-WAY, THE FOLLOWING COURSES:
SOUTH 89' 30'12" WEST, A DISTANCE OF 286.17 FEET TO A POINT (DFW SURFACE 88
COORDINATE - NORTHING 991,908.1067, EASTING 414,680.9921) FOR CORNER;
NORTH 77' 14'48" WEST, A DISTANCE OF 1541.07 FEET FOR THE POINT OF CURVATURE OF A
CURVE TO THE LEFT (DFW SURFACE 88 COORDINATE - NORTHING 992,247.0889, EASTING
413,183.0751);
NORTHWESTERLY, ALONG AND WITH SAID CURVE TO THE LEFT, HAVING A RADIUS OF 3969.72
FEET, A CENTRAL ANGLE OF 06° 57' 39", A LONG CHORD THAT BEARS NORTH 80° 43' 45" WEST,
481.98 FEET, AN ARC DISTANCE OF 482.28 FEET (DFW SURFACE 88 COORDINATE - NORTHING
992,324.7381, EASTING 412,707.3885) TO A NON -TANGENT POINT FOR CORNER;
NORTH 890 37'55" WEST, A DISTANCE OF 127.23 FEET TO A POINT ON A NON -TANGENT CURVE
TO THE LEFT (DFW SURFACE 88 COORDINATE - NORTHING 992,325.5554, EASTING 412,580.1611);
NORTHWESTERLY, ALONG AND WITH SAID NON -TANGENT CURVE TO THE LEFT, HAVING A
RADIUS OF 3959.72 FEET, A CENTRAL ANGLE OF 04° 14' 13", A LONG CHORD THAT BEARS NORTH
88° 09' 23" WEST, 292.75 FEET, AN ARC DISTANCE OF 292.82 FEET TO A NON -TANGENT POINT
(DFW SURFACE 88 COORDINATE - NORTHING 992,334.9743, EASTING 412,287.5635) FOR CORNER;
NORTH 85' 12'55" WEST, A DISTANCE OF 99.48 FEET TO A POINT ON A NON -TANGENT CURVE
TO THE LEFT (DFW SURFACE 88 COORDINATE - NORTHING 992,343.2721, EASTING 412,188.4302);
NORTHWESTERLY, ALONG AND WITH SAID NON -TANGENT CURVE TO THE LEFT, HAVING A
RADIUS OF 3969.72 FEET, A CENTRAL ANGLE OF 18° 05' 38", A LONG CHORD THAT BEARS SOUTH
79° 14' 52" WEST, 1248.54 FEET, AN ARC DISTANCE OF 1253.63 FEET TO A NON -TANGENT POINT
(DFW SURFACE 88 COORDINATE - NORTHING 992,110.3630, EASTING 410,961.9220) FOR CORNER;
NORTH 68° 57'55" WEST, A DISTANCE OF 736.22 FEET TO A 5/8 INCH IRON ROD CAPPED "DFW
BOUNDARY" SET (DFW SURFACE 88 COORDINATE - NORTHING 992,374.6171, EASTING
410,274.7614) FOR CORNER;
SOUTH 63' 11'05" WEST, A DISTANCE OF 12.55 FEET TO A CONCRETE MONUMENT (DISTURBED)
FOUND (DFW SURFACE 88 COORDINATE- NORTHING 992,368.9556, EASTING 410,263.5610) FOR
A POINT ON A NON -TANGENT CURVE TO THE LEFT;
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NORTHEASTERLY, ALONG AND WITH SAID CURVE TO THE LEFT, HAVING A RADIUS OF 924.93
FEET, A CENTRAL ANGLE OF 11° 22' 26", A LONG CHORD THAT BEARS NORTH 24° 38' 09" EAST,
183.31 FEET, AN ARC DISTANCE OF 183.61 FEET TO A BROKEN CONCRETE HIGHWAY
MONUMENT FOUND (DFW SURFACE 88 COORDINATE - NORTHING 992,535.5783, EASTING
410,339.9729) FOR THE POINT OF COMPOUND CURVATURE;
NORTHEASTERLY, ALONG AND WITH SAID COMPOUND CURVE TO THE LEFT, HAVING A RADIUS
OF 1879.86 FEET, A CENTRAL ANGLE OF 32° 12' 33", A LONG CHORD THAT BEARS NORTH 02° 50'
46" EAST, 1042.91 FEET, AN ARC DISTANCE OF 1056.77 FEET TO A CAPPED IRON ROD STAMPED
"DFW PROP. COR." FOUND (DFW SURFACE 88 COORDINATE - NORTHING 993,577.2079, EASTING
410,391.7245) FOR A POINT OF COMPOUND CURVATURE;
NORTHWESTERLY, ALONG AND WITH SAID CURVE TO THE LEFT, HAVING A RADIUS OF 924.93
FEET, A CENTRAL ANGLE OF 26° 16' 53", A LONG CHORD THAT BEARS NORTH 26° 24' 04" WEST,
420.55 FEET, AT AN ARC DISTANCE OF 168.92 FEET PASSING A BRASS HIGHWAY MONUMENT
FOUND FOR THE NORTHWEST CORNER OF THE AFOREMENTIONED 71.841 ACRE TRACT OF
LAND, THE SAME BEING THE MOST SOUTHERLY SOUTHWEST CORNER OF THE AFORMENTIONED
145.102 ACRE TRACT OF LAND, KNOWN AS RW 8002-1-38 (SH 360) PARCEL 23, AND CONTINUING
ON FOR A TOTAL ARC DISTANCE OF 424.26 FEET TO A 5/8 INCH IRON ROD CAPPED "DFW
BOUNDARY" SET (DFW SURFACE 88 COORDINATE - NORTHING 993,953.8984, EASTING
410,204.7242) FOR THE POINT OF TANGENCY;
THENCE ALONG AND WITH THE WESTERLY LINE OF SAID 145.102 ACRE TRACT OF LAND KNOWN AS RW
8002-1-38 (SH 360) PARCEL 23, THE SAME BEING THE WESTERLY RIGHT-OF-WAY LINE OF STATE HIGHWAY
360, A VARIABLE WIDTH RIGHT-OF-WAY, THE FOLLOWING COURSES:
NORTH 39' 32'30" WEST, A DISTANCE OF 380.00 FEET TO A 5/8 INCH IRON ROD CAPPED "DFW
BOUNDARY" SET (DFW SURFACE 88 COORDINATE - NORTHING 994,246.9404, EASTING
409,962.8019) FOR THE POINT OF CURVATURE OF A CURVE TO THE RIGHT;
NORTHWESTERLY, ALONG AND WITH SAID CURVE TO THE RIGHT, HAVING A RADIUS OF 507.46
FEET, A CENTRAL ANGLE OF 08° 44' 14", A LONG CHORD THAT BEARS NORTH 35° 10, 23" WEST,
77.31 FEET, AN ARC DISTANCE OF 77.38 FEET TO A 5/8 INCH IRON ROD CAPPED "DFW
BOUNDARY" SET (DFW SURFACE 88 COORDINATE - NORTHING 994,310.1341, EASTING
409,918.2688) FOR A NON -TANGENT POINT FOR CORNER;
NORTH 65° 03'30" WEST, A DISTANCE OF 129.63 FEET TO A BRASS HIGHWAY MONUMENT
FOUND (DFW SURFACE 88 COORDINATE - NORTHING 994,364.7984, EASTING 409,800.7282 FOR
CORNER;
NORTH 13' 15'30" WEST, A DISTANCE OF 111.24 FEET TO A POINT (DFW SURFACE 88
COORDINATE - NORTHING 994,473.0735, EASTING 409,775.2164) FOR CORNER, FROM WHICH A
BRASS HIGHWAY MONUMENT BEARS SOUTH 03° 00' 22" WEST, 0.83 FEET;
NORTH 370 27'30" EAST, A DISTANCE OF 117.54 FEET TO A 5/8 INCH IRON ROD CAPPED "DFW
BOUNDARY" SET (DFW SURFACE 88 COORDINATE - NORTHING 994,566.3763, EASTING
409,846.7024) FOR A POINT ON A NON -TANGENT CURVE TO THE RIGHT;
NORTHEASTERLY, ALONG AND WITH SAID CURVE TO THE RIGHT, HAVING A RADIUS OF 507.46
FEET, A CENTRAL ANGLE OF 13° 10' 06", A LONG CHORD THAT BEARS NORTH 06° 11' 09" EAST,
116.37 FEET, AN ARC DISTANCE OF 507.46 FEET TO A BRASS HIGHWAY MONUMENT FOUND
(DFW SURFACE 88 COORDINATE - NORTHING 994,682.0721, EASTING 409,859.2420) FOR THE
POINT OF TANGENCY,
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NORTH 120 46'12" EAST, A DISTANCE OF 356.22 FEET FOR THE POINT OF CURVATURE OF A
CURVE TO THE LEFT (DFW SURFACE 88 COORDINATE - NORTHING 995,029.4811, EASTING
409,937.9799), FROM WHICH A BRASS HIGHWAY MONUMENT FOUND BEARS SOUTH 57° 42' 49'
WEST, 0.76 FEET;
NORTHWESTERLY, ALONG AND WITH SAID CURVE TO THE LEFT, HAVING A RADIUS OF 686.20
FEET, A CENTRAL ANGLE OF 27° 32' 34", A LONG CHORD THAT BEARS NORTH 01° 00' 05" WEST,
326.70 FEET, AN ARC DISTANCE OF 329.87 FEET TO A BRASS HIGHWAY MONUMENT FOUND
(DFW SURFACE 88 COORDINATE - NORTHING 995,356.1290, EASTING 409,932.2701) FOR THE
POINT OF TANGENCY;
NORTH 140 46'22" WEST, A DISTANCE OF 312.92 FEET TO A BRASS HIGHWAY MONUMENT
FOUND (DFW SURFACE 88 COORDINATE - NORTHING 995,658.7052, EASTING 409,852.4795) FOR
THE POINT OF CURVATURE OF A CURVE TO THE LEFT;
NORTHWESTERLY, ALONG AND WITH SAID CURVE TO THE LEFT, HAVING A RADIUS OF 1879.86
FEET, A CENTRAL ANGLE OF 20° 31' 13", A LONG CHORD THAT BEARS NORTH 25° 01' 59" WEST,
669.67 FEET, AN ARC DISTANCE OF 673.27 FEET TO A BRASS HIGHWAY MONUMENT FOUND
(DFW SURFACE 88 COORDINATE - NORTHING 996,265.4718, EASTING 409,569.1147) FOR CORNER;
SOUTH 540 42'25" WEST, A DISTANCE OF 75.00 FEET TO A BRASS HIGHWAY MONUMENT FOUND
(DFW SURFACE 88 COORDINATE - NORTHING 996,222.1399, EASTING 409,507.8991) FOR CORNER;
SOUTH 120 09'25" WEST, A DISTANCE OF 151.73 FEET TO A BRASS HIGHWAY MONUMENT FOUND
(DFW SURFACE 88 COORDINATE - NORTHING 996,073.8125, EASTING 409,475.9463) FOR CORNER;
SOUTH 890 40'55" WEST, A DISTANCE OF 52.18 FEET TO A 5/8 INCH IRON ROD CAPPED "DFW
BOUNDARY" SET (DFW SURFACE 88 COORDINATE - NORTHING 996,073.5152, EASTING
409,423.7672) FOR CORNER;
NORTH 000 19'35" WEST, A DISTANCE OF 689.78 FEET TO A POINT (DFW SURFACE 88
COORDINATE - NORTHING 996,763.2840, EASTING 409,419.8374) FOR CORNER;
NORTH 020 42'35" WEST, A DISTANCE OF 149.24 FEET TO A POINT (DFW SURFACE 88
COORDINATE - NORTHING 996,912.3572, EASTING 409,412.7819) FOR CORNER;
NORTH 000 21'25" EAST, A DISTANCE OF 416.91 FEET TO A POINT (DFW SURFACE 88
COORDINATE - NORTHING 997,329.2591, EASTING 409,415.3789) FOR CORNER;
NORTH 000 08'35" WEST, A DISTANCE OF 941.13 FEET TO A BRASS HIGHWAY MONUMENT
FOUND (DFW SURFACE 88 COORDINATE - NORTHING 998,270.3861, EASTING 409,413.0285) FOR
CORNER;
NORTH 01 ° 28'35" WEST, A DISTANCE OF 622.44 FEET TO A POINT (DFW SURFACE 88
COORDINATE - NORTHING 998,892.6195, EASTING 409,396.9909) FOR CORNER, FROM WHICH A
BRASS HIGHWAY MONUMENT BEARS, NORTH 390 03' 28" WEST, 0.65 FEET;
NORTH 000 12'25" EAST, A DISTANCE OF 1769.78 FEET TO A BRASS HIGHWAY MONUMENT
FOUND (DFW SURFACE 88 COORDINATE - NORTHING 1,000,662.3880, EASTING 409,403.3820)
FOR CORNER;
NORTH 000 44'35" WEST, A DISTANCE OF 1509.74 FEET TO A POINT (DFW SURFACE 88
COORDINATE - NORTHING 1,002,172.0010, EASTING 409,383.8021) FOR CORNER;
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NORTH 000 26'35" WEST, A DISTANCE OF 1175.58 FEET TO A POINT ON A NON -TANGENT CURVE
TO THE LEFT (DFW SURFACE 88 COORDINATE — NORTHING 1,003,347.4484, EASTING
409,375.0537), FROM WHICH A CAPPED IRON ROD FOUND BEARS SOUTH 82° 49, 59" WEST, 0.25
FEET, AND A CAPPED IRON ROD FOUND BEARS NORTH 45° 59' 36" WEST, 3.33 FEET;
SOUTHEASTERLY, ALONG AND WITH SAID NON -TANGENT CURVE TO THE LEFT, HAVING A
RADIUS OF 2834.79 FEET, A CENTRAL ANGLE OF 03° 12' 01 ", A LONG CHORD THAT BEARS SOUTH
53° 39' 29" EAST, 158.32 FEET, AN ARC DISTANCE OF 158.34 FEET TO A BRASS HIGHWAY
MONUMENT FOUND (DFW SURFACE 88 COORDINATE — NORTHING 1,003,253.7267, EASTING
409,502.2347) FOR THE POINT OF TANGENCY, -
SOUTH 550 15'30" EAST, A DISTANCE OF 235.15 FEET TO A BRASS HIGHWAY MONUMENT FOUND
(DFW SURFACE 88 COORDINATE — NORTHING 1,003,119.7197, EASTING 409,695.4642) FOR A
POINT OF CURVATURE OF A CURVE TO THE RIGHT;
SOUTHEASTERLY, ALONG AND WITH SAID CURVE TO THE LEFT, HAVING A RADIUS OF 746.20
FEET, A CENTRAL ANGLE OF 44° 47' 12", A LONG CHORD THAT BEARS SOUTH 320 51' 54" EAST,
568.55 FEET, AN ARC DISTANCE OF 583.29 FEET TO A NON -TANGENT POINT (DFW SURFACE 88
COORDINATE — NORTHING 1,002,642.1656, EASTING 410,003.9928) FOR CORNER, FROM WHICH A
BRASS HIGHWAY MONUMENT FOUND BEARS SOUTH 520 25' 34' WEST, 0.62 FEET;
SOUTH 520 10'30" EAST, A DISTANCE OF 116.43 FEET TO A BRASS HIGHWAY MONUMENT FOUND
(DFW SURFACE 88 COORDINATE — NORTHING 1,002,570.7645, EASTING 410,095.9593) FOR
CORNER;
SOUTH 89059'30" EAST, A DISTANCE OF 310.82 FEET TO THE POINT OF BEGINNING AND
CONTAINING 216.891 ACRES OF LAND, MORE OR LESS.
PART 7
BEING 10.527 ACRES OF LAND SITUATED IN THE S. TUCKER ABSTRACT 1512, TARRANT COUNTY, TEXAS,
SAID 10.527 ACRES OF LAND BEING ALL OF THAT CERTAIN 10.524 ACRE OF LAND, KNOWN AS RW 8002-
1-38 (SH 360) PARCEL 23, AS DESCRIBED IN DEED FROM THE CITY OF DALLAS, TEXAS, A MUNICIPAL
CORPORATION AND THE FORT WORTH, TEXAS, A MUNICIPAL CORPORATION TO THE STATE OF TEXAS,
AS RECORDED IN VOLUME 7030, PAGE 1530 OF THE DEED RECORDS OF TARRANT COUNTY, TEXAS, SAID
DEED ALSO BEING RECORDED IN VOLUME 80236, PAGE 1004 OF THE DEED RECORDS OF DALLAS
COUNTY, TEXAS, SAID 10.527 ACRE TRACT OF LAND BEING MORE PARTICULARLY DESCRIBED AS
FOLLOWS:
BEGINNING AT THE SOUTHEAST CORNER OF SAID 10.524 ACRE OF LAND, KNOWN AS RW 8002-1-38 (SH
360) PARCEL 23 (DFW SURFACE 88 COORDINATE — NORTHING 1,005,525.1753, EASTING 407,590.2095)
SAID POINT BEING A DISTANCE 230.00 FEET EASTERLY OF AND AT A RIGHT ANGLE TO CENTERLINE
STATION 409+40.01 OF STATE HIGHWAY 360, A VARIABLE WIDTH RIGHT-OF-WAY, FROM WHICH A
CAPPED IRON ROD FOUND BEARS SOUTH 85° 15' 53" WEST, 0.43 FEET;
THENCE ALONG AND WITH THE SOUTHERLY LINE OF SAID 10.524 ACRE OF LAND, KNOWN AS RW 8002-
1-38 (SH 360) PARCEL 23, THE FOLLOWING COURSES,
SOUTH 89022'37" WEST, A DISTANCE OF 574.83 FEET (574.87 FEET (RECORD) TO A POINT (DFW
SURFACE 88 COORDINATE — NORTHING 1,005,518.9252, EASTING 407,015.4147) FOR CORNER;
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NORTH 37028'23" WEST, A DISTANCE OF 92.43 FEET TO BRASS HIGHWAY MONUMENT FOUND
(DFW SURFACE 88 COORDINATE - NORTHING 1,005,592.2813, EASTING 406,959.1815) FOR THE
POINT OF CURVATURE OF A CURVE TO THE RIGHT;
NORTHWESTERLY, ALONG AND WITH SAID CURVE TO THE RIGHT, HAVING A RADIUS OF 11,689.16
FEET, A CENTRAL ANGLE OF 01° 02' 09", A LONG CHORD THAT BEARS NORTH 36° 57' 18" WEST,
211.32 FEET, AN ARC DISTANCE OF 211.33 FEET TO A BRASS HIGHWAY MONUMENT FOUND
(DFW SURFACE 88 COORDINATE - NORTHING 1,005,761.1502, EASTING 406,832.1371) FOR
CORNER;
SOUTH 53°33'37" WEST, A DISTANCE OF 75.00 FEET TO A BRASS HIGHWAY MONUMENT FOUND
(DFW SURFACE 88 COORDINATE - NORTHING 1,005,716.6020, EASTING 406,771.8009) FOR
CORNER;
SOUTH 08036'37" WEST, A DISTANCE OF 202.93 FEET TO A 5/8 INCH IRON ROD CAPPED "DFW
BOUNDARY" SET (DFW SURFACE 88 COORDINATE - NORTHING 1,005,515.9592, EASTING
406,741.4195) FOR CORNER;
SOUTH 89022'37" WEST, A DISTANCE OF 5.42 FEET TO AN IRON ROD FOUND (DFW SURFACE 88
COORDINATE - NORTHING 1,005,515.9003, EASTING 406,735.9998) FOR THE SOUTHWEST
CORNER OF SAID 10.524 ACRE OF LAND, KNOWN AS RW 8002-1-38 (SH 360) PARCEL 23;
THENCE, NORTH 00°10'23" WEST, WITH THE WEST LINE OF SAID 10.524 ACRE OF LAND, KNOWN AS RW
8002-1-38 (SH 360) PARCEL 23, A DISTANCE OF 1224.40 FEET TO A BRASS HIGHWAY MONUMENT FOUND
(DFW SURFACE 88 COORDINATE - NORTHING 1,006,740.2947, EASTING 406,732.3030) FOR CORNER;
THENCE ALONG AND WITH THE EASTERLY LINE OF SAID 10.524 ACRE OF LAND, KNOWN AS RW 8002-1-
38 (SH 360) PARCEL 23, THE FOLLOWING COURSES
SOUTH 24°54'23" EAST, A DISTANCE OF 69.41 FEET TO A BRASS HIGHWAY MONUMENT FOUND
(DFW SURFACE 88 COORDINATE - NORTHING 1,006,677.3400, EASTING 406,761.5341) FOR
CORNER;
SOUTH 32°12'23" EAST, A DISTANCE OF 49.00 FEET TO A 5/8 INCH IRON ROD CAPPED "DFW
BOUNDARY" SET (DFW SURFACE 88 COORDINATE - NORTHING 1,006,635.7742, EASTING
406,787.7274) FOR A POINT ON A NON -TANGENT CURVE TO THE LEFT;
SOUTHEASTERLY, ALONG AND WITH SAID CURVE TO THE LEFT, HAVING A RADIUS OF 11,229.16
FEET, A CENTRAL ANGLE OF 04° 45' 50", A LONG CHORD THAT BEARS SOUTH 35° 05, 28" EAST,
933.39 FEET, AN ARC DISTANCE OF 933.65 FEET TO A 5/8 INCH IRON ROD CAPPED "DFW
BOUNDARY" SET (DFW SURFACE 88 COORDINATE - NORTHING 1,005,872.0410, EASTING
407,324.3098) FOR CORNER;
SOUTH 37028'23" EAST, A DISTANCE OF 437.06 FEET (437.21 FEET - RECORD) TO THE POINT OF
BEGINNING AND CONTAINING 3.856 ACRES OF LAND, MORE OR LESS
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BASIS OF BEARING:
DFW SURFACE 88 COORDINATES WERE ESTABLISHED USING GLOBAL POSITIONING SYSTEMS (GPS)
TECHNOLOGY. THE BASIS FOR THE GPS NETWORK ARE THE MONUMENTS LISTED BELOW.
DFW GEODETIC CONTROL MONUMENTS BASED ON TEXAS NORTH CENTRAL STATE PLANE NAD 83.
COORDINATES VALUES HAVE BEEN CONVERTED TO THE DFW SURFACE 88 SYSTEM.
GPS-39 GPS-35
NORTHING 1,011,611.380 NORTHING 1,019,005.354
EASTING 411,009.347 EASTING 424,704.988
COMBINED SCALE FACTOR = 0.999850148
TO CONVERT DFW SURFACE 88 COORDINATES TO NAD 83 COORDINATES:
(NORTHING + 6,000,000) X COMBINED SCALE FACTOR = STATE PLANE COORDINATES
(EASTING + 2,000,000) X COMBINED SCALE FACTOR = STATE PLANE COORDINATES
Page 19 of 22
Sept 26, 2006
R:\survey\479\479dO6\documents\479dO6xvIgOl.doe
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DISCLAIMER:
This map Is Intended to represent the mod accurate
and up-to-date information currently available.
However, when mapping large areas, omissions and
errors wig occur. The DFW International Airport Board
shall in no way be liable or responsible for the accuracy
of any information provided in CADD and I or geographic
information system tiles distributed by the airport board.
The user shell be responsible M its me of the information,
including independent verification of 6s completeness,
accuracy and content, prior to such we.
s DALLASIFORT WORTH
INTERNATIONAL AIRPORT
J.
LEGEND
® No Drilling Surface - 8,654 acres (48%)
Potential Drilling Surface (Requires Operational Coordination) - 3,025 acres
Potential Drilling Surface (Requires Standard Permitting) - 6,418 acres (35%)
o t z 2,500 s.= 7,500 10,000
EXHIBIT B
DALLAS / FORT WORTH INTERNATIONAL AIRPORT
N
W E
S
JUNE 12, 2006
EXHIBIT C
INSURANCE REQUIREMENTS
A. Definitions
(1) "We", "us" or "our" means Dallas/Fort Worth International Airport Board.
(2) "You" or "your" means the Lessee, vendor, contractor, tenant, consultant, engineer,
architect, or other party to a contract with us.
(3) "Contract" means the Lease, contract, purchase order, Invitation for bid, or similar
memorandum.
(4) "K" means $1,000 and "M" means $1,000,000
B. General Requirements
(1) You shall, at your own expense, maintain in effect not less than the following
coverages and limits of insurance, which you shall maintain with insurers, policy
forms and deductibles satisfactory to us. If your coverage fails to comply with these
requirements, you agree to amend, supplement or endorse the existing coverage to
comply, at no additional cost to us, and to maintain such insurance through the end of
the contract, warranty period, or other specified time period, whichever is longer.
ANY deviation from the requirements outlined below requires the prior written
approval of the Risk Manager of the Dallas/Fort Worth International Airport Board.
(2) All policies must be written through a licensed company admitted and authorized by
the Texas State Board of Insurance to transact that class of insurance business in the
State of Texas, with a minimum rating of `A-' `VII' by A. M. Best Company. If the
rating of any insurer should fall below this standard, you shall cause the policy to be
replaced promptly by an acceptable insurer.
(3) All policies shall designate the below mentioned parties as "Additional Insureds,"
either by a `blanket additional insured' endorsement, or by specific endorsement.
"Dallas Fort Worth International Airport Board, the cities of Dallas and Fort Worth,
their elected officials, boards, officers, emnlovees, agents & representatives."
(4) All policies shall waive the insurer's right of subrogation against the Board, and other
parties shown in paragraph 3.
(5) If any policy is in excess of a deductible or self -insured retention (SIR), the amount of
such deductible or SIR must be clearly identified, and may not exceed one (1%)
percent of your net worth. We reserve the right to reject any deductible or SIR, or
require you to provide a bond at no additional cost to the Board.
(6) All policies must be primary with respect to coverage provided for the Board.
(7) All policies must be non-contributory with other coverage or self-insurance available
to the Board.
OIL AND GAS LEASE -EXHIBIT C Page C-1
C. Coverage Limits
(1) Workers' Compensation
EmWover's Liabilitv Insurance
(2) Commercial General Liabilitv *
Statutory Coverage
$500K/500K/500K
Limit any one Occurrence $ 5 M
Personal & Advertising Injury
Policy Aggregate (per location or per project) 5 M
Products & Completed Operations Aggregate 5 M
*This applies unless you provide only trucking, (no premises or operations
other than driving, loading/unloading), or garage operations, (see below).
(a) All Liability policies, except Pollution & Professional, must be written on an
"Occurrence Form." Both "Modified Occurrence" and "Claims -Made"
Policies are not acceptable, and you will be in contractual default if your
insurance is "Modified Occurrence" or "Claims Made." If the Pollution or
Professional Liability policy is Claims -Made, the Retroactive Date must be on
or before the contract date or the date of your first professional service to us,
your first exposure to pollutants, or first work that may give rise to a pollution
liability claim, related to our contract.
(b) Aggregate limits of all Liability policies shall be "per project" or "per
location," as appropriate. If any aggregate limit is reduced by 25% or more by
reserved and/or paid claims, you must notify us and promptly reinstate the
required aggregates.
(c) All Liability policies must provide unlimited defense costs in excess of policy
limits.
(d) All Liability policies shall name us and other parties shown in paragraph C, as
"Additional Insureds," including coverage for Products/Completed
Operations.
(e) All Liability shall include Contractual Liability covering the indemnification
provisions of our contract.
(f) All Liability policies shall cover loss caused by your subcontractors,
independent contractors, suppliers or other parties providing goods or services
in connection with our contract.
(g) All Liability policies must contain a "severability of interests" provision.
(h) All Liability policies must cover cross -suits between insureds.
(i) If your operations involve excavation, grading, filling, backfilling, road or
similar construction, no Liability policy may contain exclusions for hazards of
explosion, collapse or underground excavation.
OIL AND GAS LEASE -EXHIBIT C Page C-2
(j) If your operations involve excavation, grading, filling, backfilling, road or
similar construction, no Liability policy may contain any exclusion for
subsidence or earth movement.
(k) If your operations involve any construction, reconstruction, repair or similar
work, no Liability policy may contain any exclusion for such work.
(3) Business Automobile Liability_
Limit for each accident $ 1 M
Coverage must apply to all vehicles (owned, non -owned, or hired) operating on
our site/location, or transporting our people or property off our site, except
vehicles operated by you or your employee(s) commuting in personal vehicles to
our parking facilities, in which case you must only carry Employer's Non -
Ownership coverage, (same limit), and ensure that such vehicle(s) are personally
insured.
Auto pollution liability coverage is required on vehicles hauling hazardous cargo.
*If your operations are solely a garage (vehicle maintenance and repair), you must
carry Garage Liability, instead of Business Auto Liability, but the Garage
Liability must not be limited to auto liability only, and the same limit applies.
(4) Excess / Umbrella Liability (as applicable)
Air Operations Area (within air operations area) $ 10 M
Landside Operations (outside air operations area) $ 5M
Coverage must apply in excess of all required primary Liability insurance, and
must be at least as broad as the underlying Liability insurance.
(5) Professional Liability Insurance (as applicable)
$1M
Your policy must cover the type of professional service you will provide in
fulfilling your contract with the Board.
(6) Pollution Liability Insurance (as applicable)
$ 10M
If you have any exposure to asbestos, lead, mold, (including any work which
could, if not performed properly, lead to mold or fungal contamination),
petroleum products, contaminated soils, or other pollutants, you shall provide
appropriate Pollution Liability or Environmental Impairment insurance.
(7) Control of Well/Energy Package $5M/$1 OM
Your Policy must cover the cost of controlling a well that is out of control,
underground blowouts, clean-up and containment, deliberate well firing, re -
drilling or restoration expenses, seepage and pollution damage as first party
recovery for the Operatorand related expenses, removal of wreck/debris, loss of
equipment, experts and evacuation of residents. Your Policy must also cover all
expenses to make the well safe and must have endorsements for rig expenses,
contingent rig coverage (sound well site and corrosion), work -over wells,
OIL AND GAS LEASE -EXHIBIT C Page C-3
producing wells, turnkey (credit), and unintentional error, delay or omission in
well reporting.
D. Additional Requirements
(1) All employees, leased or co -employees, independent contractors, and employees of
subcontractors and vendors, performing work for us, or entering upon our premises,
must be covered by Workers Compensation, even if not required by law.
(2) If you are a crane/rigging operator or will hoist or move property of others in
connection with our contract, you must have `care, custody & control' exclusion
deleted from your Commercial General Liability policy, or provide Rigger's Liability
coverage at least equal to the highest replacement cost of materials to be hoisted or
moved.
(3) If your vehicles carry materials belonging to others in connection with our contract,
you must carry Cargo Liability coverage, at least equal to the highest value of
property to be carried on a single vehicle, with terminal coverage at least equal to the
highest value of property at one terminal, owned or controlled by you.
(4) If you will store, warehouse, or otherwise have custody of property belonging to
others in connection with our contract, you must have Warehousemen's Liability,
Bailee's Customers' Goods, Garage -Keeper's Legal Liability or equivalent coverage
at least equal to the highest value of property in your custody.
(5) If our contract calls for you to construct a structure, you must purchase and maintain
"All -Risk" Builders Risk insurance for the full completed value of the structure,
including all changes and sufficient limit to fund full and immediate reconstruction
under adverse conditions.
(6) If you transport materials, equipment, machinery or furnishings to, or store such
property on, our construction site, you must carry an "All -Risk" Installation Floater
with coverage at least equal to the greatest concentration of value, (including the cost
of transit, installation labor and testing). This policy shall cover our interests as Loss
Payee, so any loss will be adjusted with and made payable to us as trustee for all
insureds as their interest may appear.
(7) If you use rented equipment or tools on our job site or premises, you must carry
Rented Equipment coverage sufficient to repair or replace damaged equipment.
(8) If you sell or serve alcohol beverages, you must carry $3M Liquor Legal Liability,
not limited to `host liquor' coverage.
(9) If your work involves administration of Airport Funds, you must furnish a Fidelity
Bond which must remain in effect for the term of the contract, as modified and/or
extended. The Board, et al., shall be named as "Loss Payee."
OIL AND GAS LEASE -EXHIBIT C Page C-4
E. Certification of Insurance
(1) You shall cause your agent, broker or insurer to enter any restrictive or exclusionary
provisions or endorsements that may affect you, us, and those required to be named as
Additional Insureds.
(2) You further agree, upon our request, to furnish copies of your policies, certified by an
authorized representative of the insurer(s), within ten (10) days of request.
(3) All of your insurance policies shall contain a provision that written notice shall be
given to the Board's Risk Management department, at least thirty (30) days prior to
cancellation, except ten (10) days for non-payment of premium. In the event that you
are notified that an insurer intends to non -renew a policy or reduce coverage below
our requirements, you shall immediately notify us, arrange acceptable alternate
coverage to comply with our requirements and cause replacement coverage data to be
obtained.
(4) Any policy submitted shall not be subject to limitations, conditions or restrictions
deemed inconsistent with the intent of the Insurance Requirements to be fulfilled by
Contractor. The Board's decision thereon shall be final.
(5) Approval, disapproval or failure to act by the Board regarding any insurance supplied
by the Contractor shall not relieve the Contractor of full responsibility or liability for
damages and accidents as set forth herein. Neither shall the bankruptcy, insolvency
or denial of liability by the insurance company exonerate the Contractor from
liability.
(6) Should this Contract require the use of Subcontractors, it will be the sole
responsibility of the General Contractor to verify that such Subcontractors are in
compliance with all contractual insurance requirements. The General Contractor
assumes all liability for those subcontractors who do not meet the insurance
requirements.
(7) No special payment, except when separate line item is provided, shall be made by the
Board for any insurance that the Contractor may be required to carry; all are included
in the Contract amount and the Contract unit prices.
F. Self -Insurance
Provided Lessee maintains a net worth greater than or equal to $50,000,000, Lessee may
comply with its insurance obligations by a combination of self-insurance, captive
insurance and/or re -insurance treaties with designated limits described above. Lessee
must have a Risk Management staff and/or contracted claims administration staff, and
must obtain written certification from the Board of its ability to self -insure pursuant to the
terms of this section. The Board reserves the right to increase the net worth requirements
of Lessee from time to time for the purpose of determining Lessee's self-insurance rights
as the Board deems reasonably necessary, to be consistent with other similar leases in the
Dallas/Fort Worth Metroplex.
OIL AND GAS LEASE -EXHIBIT C Page C-5
EXHIBIT D
ENVIRONMENTAL MATTERS
1. Defined Terms. The following defined terms are given the following meanings:
(a) Costs means all costs and expenses including but not limited to attorneys' and
consultants' fees, litigation costs, expert witness fees, and expenses of investigation, removal,
remediation, or other required environmental plan or response or remedial action.
(b) Environmental Impact Claim means any claim, suit, judgment, penalty, fine, loss,
administrative proceeding, request for information, citation, notice, cost, or expense (including
but not limited to any costs of investigation, study, cleanup, removal, response, mitigation,
remediation, transportation, disposal, restoration, monitoring, consultant's fees, contractor's fees,
and attorney's fees) which arises out of, is related to, alleges, or is based on the presence,
handling, treatment, storage, or actual or threatened Release, dispersal, disposal, escape, or
migration of any Hazardous Substance or Solid Waste at or from the Land, or any effect on
wildlife.
(c) Environmental Laws means all federal, state and local laws, court or
administrative decisions, statutes, rules, regulations, ordinances, FAA advisory circulars and
bulletins, court orders and decrees, administrative orders and any administrative policies,
guidelines or guidance documents now or hereafter in effect relating to the environment,
wildlife, public health, occupational safety, industrial hygiene, any Hazardous Substance or Solid
Waste (including, without limitation, the disposal, generation, manufacture, presence,
processing, production, release, storage, treatment or use thereof at the Land), or the
environmental conditions on, under or about the Land, as amended and as in effect from time to
time.
(d) Hazardous Substances means (i) all chemicals, materials and substances defined
as or included in the definition of "hazardous substances," "hazardous wastes," "hazardous
materials," "extremely hazardous wastes," "restricted hazardous wastes," "toxic substances,"
"toxic pollutants," "contaminants," "pollutants," "regulated substances," or words of similar
import, under any applicable Environmental Law; (ii) all other chemicals, materials and
substances that are prohibited, limited or regulated by any governmental authority, including,
without limitation, asbestos, radioactive materials (including naturally occurring radioactive
materials), petroleum, petroleum products, and substances and compounds containing
polychlorinated biphenyls, and (iii) "Oil and Gas Waste" as defined by the Texas Natural
Resources Code.
(e) Release means any depositing, spilling, leaking, pumping, pouring, emitting,
emptying, discharging, injecting, escaping, leaching, dumping, or disposing into the
environment, or threat of release such that a release may enter the environment.
OIL & GAS LEASE -EXHIBIT D IPage D-1
(f) Solid Waste shall have the same meaning as in the Resource Conservation and
Recovery Act, and the Texas Health and Safety Code.
2. Lessee Environmental Representations and Warranties. Lessee represents,
warrants, and covenants the following:
(a) Lessee has obtained and throughout the Term shall obtain and maintain all
licenses, permits, exemptions, registrations, and other authorizations required under
Environmental Laws and shall provide any notices required under Environmental Laws for
conducting its operations at the Land. Lessee shall require its sublessees and contractors to
obtain and maintain all licenses, permits, exemptions, registrations and other authorizations
required under Environmental Laws for conducting operations at the Land.
(b) Lessee shall comply and shall cause all its employees to comply, and shall
exercise best efforts to cause its agents, contractors, sublessees or other parties under
Lessee's direction and control to comply, and shall include in all subleases a provision
requiring the sublessee to comply and all employees, contractors, sublessees or other parties
under sublessee's control to comply with all Environmental Laws pertaining to Lessee's (and
including third parties under Lessee's direction and control) use of and operations at the
Land.
(c) Lessee shall not cause, contribute to, or permit any Release of any Hazardous
Substances or Solid Waste by Lessee or its employees, agents, contractors, sublessees or
other parties under Lessee's direction and control, on, at, or from the Land, except in
compliance with Environmental Laws.
(d) Lessee, prior to vacating or surrendering any portion of the Land or as sooner
required by Environmental Laws or this Lease, shall remove and dispose of, and shall require
its employees and exercise its reasonable efforts to require its agents, contractors, sublessees,
or any other party under Lessee's direction and control at the Land to remove and dispose of,
any material, debris, tanks, equipment, ponds, vessels, and/or containers placed by Lessee or
its agents, contractors, sublessees, or any other party under Lessee's direction and control at
the Land that are composed of or contain Solid Waste or Hazardous Substances (as distinct
from actual Releases which have resulted in contamination of the environment and are
subject to Section 5, Response and Compliance Actions), at no cost to Lessor or the Board
and in compliance with Environmental Laws.
(e) Upon written notice from the Board, Lessee shall comply and shall require its
employees to comply and shall exercise its best efforts to cause its agents, contractors,
sublessees or other third parties under Lessee's direction and control to comply with
applicable Board policies, procedures, and permits related to protection of the environment,
wildlife, public health and welfare, and ;safety.
(f) Lessee shall conduct and shall require its employees to conduct, and shall
exercise its best efforts to cause its agents, contractors, sublessees or other third parties under
Lessee's direction and control to conduct its/their activities and operations in a manner
consistent with the Board's duties and obligations under Environmental Laws, including
without limitation environmental permits (e.g., NPDES and TPDES permits) issued to the
OIL & GAS LEASE -EXHIBIT D Page D-2
Board and the Board's commitments under the State Implementation Plan and the National
Environmental Policy Act, to the extent the Board provides written notice to Lessee of such
obligations and commitments.
(g) Lessee acknowledges that the Board is or may be subject to the Texas
Pollution Discharge Elimination System Program ("TPDES"), the National Pollution
Discharge Elimination System Program ("NPDES"), and state and federal regulations
relating to stormwater discharges, including without limitation 40 CFR Part 122, for
operations that occur at the Airport. Lessee further acknowledges that it will conduct
operations and activities (and shall require its employees to conduct operations and activities,
and shall exercise its best efforts to cause its agents, contractors, sublessees or other third
parties under Lessee's direction and control to conduct operations and activities) on or
related to the Land in compliance with applicable regulations, including 40 CFR Part 122,
and any applicable TPDES and/or NPDES permit(s), as these may be amended from time to
time. Lessee acknowledges that its cooperation is necessary to ensure compliance with any
TPDES or NPDES stormwater discharge permit(s). Lessee acknowledges that it may be
necessary to undertake to minimize the exposure of stormwater to materials generated,
stored, handled, or otherwise used by Lessee (including third parties under its direction and
control), by implementing and maintaining effective "Best Management Practices" as
defined in 40 CFR Part 122.2, depending upon the applicability to Lessee's operations or any
activities conducted by Lessee at the Land and as required by any applicable TPDES and/or
NPDES permit, as these may be amended from time to time. Lessee further acknowledges
that any existing TPDES and/or NPDES stormwater discharge permit issued to the Board,
and any subsequent permit(s), amendments, extensions or renewals thereto, is incorporated
by reference into this Lease to the extent affecting Lessee's operations at or related to its use
of the Land.
The Board agrees to notify Lessee promptly of any changes to any portions of
said permit(s) applicable to, or that affects Lessee's operations at or use of the Land. The
Board also agrees to provide Lessee with written notice of those TPDES and/or NPDES
stormwater discharge permit requirements (including any modification thereto) that Lessee
shall be obligated to perform from time to time at or related to its use of the Land, including,
but not limited to certification of non-stormwater discharges, collection of stormwater
samples, preparation of stormwater pollution prevention or similar plans, implementation of
"good housekeeping" measures of Best Management Practices, and maintenance of necessary
records. Such written notice shall include applicable deadlines. Lessee, within fifteen (15)
days of receipt of the written notice, shall notify the Board in writing if it disputes any of the
stormwater discharge permit requirements it is being directed to undertake. If Lessee does
not provide such timely notice, it is deemed to assent to undertake such requirements. If
Lessee provides the Board with written notice that it disputes such stormwater discharge
permit requirements, the Board and Lessee agree to negotiate a prompt resolution of their
differences. Lessee agrees not to object to the Board notices required pursuant to this
Section unless Lessee has a good faith basis for doing so.
(h) Lessee will not create any wildlife attractions without appropriate coverings or
other mitigation measures.
OIL & GAS LEASE -EXHIBIT D i Page D-3
3. Right of Entry and Inspection.
(a) The Board shall have the full right at all reasonable times, and in the Board's
sole discretion, to enter the sites where Lessee's operations are located for the purpose of
conducting an inspection, assessment, investigation, and/or regulatory compliance audit. The
Board or its authorized agents may perform testing of the Land as needed, including test
borings of the ground and chemical analyses of air, soil, water, and waste discharges. The
Board will provide advance written notice, including at least twenty-four (24) hours notice of
planned intrusive testing to Lessee to the extent practical under the circumstances, except in
case of emergencies, when notice shall not be required. Lessee shall have the right to
accompany the Board when any such testing is performed, and Lessee shall have the right to
obtain, at Lessee's expense, split samples and copies of all non -privileged results of such
testing, including any non -privileged reports.
(b) Lessee shall cooperate (and shall require its employees and shall exercise its
best efforts to require its agents, contractors, sublessees, or any other third party under
Lessee's direction and control to cooperate) in allowing prompt reasonable access to the
Board to conduct such inspection, assessment audit or testing. Lessee remains solely
responsible for its environmental compliance, notwithstanding any inspection, audit, or
assessment.
4. Information to be Provided.
(a) If Lessee receives any notice, correspondence, citation, order, warning,
complaint, inquiry, claim or demand that is not legally privileged, made confidential by
applicable law, or protected as trade secrets (i) concerning any alleged Release of Hazardous
Substances or Solid Waste at, on, or from the Land, or into the environment from the Land,
or (ii) alleging that Lessee or any employee, agent, contractor, sublessee, or any other party
under either of the party's direction and control has violated or is about to violate any
Environmental Law(s) pertaining to Lessee or third party operations at or use of the Land, or
(iii) asserting that Lessee or any party under Lessee's direction and control is liable for the
cost of remediation or investigation of a Release of Hazardous Substances or Solid Waste
on, at, or from the Land, Lessee shall, immediately provide written notice to the Board of
the same, including a copy of any related documents.
(b) Lessee shall provide to the Board simultaneously with any submittal to any
governmental agency, a complete copy (including exhibits and attachments) of any reports
or notices required by Environmental Laws, and which are not legally privileged, made
confidential by applicable law, or protected as trade secrets, regarding (i) alleged failure to
comply with any Environmental Laws and/or (ii) the Release of any Hazardous Substance,
and/or Solid Waste, in, on, or into the environment, arising out of the past or present
operations at or use of the Land by Lessee or any party under Lessee's direction and
control.
(c) Lessee, at the request of the Board, shall make available, within two (2)
business days of written request, any or all of the substantive documents and materials
(excepting those documents or materials that are legally privileged, made confidential by
applicable law, or otherwise protected as trade secrets) that either party has prepared or
OIL & GAS LEASE -EXHIBIT D Page D-4
caused to be prepared pursuant to, any Environmental Laws or submitted to any
governmental agency pertaining to the environmental compliance status of operations at or
use of the Land, including, without limitation, any and all records, test results, studies
and/or other documentation regarding environmental conditions relating to the use, storage,
or treatment of any Hazardous Substances and/or Solid Waste at the Land by either party
(including its employees and third parties under its direction and control) on or under the
Land.
(d) Each party shall provide the other with reasonable advance notice of any
scheduled meeting with any governmental agency regarding, in whole or in part,
compliance or alleged non-compliance with Environmental Laws or use of or operations at
the Land.
(e) The Board reserves the right to notify and/or consult any appropriate
governmental authority or agencies regarding conditions of or on the Land and/or concerns
relating to Lessee's operations at or use of the Land, including operations of Lessee's
employees, agents, contractors, sublessees, or any other third party under Lessee's control,
if the Board believes those conditions or operations do or may violate applicable
Environmental Laws, may pollute or contaminate the environment, or may adversely affect
the health, welfare, or safety of persons.
5. Response and Compliance Actions.
(a) If the Land or other property is or becomes contaminated or otherwise
damaged or injured, as a result of a Release of Solid Waste or Hazardous Substances on, at,
or from the Land by Lessee or by its employees, agents, contractors, sublessees, or any
other party under Lessee's direction and control, then Lessee shall (i) orally notify the
Board immediately of such contamination or damage upon Lessee's discovery of such
contamination or damage, (ii) promptly take reasonable actions to control any such Release
or contamination, and (iii) immediately take all reasonable actions necessary or required
under Environmental Laws to mitigate any immediate threat to human health or the
environment. Lessee shall then undertake any further repairs or corrective actions, in a
timely manner and in full compliance with Environmental Laws, as are necessary to
remove or remediate contamination to, at a minimum, return the Land to its prior condition.
(b) If Lessee does not take immediate or other timely action as necessary to
mitigate or prevent any imminent actual or potential threat to human health or the
environment caused by Lessee or its agents, contractors, sublessees, or any other party
under Lessee's direction or control, then the Board, in addition to its rights and remedies
described elsewhere in this Lease, at its election, may enter the Land and take whatever
reasonable action to eliminate the threat and/or return the Land to at least its prior
condition, as applicable. All Costs associated with any action by the Board in connection
with this Section shall be subject to the reimbursement and indemnification requirements of
this Article.
OIL & GAS LEASE -EXHIBIT D Page D-5
6. Correction of Environmental Non -Compliance.
(a) In the event that Lessee is alleged to be in non-compliance with any
applicable Environmental Laws (as is determined by any governmental agency with
enforcement authority regarding such alleged non-compliance) and provided that the
situation or condition in question does not (as is determined by any governmental agency
with enforcement authority regarding such alleged non-compliance) require immediate
action to prevent or mitigate contamination, harm to human health or the environment, then
the Board agrees to notify Lessee in writing of the alleged noncompliance and shall require
Lessee to address such non-compliance within thirty (30) days of Lessee's receipt of that
notice. Within that thirty (30) day period, Lessee shall have the opportunity to take
whatever action is necessary to correct the alleged violation and/or return the Land to at
least its prior condition, as applicable, or provide the Board a binding commitment to do so
within a reasonable time.
(b) If Lessee does not take such corrective action or provide a binding commitment
within the thirty (30) day period, the Board may, at its election, enter the Land and take such
measures as the Board may deem necessary to correct the alleged noncompliance and/or to
remediate any related contamination, all at Lessee's expense. All Costs associated with any
action by the Board in connection with this Section shall be subject to the reimbursement and
indemnification requirements of this Article.
(c) Nothing in this Section is intended or shall be construed so as to prevent the
Board from exercising, in its reasonable discretion, any rights granted or available elsewhere in
this Exhibit D or this Lease.
7. Corrective Action Process. Before commencing any remedial or corrective action
under this Article, and except for immediate preventive action required under Section 5,
Response and Compliance Actions, Lessee shall obtain approval from the Board. The work shall
be performed at Lessee's expense, and the Board shall have the right to review and inspect all
such work at any time using consultants and representatives of the Board's choice. Lessee
shall remove or remediate the Land to, at a minimum, return the Land to its prior condition.
Lessee shall, at Lessee's expense, make all tests, reports, and studies and shall provide all
information to any appropriate governmental agency as may be required pursuant to the
Environmental Laws pertaining to Lessee's response actions. This obligation includes but is
not limited to any requirements for a site characterization, site assessment and/or remediation
plan that may be necessary.
In the event deed recordation is necessary, Lessee shall reimburse Lessor or the Board
for all deed recordation fees and attorneys' fees incurred in connection with such action.
In the event Lessor or the Board undertake any action or incur any costs in the exercise
of their rights under this Exhibit D, Lessee shall reimburse them in the manner determined
by them in their reasonable discretion at the time such reimbursement is sought, for all
reasonable and documented costs associated with such response, repairs, corrective action
and/or remediation, including but not limited to consultants' fees, contractors' fees,
attorneys' fees, penalties, costs of investigation or other costs incurred hereunder by them or
their agents.
OIL & GAS LEASE -EXHIBIT D Page D-6
8. Environmental Indemnification. Notwithstanding any other provision to the
contrary, Lessee agrees to indemnify, defend and hold harmless Lessor and the Board from
and against any and all claims, demands, penalties, fines, suits, actions, administrative
proceedings (including informal proceedings), settlements reached, government orders,
judgments, loss, damages, liabilities, costs, and expenses (including but not limited to
reasonable and documented attorneys' and consultants' fees, litigation costs, expert witness
fees, and expenses of investigation, removal, remediation, or other required plan or response
action) to the extent resulting from (i) the breach of any representation or warranty set forth
in this Exhibit by Lessee or any employees, agents, contractors, sublessees, or any other
party under Lessee's direction and control, (ii) the failure of Lessee to meet its obligations
under this Exhibit, (iii) the violation of any Environmental Law by Lessee or its agents,
contractors, sublessees, or any other party under Lessee's direction and control, or (iv)
documented loss by Lessor or the Board to a third party or governmental entity from any
Environmental Impact Claim, to the extent resulting from the operations, activities, actions
or inaction of Lessee or its employees, agents, contractors, sublessees, or any other party
under Lessee's direction and control at or related to the Land.
In the event that Lessee fails or refuses to defend Lessor or the Board as provided in
this Exhibit D, they shall have full right to undertake their own defense and to settle any
such claims and/or lawsuits. In such event, Lessee shall be liable to them, and shall promptly
pay any resulting judgment against, or settlement by them, and shall reimburse them for all
reasonable attorneys' fees and costs in undertaking such defense and/or settlements.
9. Reimbursement. In the event Lessor or the Board undertake any action, including
but not limited to response or corrective action, repairs, or remediation, in the exercise of
their rights under this Article, Lessee shall reimburse them, upon written notice by them, for
all costs they incur in association with such action.
10. "As Is" Status. Lessee acknowledges that except as other expressly set forth in
this Lease, Lessee is taking the leased premises AS IS without any express or implied
warranty.
11. Environmental Notices. Notices to the Board provided for under this Exhibit D
must be made in writing and either delivered by hand or mailed by certified mail, return
receipt requested, addressed as follows:
Vice President, Environmental Affairs Department
Dallas/Fort Worth International Airport Board
P. O. Box 619428 (if by mail)
3200 East Airfield Drive (if by hand)
DFW Airport, Texas 75261-9428
OIL & GAS LEASE -EXHIBIT D Page D-7
Vice President, Commercial Development
Dallas/Fort Worth International Airport Board
P. O. Box 619428 (if by mail)
3200 East Airfield Drive (if by hand)
DFW Airport, Texas 75261-9428
12. Survival of Environmental Provisions. Unless specifically stated elsewhere
herein, the provisions of this Article, including the representations, warranties, covenants and
indemnities of Lessor, the Board, and Lessee, are intended to and shall survive the
termination of the Lease.
OIL & GAS LEASE -EXHIBIT D Page D-S
A RESOLUTION
NO. 3398-08-2006
APPROVING DALLAS/FORT WORTH INTERNATIONAL AIRPORT BOARD
RESOLUTION NO.2006-08-277
ACCEPTING THE HIGHEST AND BEST BID AND AUTHORIZING THE EXECUTION OF
AN OIL AND GAS LEASE FOR THE PRODUCTION OF NATURAL GAS ON THE
DALLAS/FORT WORTH INTERNATIONAL AIRPORT PROPERTY
WHEREAS, the Cities of Dallas and Fort Worth jointly own approximately 18,000 acres of
property known as the Dallas/Fort Worth International Airport (the "Airport'), which includes the
underlying mineral estate; and
WHEREAS, the cities of Dallas and Fort Worth have created a "joint board" pursuant to Section
22.074 of the Texas Transportation Code, as amended, known as the Dallas/Fort Worth International
Airport Board to operate and to set and establish policies for the Airport; and
WHEREAS, the cities of Dallas and Fort Worth desire to enter into a lease for the purpose of
the drilling and extraction of natural gas, oil, and other liquid and gaseous hydrocarbons on the Airport
property; and
WHEREAS solicitation of bids was authorized under Airport Board Resolution No. 2006-05-
172 dated May 4, 2006; and
WHEREAS, the request for bids for oil and gas lease was advertised on three consecutive
weekends of May 6 & 7, 2006, May 13 & 14, 2006 and May 20 & 21, 2006 in the Dallas Morning News
and the Fort Worth Star Telegram; and
WHEREAS, three (3) alternative bids were received from one (1) bidder in response to the
request for bids and advertisements; and
WHEREAS, the terms proposed under Bid Number 1 of Chesapeake Exploration Limited
Partnership has been evaluated to be the highest and best bid, paying the Airport a bonus payment of
$10,055.56 per acre for a total of $181 million dollars in bonus revenue and a royalty payments of
twenty-five (25%) on all oil and gas and other hydrocarbons produced on the property; and
czTv or revi " woxk'1'>lllt
Resolution No. 3398-08-2006
WHEREAS the Dallas/Fort Worth International Airport Board determined that Bid Number 1,
as submitted by Chesapeake Exploration Limited Partnership, was the highest and best bid according to
the terms submitted in the Request for Bids for Oil and Gas Lease through approval of Resolution No.
2006-08-277 dated August 3, 2006;
WHEREAS, on August 3, 2006, at their regular meeting, the Dallas/Fort Worth International
Airport Board voted to recommend to the City Councils of the Cities of Dallas and Fort Worth
acceptance of the bid and the execution of an Oil and Gas Lease with Chesapeake Exploration Limited
Partnership.
NOW, THEREFORE, BE IT RESOLVED BY THE FORT WORTH CITY COUNCIL:
1. That the City of Fort Worth finds that the untapped mineral realty located on the
approximately 18,000 acres of Airport property consisting of gas, oil, and other liquid and gaseous
hydrocarbon is no longer necessary, appropriate or required for the use of, profitable to, or for the best
interests of the Board in the operation of the Airport and may be sold, leased or otherwise disposed of in
accordance with Section 9.6.A(2) of the 1968 Regional Airport Concurrent Bond Ordinance, as
amended.
2. That the Fort Worth City Council approves the recommendation of the Dallas/Fort Worth
International Airport Board accepting Bid Number 1 submitted by Chesapeake Exploration Limited
Partnership Airport proposing a bonus payment of $10,055.56 per acre for a total of $181 million dollars
in bonus revenue and a royalty payments of twenty-five (25%) on all oil and gas and other hydrocarbons
produced on the property as the highest and best bid.
3. That the Fort Worth City Council authorizes the execution of an oil and gas lease with
Chesapeake Exploration Limited Partnership in compliance with the Request for Bid and the successful
bid proposal for the purpose of exploring, drilling, and producing natural gas, oil, and other liquid and
gaseous hydrocarbons at the Dallas Fort Worth International Airport upon approval as to form by the
City's attorney.
t,ry or rarer vmvtva
Resolution No. 3398-08-2006
4...::; ..;ti. That upon receipt by the. Dallas Fort Worth :International AirportBoard; a. total of ;$50
million o f the . proposed bonus payment of : $10,055.5,.6 per acie for a total of $181 million dollars..in `
bonus revenue, shall be placed in escrow for thirty (30) days in order :to determine the amount of .the
capital contribution, if any, to the extent not in violation of law, to be paid to the owner cities ' as
permitted under -Section' 9.6.A.(2) of the -J968 Regional Airport :Concurrent Bond Ordinance, as
amended. At I.the end of thirty (30) days, the determined amount, if any, and to the extent not in
violation of'Iaw; shall be paid to the owner cities of Dallas and Fort Worth, with'the remainder amount:_
held in escrow paid to the Dallas/Fort Worth International Airport Board.
�t'thr 'Resoliiti6h-approv1ng Dallas/F6rf`Wd-ih"Infe'r'riatiMAI'Air 6ftB6VTResoTiiid
No. 2006-08-227 is effective upon the adoption of a similar resolution of approval by the City of Dallas
City Council and .to thee` 'eictent'not inwiolation of law, 'conditibried `upon' reunurslrment"to"tle owner
cit es'of,Dalias'kid 6 t Worth `d aiiy'capMI contn ution as-perri tted tzrrdei S�ec�ioii'9:f A.(2y f th
tS�S�tegioia Aiiport'oncurrerit Bond Or ' .,' .:.. •-.._
dinance; as`amended:
Pipproved this:'] iay .of August;
MartyHendrix d
City Secretary
APPROVEp. Y�
CQUlCIL
AU.G<5.006:.
City 5�e�of the
City of Fort wakk Texas '
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