HomeMy WebLinkAboutContract 41593 (2)CITY SECRETARY
COWrRACTNO. l{Ici'y,
NATURAL GAS PIPELINE LICENSE AGREEMENT
This PIPELINE LICENSE AGREEMENT ("Agreement") is hereby made and
entered into by and between the CITY OF FORT WORTH ("City"), a home rule municipal
corporation organized under the laws of the State of Texas and acting by and through Fernando
Costa its duly authorized Assistant City Manager, and TEXAS MIDSTREAM GAS
SERVICES, L.L.C., ("Company"), an Oklahoma Limited Liability Company, acting by and
through Dave Johns, as Manager, Property Rights.
The following statements are true and correct and constitute the basis upon which the
City of Fort Worth has executed Agreement.
A. Texas Midstream Gas Services, L.L.C., an Oklahoma Limited Liability Company
("Company"), wishes to construct a Twenty-four (24") nominal diameter pipeline for an
approximate total distance of 725.72 linear feet within a Twenty (20') foot wide right of way
corridor for the transportation of Natural Gas through the portion of property described in
Exhibit "A", hereinafter referred to as "City Property". Because Company is not a public
utility, as that term is used in the City Charter and City Code, and because Company will not be
providing services to end user customers in the City, Company is not required to obtain a
franchise from the City, but is required to obtain the City's consent pursuant to a license
agreement that sets forth the terms and conditions under which Company may use the City
Property.
B. The City has reviewed Company's request and agrees to grant Company a license
to use a portion of the surface and subsurface of the City Property as described in Section 6.3 and
as further set out in Exhibit "A" in order to construct, operate and maintain a pipeline, on the
terms and conditions set forth herein, solely for the transportation of Natural Gas and solely in
accordance with the terms and conditions of this Agreement.
Agreement
1. DEFINITIONS.
Capitalized terms used in this Agreement and not otherwise defined within this
Agreement shall have the following meanings:
Affiliate shall mean any individual, partnership, association, joint stock company, limited
liability company, trust, corporation, or other person or entity who owns or controls, or is
owned or controlled by, or is under common ownership or control with, the entity in
question.
Agreement shall mean the authorization issued to Company hereunder to use a portion of
the City Property in the location as set out in Exhibit "A" for (i) the construction,
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OFFICIAL RECORD
CITY SECRETARYP
Ft WORTH, TX
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installation, maintenance and repair of Company's Pipeline; (ii) the use of such Pipeline
for the transportation of Natural Gas; and (iii) any other directly related uses of the City
Property, pursuant to and in accordance with this Agreement.
City shall mean the area within the corporate limits of the City of Fort Worth, Texas and
the governing body of the City of Fort Worth, Texas.
City Facility shall mean all incidental underground and aboveground attachments,
equipment and appurtenances, including, but not limited to manholes, manhole vents,
lateral line connections, valves, pipelines, junction boxes, fire hydrants, meter vaults, lift
stations in, upon, under and across a portion of the City Property.
City Property shall mean that property as limited to and described in Exhibit "A".
Commission shall mean the Railroad Commission of the State of Texas or other
authority succeeding to the regulatory powers of the Commission.
Company shall mean Texas Midstream Gas Services, an Oklahoma Limited Liability
Company, only and shall not include any Affiliate or third party.
Customer shall mean any Person located, in whole or in part, within the City.
Director shall mean the Director of the City's Planning and Development Department or
authorized representative.
Gas shall mean gaseous fuels, such as natural gas, artificial gas, synthetic gas, liquefied
natural gas, manufactured gas, or any mixture thereof.
Person shall mean without limitation, an individual, a corporation, a limited liability
company, a general or limited partnership, a sole proprietorship, a joint venture, a
business trust or any other form or business entity or association.
Pipeline shall mean the pipeline and other facilities approved by the Director that are
installed by Company in the City Property in accordance with this Agreement and
pursuant to the rules and regulations as promulgated by the U S. Department of
Transportation, Office of Pipeline Safety, as set out in the Code of Federal Regulations,
Section 192 as adopted and modified by the Texas Railroad Commission
2. GRANT OF RIGHTS.
2.1. General Use of The City Property for Provision of Gas.
Subject to the terms and conditions set forth in this Agreement and the City
Charter and ordinances, the City hereby grants Company a license to (i) erect, construct,
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install and maintain the Pipeline consisting in, over, under, along and across the City
Property at a depth of no less than 36" and (ii) transport Gas through the portions of its
Pipeline in, over, under, along and across City Property as depicted in Exhibit "A".
Company hereby acknowledges and agrees that this Agreement allows only the
transportation of Gas through the City and does not allow Company to distribute, sell or
otherwise provide Gas to any Customer.
2.2. Nonexclusive.
This Agreement and all rights granted to Company herein are strictly
nonexclusive The City reserves the right to enter into and grant other and future licenses
and other authorizations for use of the City Property to other Persons and entities in
accordance with applicable law and as the City deems appropriate; provided however,
that as to the grant of subsequent licenses for use of the City Property that is solely within
the discretion of the City, if a dispute arises as to priority of the use of the City Property,
the City will resolve such dispute in a manner that does not result in unreasonable
interference with Company's operation of the Pipeline for the purposes provided for
herein. This Agreement does not establish any priority for the use of the City Property by
Company or by any present or future licensees or other pennit holders In the event of
any dispute as to the priority of use of the City Property, the first priority shall be to the
public generally, the second priority to the City in the performance of its various
functions, and thereafter, as between licensees and other permit holders, as determined by
the City in the exercise of its powers, including the police power and other powers
reserved to and conferred on it by the State of Texas.
2.3. Other Permits.
This Agreement does not relieve Company of any obligation to obtain permits,
licenses and other approvals from the City or other regulatory agency necessary for the
construction, installation, maintenance or repair of Company's Pipeline or the
transportation of Natural Gas through such Pipeline.
2.4. Bonds.
Prior to the commencement of any construction work in the City Property, that
requires a cut, opening or other excavation, Company shall deliver to the City bonds
executed by a corporate surety authorized to do business in the State of Texas and
acceptable to the City in the proportional amount of the cost of work under the
construction contract or construction project that will be performed in the City Property.
The bonds shall guarantee (i) satisfactory compliance by Company with all requirements,
terms and conditions of this Agreement and (ii) full payments to all persons, firms,
corporations or other entities with whom Company has a direct relationship for the
performance of such construction, maintenance or repairs.
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If any such construction, maintenance and repair work is undertaken by a
contractor of Company, Company shall also require such contractor to deliver to
Company bonds executed by a corporate surety authorized to do business in the State of
Texas and acceptable to the City in the proportional amount of the cost of work under the
construction contract or construction project that will be performed by the contractor in
the City Property. The bonds shall guarantee (i) the faithful performance and completion
of all construction, maintenance or repair work in accordance with the contract between
Company and the contractor and (ii) full payment for all wages for labor and services and
of all bills for materials, supplies and equipment used in the performance of that contract.
Such bonds shall name both the City and Company as dual obligees.
3. TERM
This Agreement shall become effective on the date as of which both parties have
executed it ("Effective Date") and shall expire at 11:59 P.M. CST twenty (20) years
from the last date of notarial acknowledgement unless teltninated earlier as provided
herein.
4. FEES AND PAYMENTS TO CITY.
4.1. License Use Fee.
On or prior to the Effective Date, Company shall pay the City as compensation
for its use of the City Property for the Term of this Agreement the sum of Thirty-three
thousand nine hundred twenty-seven dollars forty-one cents ($33,927.41) ("License
Fee"). Company hereby acknowledges and agrees that the amount of this License Fee is
non-refundable and constitutes just and reasonable compensation to the City for
Company's use of the City Property.
4.2. Other Payments.
In addition to the License Fee Company shall pay the City all sums which may be
due the City for property taxes, license fees, permit fees, or other taxes, charges or fees
that the City may from time to time impose on all other similarly situated entities within
the City.
4.3. Interest.
All sums not paid when due shall bear interest at the rate of ten percent (10%) per
annum or the maximum amount allowed by law, whichever is less, computed monthly. If
such outstanding sums are paid with interest within thirty (30) days following their
respective due dates, Company's failure to pay such sums by their respective due dates
shall not, in and of itself, constitute an Event of Default under Section 9 of this
Agreement.
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5. REGULATORY AUTHORITY OF THE CITY: COMPLIANCE BY COMPANY:
ANNUAL REPORTS BY COMPANY.
Company's property and operations hereunder shall be subject to such regulation
by the City as may be reasonably necessary for the protection or benefit of the general
public. In this connection, Company shall be subject to, governed by and shall comply
with all applicable federal, state and local laws including all ordinances, rules and
regulations of the City, as same may be adopted and amended from time to time.
Company understands and agrees that the City Council has authorized execution of this
Agreement, in part, on the basis of statements and representations made by Company in
that certain letter dated January 17, 2011 from Harvey Stockman, Barnett Shale Manager
— Midstream Operations for Chesapeake Midstream Partners to Ron Gafford, President of
the Hallmark -Camelot -Highland Terrace Neighborhood Association, attached hereto as
Exhibit "B ', which is hereby made a part of this Agreement for all purposes (the
` TMGS Letter"). Company specifically agrees that it will operate, maintain, and inspect
the Pipeline in a manner that meets or exceeds applicable state and federal laws, rules,
and regulations and that it will, at a minimum, comply with the maintenance
requirements set forth in Section 7 of the TMGS Letter. On or before March 1 of each
year during the Term of this Agreement, Company will provide the director of the City's
Planning and Development Department with a written statement, signed by an authorized
representative of Company and notarized by a duly authorized and licensed notary public,
stating that Company has complied with all such maintenance requirements during the
preceding twelve (12) months. If Company did not comply with all such maintenance
requirements at any time during the preceding twelve (12) months, Company shall
specify in the notice the nature and extent of such non-compliance, and (i) if an event of
non-compliance was fully cured during that time, the steps that Company took to
effectuate such cure and (ii) if an event of non-compliance was not fully cured during
that time, the steps that Company took to effectuate cure and the remedies that Company
intends to take to effectuate full cure, as well as an anticipated timeline for cure.
6. USE OF THE CITY PROPERTY.
6.1. Compliance with Laws. Ordinances. Rules and Regulations.
The City has the right to control and regulate the use of the City Property, Public
Rights of Way, pubhc places and other City -owned property and the spaces above and
beneath them. Company shall comply with all applicable laws, ordinances, rules and
regulations, including, but not limited to, City ordinances, rules and policies related to
construction permits, construction bonds, permissible hours of construction, operations
during peak traffic hours, barricading requirements and any other construction rules or
regulations that may be promulgated from time to time.
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6.2. No Undue Burden.
The Pipeline shall not be erected, installed, constructed, repaired, replaced or
maintained in any manner that places an undue burden on the present or future use of the
City Property by the City and the public If the City reasonably determines that the
Pipeline does place an undue burden on any portion of the City Property, Company, at
Company s sole cost and expense and within a reasonable time period specified by the
City, shall modify the Pipeline or take other actions deteiuiined by the City to be in the
public interest to remove or alleviate the burden.
6.3. Minimal Interference.
Prior to the undertaking of any kind of construction, installation, maintenance,
repairs or other work that requires the excavation, lane closure or other physical use of
the City Property, Company shall, except for work required to address an emergency,
provide at least twenty-four (24) hours' advance written notice to the City and the owners
of property adjacent to the City Property that will be affected. In the case of emergencies
Company shall provide notice to the affected landowners within twenty-four (24) hours
after commencement of work In addition, during any such work, Company shall provide
construction and maintenance signs and sufficient barricades at work sites to protect the
public. The use of traffic control devices shall be consistent with the standards and
provisions of Part VI of the Texas Manual on Unifotiu Traffic Control Devices.
Company shall utilize appropriate warning lights at all construction and maintenance
sites where one or more traffic lanes are closed or obstructed during nighttime conditions
Company will take all reasonable planning to minimize harm to the City Property
and shall comply with conditions as set forth below:
6.3.1 Company shall coordinate and participate in a Preconstruction Meeting
with City of Fort Worth staff to evaluate and address any issues or concerns at least seven
calendar days prior to the start of construction.
6.3.2 Company will operate, maintain and inspect the gas pipeline to a level
that meets or exceeds State and Federal requirements. The Company will provide an
annual statement, using the Effective Date, signed by an authorized representative of the
Company that it has complied with the maintenance requirements as stipulated.
6.3.3 Company shall have right from time to time to cut undergrowth and other
obstruction on City Property. Company shall also have the ability to remove any trees in
the City Property tract with the written approval of the City.
6.3.4 Company shall have the right to bore and open trench as shown in
Exhibit "A".
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6.3.5 Appropriate erosion control measures must be implemented during
construction.
6.3.6 Company shall not have the right to place permanent above ground
facilities on City Property.
6.3.7. Company agrees to provide the following to the attention of Gas Lease Program
Land Agent, Planning and Development Department, 1000 Throckmorton Fort Worth, Texas
76102-6302;
a. "Before Pictures" of the Premises prior to access and use of the Premises;
b. `After Pictures" of the Premises within 30 days after conclusion of operations outlined
herein.
6.4. "As -Built" Plans and Maps.
Company, at Company's sole cost and expense, shall provide the City with as -
built plans of all portions of the Pipeline located in the City and the City s extraterritorial
jurisdiction and maps showing such Pipeline within ninety (90) calendar days following
the completion of such Pipeline. Company shall supply the textual documentation of
such as -built plans and maps in computer fonitat as requested in writing by the City and
shall otherwise fully cooperate with the City in ensuring that the Pipeline is accurately
reflected in the City's mapping system.
6.5 Specifications of the Pipeline
The Company shall erect, install, construct, repair, replace and maintain the
Pipeline pursuant to this Agreement, Chapter 15 of the City Code and all other state and
federal laws. The Pipeline shall not exceed the size and specifications stated herein and
further set out in Exhibit "A' and be placed at a depth of no less than 60 inches
throughout the entire length of the City Property however, if the Pipeline within City
Property will be crossing any existing City Facility, the Pipeline must cross the City
Facility at a not less than a 70 degree angle and be buried at a minimum of 60 inches
below the bottom of the lowest City Facility. Notwithstanding the foregoing statements,
should Company require varying from the above requirements, such variance shall
require City evaluation of the respective variance to depth or proposed angle of crossing
to determine the practicability of such request. Furthermore if the Pipeline within the
City Property crosses a 16-inch or greater water or sanitary sewer facility, an emergency
response plan must be included. The emergency response plan shall be submitted to the
City of Fort Worth Water Department prior to the commencement of the installation of
the Pipeline and shall establish written procedures subject to the approval of the City of
Fort Worth Water Department to minimize any hazard resulting to any City Facility.
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6.6 Marking of Pipeline.
The Pipeline shall be marked, in a manner that is acceptable to the Director and in
compliance with Federal Regulations, to show conspicuously Company s name and a
toll -free telephone number of Company that a Person may call for assistance.
6.7. Surface Excavation.
The City shall have the right to coordinate all excavation work in the City
Property in a manner that is consistent with and convenient for the implementation of the
City's program for property management in order to preserve the integrity of the City
Property.
6.8. Relocation of Pipeline.
Within forty-five (45) calendar days following a written request by the City,
Company, at Company's sole cost and expense, shall protect, support, disconnect or
relocate to another portion of the City Property all or any portion of its Pipeline due to
street or other public excavation, construction, repair, grading, regrading or traffic
conditions; the installation of sewers, drains, water pipes or municipally -owned facilities
of any kind the vacation, construction or relocation of streets or any other type of
structure or improvement of a public agency; any public work; or any other type of
improvement necessary, in the City's sole discretion, for the public health, safety or
welfare. If Company reasonably requires more than forty4is e (45) days to comply with
the City's written request, it shall notify the director of the City's Planning and
Development Department in writing and the City will work in good faith with Company
to negotiate a workable time frame.
6.9 Restoration of the City Property, Public Rights -of -Way and Public/Private
Property.
Company, at Company's sole cost and expense, and in a manner approved by the
City, shall promptly restore any portion of the City Property, Public Rights of Way other
City -owned property or other privately -owned property that are in any way disturbed or
damaged by the construction, operation, maintenance or removal of any of the Pipeline
to, at Company's option, as good or better a condition as such property was in
immediately prior to the disturbance or damage. Company shall diligently commence
such restoration within thirty (30) calendar days following the date that Company first
became aware of the disturbance or damage or, if the Pipeline is being removed, within
thirty (30) calendar days following such removal.
6.10. Emergency Procedures
6.10.1. For purposes of this Section, a public emergency shall be any condition
which, in the opinion of the officials specified herein, poses an immediate threat
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to life, health or property and is caused by any natural or man-made disaster,
including, but not limited to, stotiiis, floods, fires, accidents explosion, water
main breaks and hazardous materials spills. In the event of a public emergency,
the City shall have the right to take whatever action is deemed appropriate by the
City Manager, Mayor, Police Chief or Fire Chief, or their authorized
representatives, including, but not limited to, action that may result in damage to
the Pipeline, and Company hereby (i) releases the City, its officers, agents,
servants, employees and subcontractors from liability or responsibility for any
Damages, as defined in this Agreement that may occur to the Pipeline or that
Company may otherwise incur as a result of such a response, and (ii) agrees that
Company, at Company's sole cost and expense, shall be responsible for the repair,
relocation or reconstruction of all or any of its Pipeline that is affected by such
action of the City.
In responding to a public emergency, the City agrees to comply with all local,
state and federal laws, including any requirements to notify the Texas One Call
System, to the extent that they apply at the time and under the circumstances. In
addition if the City takes any action that it believes will affect the Pipeline, the
City will notify Company as soon as practicable so that Company may advise and
work with the City with respect to such action.
6.10.2. The Company shall maintain written procedures to minimize the hazards
resulting from an emergency. These procedures shall at a minimum provide for
the prompt and effective response to emergencies, including, but not limited to,
leaks or releases that can impact public health safety or welfare fire or explosions
at or in the vicinity of the Pipeline, natural disaster; effective means to notify and
communicate required and pertinent information to local fire police and public
officials during an emergency; the availability of personnel, equipment, tools and
materials as necessary at the scene of an emergency; measures to be taken to
reduce public exposure to injury and probability of accidental death or
dismemberment; emergency shut down and pressure reduction of a Pipeline; the
safe restoration of service following an emergency or incident and follow-up
incident investigation to determine the cause of the incident and require the
implementation of corrective measures.
6.10.3. Upon the discovery of an emergency, the Company shall immediately
communicate to the City's 911 system and the Planning and Development
Department designee the following information•
a. A general description of the emergency;
b. The location of the emergency or incident;
c. The name and telephone number of the person reporting the
emergency;
d. Whether or not any hazardous material is involved and
identification of the hazardous material so involved; and
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e. Any other info Illation as requested by the emergency dispatcher or other
such official at the time of reporting the emergency or incident
6.11. Removal of Pipeline.
Upon the revocation, termination or expiration without extension or renewal of
this Agreement, Company's right to use the City Property under this Agreement shall
cease and Company shall immediately discontinue the transportation of Gas in or through
the City. Within six (6) months following such revocation, termination or expiration and
if the City requests, Company at Company's sole cost and expense, shall remove the
Pipeline from the City Property (or cap the Pipeline, if consented to by the City), in
accordance with applicable laws and regulations. If Company has not removed all of the
Pipeline from the City Property, (or capped the Pipeline, if consented to by the City)
within six (6) months following revocation, tettnination or expiration of this Agreement,
the City may deem any portion of the Pipeline remaining in the City Property abandoned
and, at the City's sole option, (i) take possession of and title to such property or (ii) take
any and all legal action necessary to compel Company to remove such property;
provided, however, that Company may not abandon its facilities or discontinue its
services within the City without the approval of the Commission or successor agency or
any other regulatory authority with such jurisdiction.
Within six (6) months following revocation, termination or expiration of this
Agreement and in accordance with Section 6 9 of this Agreement, Company shall also
restore any property, public or private, that is disturbed or damaged by remoE al (or, if
consented to by the City, capping) of the Pipeline If Company has not restored all such
property within this time, the City, at the City's sole option, may perform or have
performed any necessary restoration work, in which case Company shall immediately
reimburse the City for any and all costs incurred in performing or having performed such
restoration work.
7. LIABILITY AND INDEMNIFICATION.
7.1. Liability of Company.
Company shall be liable and responsible for any and all damages losses,
liabilities (joint or several), payments, obligations, penalties, claims, litigation demands,
defenses, judgments, lawsuits, proceedings, costs, disbursements or expenses (including,
without limitation, fees, disbursements and reasonable expenses of attorneys, accountants
and other professional advisors and of expert witnesses and costs of investigation and
preparation) of any kind or nature whatsoever (collectively "Damages"), which may
arise out of or be in any way connected with (i) the construction, installation, operation,
maintenance or condition of the Pipeline or any related facilities or appurtenances; (ii) the
transportation of Gas through the Pipeline; (iii) any claim or lien arising out of work,
labor, materials or supplies provided or supplied to Company, its contractors or
subcontractors; or (iv) Company's failure to comply with any federal, state or local law,
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ordinance, rule or regulation, except to the extent directly caused by the negligent or
grossly negligent act(s) or omission(s) or intentional misconduct of the City.
COMPANY HEREBY ASSUMES ALL LL4BILITY AND RESPONSIBILITY
FOR PROPERTY LOSS, PROPERTY DAMAGE AND/OR PERSONAL INJURY OF
ANY KIND, INCLUDING DEATH, TO ANY AND ALL PERSONS, OF ANY KIND
OR CHARACTER, WHETHER REAL OR ASSERTED, ARISING OUT OF OR IN
CONNECTION WITH ITS USE OF THE PREMISES UNDER THIS AGREEMENT
OR WITH THE USE, MAINTENANCE, OCCUPANCY, EXISTENCE OR
LOCATION OF THE PREMISES, EXCEPT TO THE EXTENT CAUSED SOLELY
BY THE NEGLIGENCE OR INTENTIONAL MISCONDUCT OF THE CITY.
7.2 Indemnification.
COMPANY, AT COMPANY'S SOLE COST AND EXPENSE, SHALL
INDEMNIFY AND HOLD HARMLESS THE CITY, ITS OFFICERS, BOARDS,
COMMISSIONS, AGENTS, EMPLOYEES AND VOLUNTEERS
(`INDEMNITEES'), FROM AND AGAINST ANY AND ALL DAMAGES WHICH
MAY ARISE OUT OF OR BE IN ANY WAY CONNECTED WITH (I) THE
CONSTRUCTION, INSTALLATION, OPERATION, MAINTENANCE OR
CONDITION OF THE PIPELINE OR ANY RELATED FACILITIES OR
APPURTENANCES; (II) THE TRANSPORTATION OF GAS THROUGH THE
PIPELINE; (III) ANY CLAIM OR LIEN ARISING OUT OF WORK, LABOR,
MATERIALS OR SUPPLIES PROVIDED OR SUPPLIED TO COMPANY, ITS
CONTRACTORS OR SUBCONTRACTORS; OR (IV) COMPANY'S FAILURE TO
COMPLY WITH ANY FEDERAL, STATE OR LOCAL LAW, ORDINANCE, RULE
OR REGULATION, EXCEPT TO THE EXTENT DIRECTLY CAUSED BY THE
NEGLIGENT ACT(S) OR OMISSION(S) OR INTENTIONAL MISCONDUCT OF
THE CITY.
7.3 Assumntion of Risk and Environmental Remediation.
COMPANY HEREBY REPRESENTS TO THE CITY THAT (i) COMPANY
HAS FULLY INSPECTED THE PREMISES; (ii) COMPANY IS SATISFIED WITH
THE CONDITION OF THE PREMISES; AND (Ha) COMPANY HAS BEEN FULLY
ADVISED OF ITS OWN RIGHTS WITHOUT RELIANCE UPON ANY
REPRESENTATION MADE BY THE CITY, ITS OFFICERS, AGENTS,
SERVANTS, EMPLOYEES, CONTRACTORS, SUBCONTRACTORS,
COMMISSIONS, BOARDS OR VOLUNTEERS. COMPANY HEREBY
UNDERTAKES AND ASSUMES, FOR AND ON BEHALF OF COMPANY, ITS
OFFICERS, AGENTS, CONTRACTORS, SUBCONTRACTORS AND EMPLOYEES,
ALL RISK OF DANGEROUS CONDITIONS, IF ANY, ON OR ABOUT THE
PREMISES.
ALTHOUGH, TO THE BEST OF THE CITY'S KNOWLEDGE, THE
PREMISES COMPLY WITH ALL APPLICABLE FEDERAL, STATE AND
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L OCAL ENVIRONMENTAL LAWS AND REGULATIONS (COLLECTIVELY
"ENVIRONMENTAL LAWS'), THE CITY DOES NOT WARRANT SUCH
COMPANY HEREBY COVENANTS AND AGREES THAT COMPANY, AT ITS SOLE
COST AND EXPENSE, SHALL BE FULLY RESPONSIBLE FOR THE VIOLATION
OF ANY ENVIRONMENTAL LAWS CAUSED, IN WHOLE OR IN PART, BY
COMPANY, ITS OFFICERS, AGENTS, SERVANTS, EMPLOYEES, CONTRACTORS,
SUBCONTRACTORS OR INVITEES, AND ANY REMEDL4TION THAT MAY BE
REQUIRED AS A RESULT OF SUCH VIOLATION, EXCEPT TO THE EXTENT
CAUSED BY THE CITY.
7.4. Defense of Indemnitees.
In the event any action, lawsuit or other proceeding is brought against any
Indemnitee by reason of any matter for which the Indemnitees are indemnified hereunder,
the City shall give Company prompt written notice of the making of any claim or
commencement of any such action lawsuit or other proceeding, and Company, at
Company's sole cost and expense, shall resist and defend the same with reasonable
participation by the City and with legal counsel selected by Company and specifically
approved by the City. In such an event, Company shall not admit liability in any matter
on behalf of any Indemnitee without the advance written consent of the City.
8. INSURANCE.
Company shall procure and maintain at all times, in full force and effect, a policy or
policies of insurance to provide coverages as specified herein, naming the City as an
additional insured and covering all public risks related to the use, occupancy, condition,
maintenance, existence or location of the City Property and the construction, installation,
operation maintenance or condition of the Pipeline, including the transportation of Gas
through the Pipeline The insurance required hereunder may be met by a combination of
self-insurance primary and excess policies.
8.1. Primary Liability Insurance Coverage.
• Commercial General Liability:
$1,000,000 per occurrence, including coverage for the following: (i) Premises
Liability; (ii) independent contractors; (iii) products/completed operations; (iv)
personal injury (v) contractual liability; (vi) explosion, collapse and
underground property damage.
• Property Damage Liability:
$10,000,000 per occurrence
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• Automobile Liability:
$1,000,000 per accident including, but not limited to, all owned, leased, hired or
non -owned motor vehicles used in conjunction with the rights granted under this
Agreement
• Worker's Compensation:
As required by law; and, Employer's Liability as follows:
$1,000,000 per accident.
8.2. Revisions to Required Coverage.
At the reasonable recommendation of the City s Risk Manager, the City may at any
time revise insurance coverage requirements and limits required by this Agreement.
Company agrees that within thirty (30) days of receipt of written notice from the City,
Company will implement all such revisions requested by the City. The policy or policies of
insurance shall be endorsed to provide that no material changes in coverage, including but
not limited to, cancellation, termination, non -renewal or amendment, shall be made without
thirty (30) days' prior written notice to the City.
8.3. Underwriters and Certificates.
Company shall procure and maintain its insurance with underwriters authorized to
do business m the State of Texas and who are acceptable to the City in terms of solvency
and financial strength. Within thirty (30) days following adoption of this Agreement by the
City Council, Company shall furnish the City with certificates of insurance signed by the
respective companies as proof that it has obtained the types and amounts of insurance
coverage required herein. In addition, Company shall, on demand, provide the City with
evidence that it has maintained such coverage in full force and effect.
8.4. Deductibles.
Deductible or self -insured retention limits on any line of coverage required herein
shall not exceed $1,000,000 in the annual aggregate unless the limit per occurrence, or per
line of coverage, or aggregate is otherwise approved by the City.
8.5. No Limitation of Liability.
The insurance requirements set forth in this Section 8 and any recovery by the City
of any sum by reason of any insurance policy required under this Agreement shall in no way
be construed or effected to limit or in any way affect Company's liability to the City or other
persons as provided by this Agreement or law.
Natural Gas Pipeline License Agreement-Edgecliff to Crowley -Fee Page 13 of 20
EDCR-37.01
9. DEFAULTS.
The occurrence at any time during the term of this Agreement of one or more of
the following events shall constitute an "Event of Default" under this Agreement:
9.1. Failure to Pay License Fee
An Event of Default shall occur if Company fails to pay any License Fee on or
before the respective due date.
9.2. Breach.
An Event of Default shall occur if Company materially breaches or violates any
of the terms, covenants, representations or warranties set forth in this Agreement or fails
to perform any obligation required by this Agreement.
9.3. Bankruptcy, Insolvency or Receivership.
An Event of Default shall occur if Company (i) files a voluntary petition in
bankruptcy; (ii) is adjudicated insolvent; (iii) files any petition or fails to contest any
petition filed against it seeking any reorganization, arrangement, composition,
readjustment, liquidation, dissolution or similar relief for itself under any laws relating to
bankruptcy, insolvency or other relief for debtors; (iv) seeks, consents to or acquiesces in
the appointment of any trustee, receiver, master, custodian or liquidator of Company, any
of Company's property or any revenues, issues, earnings or profits thereof, (v) makes an
assignment for the benefit of creditors; or (vi) fails to pay Company's debts generally as
they become due.
9.4. Violations of the Law.
An Event of Default shall occur if Company violates any existing or future federal,
state or local laws or any existing or future ordinances, rules and regulations of the City.
9.5 Failure to Complete Construction
An Event of Default shall occur if Company fails to complete construction of the
Pipeline within one (1) calendar year from the execution of this Agreement.
10. UNCURED DEFAULTS AND REMEDIES.
10.1. Notice of Default and Opportunity to Cure.
If an Event of Default occurs on account of Company's failure to pay the License
Fee in accordance with Section 9.1 or failure to complete construction of the Pipeline in
accordance with Section 9.5, such Event of Default shall be deemed an Uncured Default
Natural Gas Pipeline License Agreement-Edgecliff to Crowley -Fee Page 14 of 20
EDCR-37.01
and the City shall have the right to terminate this Agreement immediately upon provision
of written notice to Company. If an Event of Default occurs for a reason other than for
failure to pay the License Fee, the City shall provide Company with written notice and
shall give Company the opportunity to cure such Event of Default. For an Event of
Default which can be cured by the immediate payment of money to the City, Company
shall have thirty (30) days from the date it receives written notice from the City to cure
the Event of Default. For any other Event of Default, Company shall have sixty (60)
days from the date it receives written notice from the City to cure the Event of Default If
any Event of Default is not cured within the time period specified herein, such Event of
Default shall, without further notice from the City, become an "Uncured Default" and
the City immediately may exercise the remedies provided in Section 10.2.
10.2. Remedies for Uncured Defaults.
Upon the occurrence of an Uncured Default the City shall be entitled to exercise,
at the same time or at different times, any of the following remedies, all of which shall be
cumulative of and without limitation to any other rights or remedies the City may have:
10.2.1. Termination of Agreement.
Upon the occurrence of an Uncured Default, the City may teitninate this
Agreement. Upon such termination, Company shall forfeit all rights granted to it
under this Agreement, and, except as to Company's unperformed obligations and
existing liabilities as of the date of termination, this Agreement shall
automatically be deemed null and void and shall have no further force or effect.
Company shall remain obligated to pay and the City shall retain the right to
receive License Fees and any other payments due up to the date of termination.
Company shall remove the Pipeline from and restore the City Property as and
when requested by the City. The City's right to terminate this Agreement under
this Section 10.2.1 does not and shall not be construed to constitute any kind of
limitation on the City's right to terminate this Agreement for other reasons as
provided by and in accordance with this Agreement; provided, however, that
Company may not abandon the Pipeline without the approval of the Commission
or successor agency or other regulatory authority with jurisdiction, if such action
without such approval is prohibited at the time by applicable federal or state law
or regulation.
10.2.2. Legal Action Against Company.
Upon the occurrence of an Uncured Default, the City may commence
against Company an action at law for monetary damages or in equity, for
injunctive relief or specific performance of any of the provisions of this
Agreement which, as a matter of equity, are specifically enforceable.
Natural Gas Pipeline License Agreement-Edgecliff to Crowley -Fee Page 15 of 20
EDCR-37.01
11. PROVISION OF INFORMATION
11.1. Filings with the Commission.
Company shall provide upon request copies to the City of all documents which
Company files with or sends to the Commission concerning or related to its
transportation of Gas through or other operations in the City, including, but not limited
to, filings related to (i) tariffs; (ii) rules, regulations and policies requested, under
consideration or approved by the Commission; and (iii) applications and any supporting
pre -filed testimony and exhibits filed by Company or third parties on behalf of Company,
on the same date as such filings are made with the Commission. In addition Company
shall provide the City upon request with copies of records, documents and other filings
that Company is required to maintain or supply to the Commission under any applicable
state or federal law rule or regulation concerning or related to its transportation of Gas
through or other operations in the City.
11.2. Lawsuits.
Company shall provide the City with copies of all pleadings in all lawsuits to
which Company is a party and that pertain to the granting of this Agreement and/or the
transportation of Gas through the City within thirty (30) days of Company's receipt of
same.
12. COMPANY AS INDEPENDENT CONTRACTOR.
It is expressly understood and agreed that Company shall operate as an independent
contractor as to all rights and privileges granted by this Agreement, and not as an agent,
representative or employee of the City. Company shall have the exclusive right to control
the details of its business and other operations necessary or appurtenant to the transportation
of Gas in accordance with the terms and conditions of this Agreement, and shall be solely
responsible for the acts and omissions of its officers, agents, servants, employees,
contractors and subcontractors. Company acknowledges that the doctrine of respondent
superior shall not apply as between the City and Company, its officers, agents, employees,
contractors and subcontractors. Company further agrees that nothing herein shall be
construed as the creation of a partnership or joint enterprise between the City and Company.
13. ASSIGNMENT PROHIBITED.
Company may not assign or otherwise transfer any of its rights or obligations under
this Agreement unless specifically authorized in writing by the City, which authorization
shall not be unreasonably withheld* provided, however that Company may make such an
assignment of its rights to an affiliated company without the consent of City, provided, that
upon such assignment, Company shall notify City within sixty (60) days of said
assignment An `affiliated company' shall mean any parent, subsidiary or sister company or
Natural Gas Pipeline License Agreement-Edgecliff to Crowley -Fee Page 16 of 20
EDCR-37.01
other legal entity that controls, is controlled by, or is under common control with Company.
For purposes of this clause, `control' means direct or indirect ownership of fifty percent
(50%) or more of the voting rights of the subject entity. Notwithstanding such an
assignment to an affiliated company, Company shall remain liable to City for any failure to
perform hereunder by the affiliated assignee, and this provision shall thereafter be applicable
to Company and such affiliated assignee.
14. NOTICES.
Notices required pursuant to the provisions of this Agreement shall be conclusively
determined to have been delivered when (i) hand -delivered to the other party, its agents,
employees, servants or representatives, or (ii) received by the other party by United States
Mail, postage prepaid, return receipt requested, addressed as follows:
To THE CITY:
City of Fort Worth
Gas Lease Program, Land Agent
1000 Throckmorton
Fort Worth, TX 76102
with a copy to:
City of Fort Worth
Department of Law
Attn Attorney for Real Property
1000 Throckmorton
15. NON-DISCRIMINATION COVENANT.
To COMPANY:
Texas Midstream Gas Services, L L C
Mr Dave Johns
Manager, Property Rights
100 Energy Way
Fort Worth, Texas 76102
with a copy to:
Texas Midstream Gas Services, L L C
C T Corporation System
350 North St. Paul Street
Dallas, TX 75201
Company shall not discriminate against any person on the basis of race, color,
national origin, religion, handicap, sex, sexual orientation or familial status in the receipt of
benefits from Company's business operations, in any opportunities for employment with
Company or in the construction or installation of the Pipeline.
16. NO WAIVER.
The failure of the City to insist upon the performance of any term or provision of
this Agreement or to exercise any rights that the City may have, either under this Agreement
or the law, shall not constitute a waiver of the City's right to insist upon appropriate
performance or to assert any such right on any future occasion.
Natural Gas Pipeline License Agreement-Edgecliff to Crowley -Fee Page 17 of 20
EDCR-37.01
17. GOVERNING LAW AND VENUE.
This Agreement shall be construed pursuant to and in accordance with the laws of
the United States of America and the State of Texas. If any action, whether real or asserted,
at law or in equity, arise out of the teals of this Agreement, Company's transportation of
Natural Gas or Company's use of the City Property, venue for such action shall lie
exclusively in state courts located in Tarrant County, Texas or the United States District
Court for the Northern District of Texas, Fort Worth Division.
18. CONFERENCES.
At the request of either the City or Company, the City and Company shall meet at
reasonable times and upon reasonable notice to discuss any aspect of this Agreement,
Company's Pipeline, Company's operations in the City, Company's transportation of
Natural Gas or Company's use of the City Property.
19. SEVERABILITY.
If any provision of this Agreement is held to be invalid, illegal or unenforceable by a
final order entered by a court of competent jurisdiction, the validity, legality and
enforceability of the remaining provisions shall not in any way be affected or impaired. For
purposes of this Agreement, a court order shall be final only to the extent that all available
legal rights and remedies pertaining to such order, including, without limitation all available
appeals, have been exhausted In such an event, the City and Company agree that they shall
amend or have amended this Agreement to comply with such fmal order entered by a court
of competent jurisdiction.
20. FORCE MAJEURE.
In the event Company's performance of any of the terms conditions or obligations
required by this Agreement is prevented by a cause or event that is not within Company's
reasonable control, Company's non-performance shall be deemed excused for the period of
such inability. Causes or events that are not within the Company's control shall include, but
not be limited to, acts of God, strikes, sabotage, riots or civil disturbances, failure or loss of
utilities, explosions and natural disasters.
21. HEADINGS NOT CONTROLLING.
Headings and titles, other than those captions in Section 1, that are used in this
Agreement are for reference purposes only and shall not be deemed a part of this
Agreement.
Natural Gas Pipeline License Agreement-Edgecliff to Crowley -Fee Page 18 of 20
EDCR-37.01
22. ENTIRETY OF AGREEMENT.
This Agreement, including the schedule of exhibits attached hereto and any
documents incorporated herein by reference, contains the entire understanding and
agreement between the City and Company as to the matters contained herein. Any prior or
contemporaneous oral or written agreement is hereby declared null and void to the extent in
conflict with the terms and conditions of this Agreement. This Agreement shall not be
amended unless agreed to in writing by both parties and approved by the City Council of the
City.
EXECUTED as of the later date below:
CITY OF FORT WORTH: TEXAS MIDSTREAM GAS SERVICES L.L.C.
By:
Assistant City Manager
Date: 3 )(I
C
14'n�
2,1.2
ager, Property Rights
Date: /%� 7 mil/
APPROVED AS TO FORM AND LEGALITY:
B LIAAtt 0A/4
Assistant City Attorney
M&C:
Attested by:
•
Marty Hendrix, Secretaiy
Natural Gas Pipeline License Agreement-Edgecliff to Crowley -Fee
EDCR-37.0 1
,4 *On
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ktaaatistiswetn
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
Page 19 of 20
ACKNOWLEDGEMENTS
THE STATE OF TEXAS
COUNTY OF TARRANT
BEFORE ME, the undersigned, a Notary Public, on this day personally appeared Fernando Costa,
Assistant City Manager, of the City of Fort Worth, a home -rule municipal corporation of the State of
Texas, known to me to be the person whose name is subscribed to the foregoing instrument and, that (s)he
has executed the same for the purposes and consideration therein expressed.
GIVEN UNDER MY HAND AND SEAL OF OFFICE this 5 day of ,2011.
[SEAL]
711171,141
414-ed Notary Public in and for the
State of Texas
AID nit IaN�F1
Print Name of Notary Public Here
THE STATE OF TEXAS
COUNTY OF TARRANT
My Commission Expires:
• v
EVONIA DANIELS
MY COMMISSION EXPIRES
July 10, 2013
BEFORE ME, the undersigned, a Notary Public, on this day personally appeared
Dave Johns, Manager, Property Rights, on behalf of Texas Midstream Gas Services L.L.C., an
Oklahoma limited liability company, known to me to be the person whose name is subscribed to the
foregoing instrument and, that he has executed the same for the purposes and consideration therein
expressed.
GIVEN UNDER MY HAND AND SEAL OF OFFICE this N day of
[SEAL]
_,
'+lit JEANETTE MICHELLE HILL
•` �' Notary Public, State of Texas
•a My Commission Expires
February 21, 2015
�\ 1,.2 Notary Public in and for the
State of Texas
Sen.:0 se,.. fxs, e c‘,.\s
Print Name of Notary Public Here
Mae ,C(1.k\ .2011
My Commission Expires:
Natural Gas Pipeline License Agreement-Edgecliff to Crowley -Fee Page 20 of 20
EDCR-3 7.01
EXHIBIT "B"
Chesapeake Midstream Partners Page 1
Chesapeake
MIDSTREAMARTNERS
January 17, 2011
Harvey Stockman
Barnett Shale Manager— Midstream Operations
Mr. Ron Gafford
President of the Board, Hallmark —Camelot —Highland Terrace Neighborhood Association
1829 Heidelberg Drive
Fort Worth, TX 76134
Via email: aaffords &isbcalobal.net
Dear Mr. Gafford:
Re: Monday, December 6, 2010 Meeting Question Responses
Thank you for your recent invitation to discuss our proposed construction of a 24" pipeline
connecting our Edgecliff Compressor Facility to our Sycamore Compressor Facility and
new area well pads. Chesapeake Midstream Partners appreciates the opportunity to
interact with your neighborhoods' residents and to respond to questions from the
community
We have included responses to the questions from your December 8, 2010 email below.
1. We heard that the gas is 'wet' gas - yet all the communications up to now is
that this gas is 'dry' gas. Which Is it?
This pipeline will transport water -saturated dry gas that is typical of the gas
Chesapeake produces in Tarrant, eastern Johnson and western Dallas
Counties. The gas is virtually all methane and contains little to no liquid
hydrocarbons such as those commonly found in "wet" gas which may include
benzene or other chemical compounds.
EXHIBIT "B"
Chesapeake Midstream Partners Page 2
2. What are the risk factors of 'wet' gas over 'dry' gas?
There is no difference in the risk associated in the transport of wet gas over dry
gas given that appropriate operations and maintenance practices are followed.
Chesapeake Midstream Partners applies appropriate technology monitoring, and
operations and maintenance practices based on the product transported in a
pipeline.
3. Do you share your 'emergency' plans with the FW police and fire
departments?
Yes, Chesapeake maintains written emergency procedures in accordance with
City of Fort Worth ordinances, the regulations of both the Railroad Commission
of Texas and the U.S Department of Transportation and we provide these
procedures to the above -mentioned agencies upon request. Additionally, we
engage City of Fort Worth police and fire departments and Tarrant County
Sheriffs Department emergency officials annually as part of our Damage
Prevention Program.
4. You stated that each section of pipeline is separated by a valve. Is this an
automatic shutoff valve in case of a line rupture or break?
Our pipelines are segmented by valves to provide access for maintenance and
construction, operational flexibility, and rapid isolation in the event of an
emergency.
We install remotely controlled valves at system -to -system interconnects with
other gas company facilities The remainder of our pipelines are equipped with
manually operated valves.
All Chesapeake Midstream Partners' pipeline and compressor facilities and all
Chesapeake Energy well pads are equipped with protective shutdown devices
and are monitored 24 hours a day by our Gas Control Department and
Operations Center.
5. Please provide a map with the proposed route clearly marked. Also, on
this map include the other gathering and transmission gas pipelines that
currently exist.
A hard copy of the map and a copy of the map on a compact disc are attached.
EXHIBIT "B"
Chesapeake Midstream Partners Page 3
6. Please provide information about the pipeline (size, maximum pressure,
operating pressure, etc.).
Our pipeline will be constructed of 24" diameter piping with a 0.375" wall
thickness made of steel with a yield strength of 65,000 pounds per square inch
manufactured and subject to quality control in accordance with the American
Petroleum institute Specification for Line Pipe 5L. The piping is coated with a
factory applied epoxy external coating. The piping to be installed by horizontal
directional drilling is coated with a second factory applied abrasion resistant
epoxy overcoating.
The piping will have a design pressure of 715 PSIG utilizing a Class 4 (0.4)
design factor, a Maximum Allowable Operating Pressure of 500 PSIG, and a
normal maximum operating pressure of approximately 250 PSIG At this normal
maximum operating pressure, the piping will be operated at just over 12% of its
full strength
Please note that Chesapeake utilizes a Class 4 (0.4) design factor which
exceeds the regulatory required Class 3 (0.5) design factor.
7. Please provide information about pipeline maintenance. if federal or state
law controls this maintenance, please provide a copy of those laws and
regulations. If those laws and regulations are lax (i.e. once yearly
maintenance), please provide 'a plan to maintain more proactively (once a
month, once a quarter, etc.). If maintenance is needed, please provide a
typical description of what that maintenance would be. (I.E. when would
excavation be required, what maintenance can be done in the pigging
process, etc.).
This pipeline is subject to regulation by the Railroad Commission of Texas and
the Texas Commission on Environmental Quality. The primary regulator is the
Railroad Commission. Additionally, City of Fort Worth ordinance requirements
apply to the pipeline.
The highly detailed regulations that apply to our pipelines are contained within
C F R. 49: Part 192—TRANSPORTATION OF NATURAL AND OTHER GAS BY
PIPELINE: MINIMUM FEDERAL SAFETY STANDARDS Chesapeake
Midstream Partners' operations and maintenance procedures are based on and
meet or exceed these regulations.
A hard copy of the regulations is enclosed. To access an electronic copy of the
most recent version of the regulations please go to www.phmsa dot.aov.
EXHIBIT "B"
Chesapeake Midstream Partners Page 4
We welcome the opportunity to meet with the Association to review the content of
our procedures and answer specific questions pertaining to our procedures.
At a minimum, Chesapeake Midstream Partners' pipeline operations and
maintenance will include:
1. Continuous pressure monitoring by our 24-hour Gas Control
Department
2. Quarterly patrols
3. Quarterly leak surveys
4. Annual cathodic protection monitoring
5. Annual atmospheric corrosion inspection of aboveground pipeline
equipment
6. Maintenance of any gates utilized to access the pipeline's
easement
7. Maintenance of any security fencing and/or pipe guards enclosing
the pipeline's above ground equipment
8. Quarterly maintenance pigging
9. Seasonal vegetation control
10. Continual post -construction erosion control
11. Continuous application of Damage Prevention measures including
prompt One Call responses via a dedicated and specially trained
Line Locate staff, investigation of any unreported construction or
landscaping activity occurring on or near the pipeline, and continual
pipeline marker maintenance
12. Timely responses to landowner and resident inquiries
13. Scheduled and un-scheduled regulatory agency inspections
14. Semi-annual internal corrosion control monitoring
15. Annual valve inspections and maintenance
16. Annual pressure control equipment inspections and tests
17. Regular pipeline assessment measures
18. Annual population density surveys
In the unlikely event that maintenance -related excavation of the pipeline is
required, Chesapeake will adhere to applicable City of Fort Worth ordinance
requirements and provide written notification to all businesses and residents
within 500' of the pipeline a minimum of five days prior to the excavation.
8. It is our desire that the pipeline be maintained well if it is located in our
neighborhood. The city should provide a plan to oversee the maintenance
and place a log on the city website so that all residents can see what is
happening.
Our above described operations and maintenance practices should demonstrate
our shared interest in the careful and thorough maintenance and safe operations
EXHIBIT "B"
Chesapeake Midstream Partners Page 5
of the proposed pipeline and all of our facilities, and we will gladly meet with City
officials to discuss this suggestion at the request of the City officials.
9. Please provide a PLR for the pipeline.
The calculated Potential impact Radius (PiR) for this pipeline is approximately
370 feet.
Please note that a PR is an estimate based on a very basic calculation that only
considers a factor for natural gas, a pipeline's diameter, and a pipeline's
Maximum Allowable Operating pressure and does not consider the following
pertinent factors that should significantly minimize the likelihood of a pipeline
incident and any resulting effects
o the pipeline s planned 40' depth of cover in the area nearest to residences
o the 250 PSIG actual maximum operating pressure of the pipeline versus
its 500 PSIG Maximum Allowable Operating Pressure and 715 PSIG
design pressure
o the use of a Corrosion Allowance in the piping selection
o the exclusion of the Corrosion Allowance in the calculation of the 715
PSiG design pressure
o the use of a Class 4 (0.4) design factor
o Chesapeake Midstream Partners' increased inspection and maintenance
frequencies
Please note that Chesapeake Midstream Partners and other gathering,
distribution, and transmission pipeline operators have installed hundreds of miles
of pipeline of various sizes and operating pressures within the City of Fort Worth
that have provide for the safe transportation of natural gas.
Also, within a city, our homes are surrounded by busy highways, air, truck, and
rail transport of a variety of materials, and natural gas, electric, and municipal
utilities. As per my statement in our December 6th meeting, please consider the
fact that the likelihood of an incident occurring at any single specific point along a
pipeline is extremely low.
10. Please provide a plan to replace the greenbelt that will necessarily be
destroyed to place the pipeline. Also, the city should make available on its
website a copy of the environmental study that will need to be done since
this pipeline will disrupt an existing waterway.
The greenbelt vegetation should not be significantly disturbed as the majority of
our pipeline installation area to the west of your neighborhood and all waterway
crossings will be installed via a horizontal directional drill. Impact from the
EXHIBIT "B"
Chesapeake Midstream Partners Page 6
horizontal directional drill will include entry and exit excavations at the beginning
and end of the drill and minimal foot and vehicular traffic along the drill's path
related to monitoring the horizontal directional drilling progress as allowed by
existing vegetation or terrain.
Temporary sound enclosures will be installed around all stationary horizontal
directional drilling equipment.
A section north of Hallmark Park and south of the residences closest to the
pipeline will be installed via a trench to a minimum depth of cover of four feet.
The land in the trenched area will be restored as nearly as possible to its
previous condition as per the legally binding agreement between Texas
Midstream Gas Services and the involved property owner.
For clarity, graphics depicting horizontal directional drill and trench pipeline
installation methods are attached.
The provided map depicts our trenched and horizontal directional drilling sections
and the horizontal directional drilling entry and exit excavations
A detailed Environmental Report including data forms, photos cultural reports,
and a map all indicating all identified environmental features including waterways
and wetlands was completed for the entire pipeline route. The report was
prepared to meet internal Chesapeake Midstream Partners requirements as part
of the pipeline's routing and design process and is not available on a City
website. Due to the technical nature of the report, we will be glad to meet with
the Association to review the report's content and answer specific questions
pertaining to the report.
11. Please provide a plan to insure the homeowners within the PiR for loss of
existing structures, land use, and loss of life if there should be an incident.
Chesapeake Midstream Partners and all safety sensitive industry operators
develop and maintain emergency response and contingency plans that are
exercised in the event of an incident.
In the highly unlikely event of an incident for which Chesapeake Midstream
Partners is responsible, we will reimburse impacted landowners for identified
damage caused by such an event.
Customarily, depending on the incident, providing lodging, meals, and
reasonable and verifiable out of pocket expenses to all impacted residents
evacuated is standard. We will meet with each homeowner individually and
assess each property to determine the exact extent of any damage when arriving
at a reimbursement amount.
EXHIBIT "B"
Chesapeake Midstream Partners Page 7
We carry insurance coverage with limits customary to our industry. However, our
response to the impacted residents does not rely on the existence of insurance
coverage, and we will appropriately respond to the impacted residents regardless
of the existence of insurance coverage.
12.If the long-term plan includes additional pipelines on this route, please
include that information (estimated construction dates, size, pressure,
etc.)
There are currently no plans for an additional pipeline to follow this pipeline's
route.
There are plans to connect new well pad gathering pipelines to the proposed
pipeline south and north of the Neighborhood. The construction of the well pad
gathering pipelines' connections is planned to be concurrently performed with the
proposed pipeline's installation.
13. Please provide a plan to insure that in any future sale of the pipeline
company or its assets that the buyer will be bound by the agreements
reached with the City of Fort Worth and the Association.
Any future operator of the proposed pipeline will be obligated to comply with the
same city, state and federal regulatory obligations as Chesapeake Midstream
Partners, and will be bound by all existing agreements and contracts including
statements contained in this and any other correspondence provided to your
Association.
14.Our members have asked this question. 'What benefits will this pipeline
bring to our neighborhood?' Please provide a list of these benefits.
Neighborhood residents will benefit from substantial easement and license fees
paid to the City of Fort Worth that will contribute to the city's operating budget
and infrastructure.
The Hallmark Youth Association has received substantial easement payments.
It is not uncommon for neighbors everywhere to provide easements for
electricity telephone cable, natural gas, water, and sewage easements so that
their neighbors can enjoy these services.
EXHIBIT "B"
Chesapeake Midstream Partners Page 8
Everyone will benefit from the ability to develop our domestic natural resources
and provide clean -burning natural gas and lessen our dependence on foreign
energy sources.
Please be assured that Chesapeake Midstream Partner takes great pride in the
construction, and safe operations and maintenance of all of our facilities, and that we place
the highest value on protecting the public and the environment
The length of this letter and the time and effort spent in its preparation represent our
sincere interest in providing detailed and complete responses to your questions. We're
available to meet with you and your neighborhoods residents to answer any other
questions, or to elaborate on the above responses.
Please don't hesitate to contact Holli Strong at 817-502-5690 or via email at
holli stronq(ct�chk.com or me if you have any questions.
Sincerely,
Harvey Stockman
cc: Jungus Jordan, City of Fort Worth Councilman
Sarah Fulienwider City of Fort Worth Assistant City Attorney
Rick Trice, City of Fort Worth Gas Well Inspector
Libby Willis Fort Worth League of Neighborhoods
Charles Washington Vice President of the Board, Hallmark —Camelot —Highland
Terrace Neighborhood Association
Steve Epstein, Board Member, Hallmark —Camelot —Highland Terrace
Neighborhood Association
Holli Strong, Chesapeake Energy Corp.
EXHIBIT "B"
Chesapeake Midstream Partners Page 9
Chesapeake Midstream Partners, L.P.
100 Energy Way • Fort Worth, Texas 76102 Direct 817-502-5628 • harvey.stockman@chk.com
A trenching machine or track hoe
creates a path for the pipeline
within the easement.
v.w..ji•i.•w
•
Piping is welded together, inspected,
and installed in the trench. The
trench is filled, and the surface area
is restored.
Horizontal Directional Drill MethodhesaTige
•
A horizontal directional drilling
(HDD) unit creates a path for the
pipeline within the easement.
Specially coated piping is welded
together, inspected, and pulled
back through the path.
M&C Review
Page 1 of 2
DATE
CODE: L
SUBJECT:
COUNCIL ACTION: Approved on 1/25/2011
CONTINUED FROM A PREVIOUS WEEK
11/9/2010 REFERENCE L-15098
NO.:
TYPE, NON -
CONSENT
LOG NAME
PUBLIC
HEARING:
Official site of the City of Fort Worth, Texas
FORT WORTH
062050 UNDERGROUND
P IPELINE TRIMBLE
N O
Authorize Execution of an Underground Pipeline License Agreement with Texas Midstream
Gas Services, L.L.C. in the Amount of $33 927.41 for a 24-Inch Natural Gas Pipeline
Across City -Owned Property Situated in the G. Herrera Survey, A-2027 and Located West
of Trimble Drive and North of Sheffield Drive (COUNCIL DISTRICT 6)
RECOMMENDATION:
It is recommended that the City Council authorize the execution of an Underground Pipeline License
Agreement with Texas Midstream Gas Services, L.L.C. for a 24-inch Natural Gas Pipeline Across
City -owned Property situated in the G. Herrera Survey, A-2027 and located West of Tumble Drive
and north of Sheffield Drive in the amount of $33,927.41 for a term of 20 years.
DISCUSSION:
The City has been approached by representatives of Texas Midstream Gas Services, L.L.C.
requesting an underground pipeline license agreement across a portion of City -owned property in the
G. Herrera Survey, A-2027 and located West of Trimble Drive and north of Sheffield Drive The
proposed alignment will allow for a total of 725.72 linear feet of 24-inch diameter natural gas pipeline
within a 25-foot wide strip of land across the property (.4165 acres more or Tess) for a term of 20
years. Texas Midstream Gas Services, L L.C. has agreed to pay the standard fee of $46.75 per linear
foot of pipeline for the use of the property for a term of 20 years for a total cost of $33,927.41.
Revenues received from this project will be administered in accordance with the current Financial
Management Policy
Texas Midstream Gas Services, L.L.C. will be responsible for repairing and restoring any damage to
the strip of land or surrounding property resulting from the construction of the pipeline.
The property is located in COUNCIL DISTRICT 6 Mapsco 104D.
FISCAL INFORMATION/CERTIFICATION:
The Financial Management Services Director certifies that the Planning and Development
Department is responsible for the collection and deposit of funds due the City.
TO Fund/Account/Centers
GC10 446300 006060001000 $16,963.71
T127 446300 006127099901 $16.963.70
FROM Fund/Account/Centers
S ubmitted for City Manager's Office bv: Fernando Costa (6122)
O riginating Department Head: Randle Harwood (6101)
http://apps.cfwnet org/couneil_packet/me_review.asp?ID=14401&couneildate=1/25/2011
3/11/2011
M&C Review Page 2 of 2
Additional Information Contact:
ATTACHMENTS
062050 MC N Sheffield.pdf
Jean Petr (8367)
D. J. Harrell (8032)
http://apps.cfwnet.org/councilpacket/mc review.asp?ID=14401&councildate=1/25/2011 3/11/2011
1
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PO 11 D S I R ErA M
GAS SERVICES
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April 20, 2010
J, Michael Slice
Chief Executive Officer
I, J. Michael Stice, as Chief Executive Officer of Texas Midstream Gas Services, L.I_... C:• ("TMGS")
hereby authorize Dave Johns , Managert-Midstream Property Rights, the limited right to sign
documents binding TWIGS, as further described below:
Such designated signature authority is limited to the documents set out below and shall not exceed
a stated contractual fee amount in excess of $75,000.00 per document. Such authorization
includes:
(1) injunction bonds;
(2) permission to survey agreements, which may also be referred to as licenses,
(3) road use and other forms of license agreements;
(4) permits; and
(5) other miscellaneous documents, to include agreements necessary to obtain
permits, but excluding documents that effect a conveyance in real property.
Third parties may rely on a facsimile or copy of this document to the same degree as if it was the
original.
THE STATE OF OKLAHOMA
COUNTY OF OKLAH1OM11MA
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(4,4))
J. Michael €tice,
Chief Executive Officer
T o e me on the _ 9-,)!/ dahrs rnstr ur-nent was acknowledged bet rtcY of April, 2010 by J. __�,
Michael Stice, Chief Executive Officer of Texas Midstream Gas Services, LL.C., an Oklahoma
limited liability company, on behalf of said company.
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Authorize Execution of Underground
Pipeline License Agreement with
Texas tvlidstrearn Gas Service, LLC
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475 960 1,900 FeePETAIL SHOWING THE PROJECT LOCATION
(NOT TO SCALE)
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EXHIBIT "A"
TARRANT COUNTY, TEXAS
PROPERTY DESCRIPTION OF LICENSE AGREEMENT
BEING a 20 foot wide license agreement and containing 0.333 acres of
being situated in the G.-errera Survey Abstract \lumber, 2027, City of
Worth, Tarrant County, Texas anc being a portion of a tract of land
describec as a Drainage right—of—way to City of Fort Wortn on plat of
Hallmar< Acdition, recorded in Volume 388-30, page 289 Deed Recores
Tarrant County, Texas (D.P.T.C.T), said 0.3332 acre tract beinc more
particularly described by metes and bounds as held on the ground as
fo lows:
and,
Fort
of
COMMENCING at a 5/8 inch iron rod found for the southeast corner of a
tract of land described in deec to CHISOV Vanagement, Inc. recorded in
instrument number D197017972 of saic deed records, said corner beinc on
the northern ine of a tract of and cescribec in deed to Texas Electric
Service Company, recorded in Volume 2758, Pace 331 of saic deed records;
THENCE North 84'13'24" West, along the common south line of saic CHISCV
tract and the north line of said Texas Electric Service tract, a distance of
61.36 feet to a point for corner, said corner being the common southwest
corner of said C-ISCM tract and the northwest corner of said Texas Electric
Service tract and beinc on the east Hcnt—of—way ine of IV &T. Railroad
(200' POW);
THENCE South 16°09'08" West, along the common east ine of saic N.K.&T.
Railroad right—of—way and the west line of said Texas Electric Service Tract,
a cistance of 85.36 feet to the common northwest corner of said City of
Fort Worth tract and the southwest corner of said Texas Electric Service
tract;
THENCE South 8413'24" East, leaving the east line of said N K.&T. Railroac
right—of—way continuing a ong the common north line of said City of Fort
tract and the south line of said said Texas Electric Service tract, a distance
of 5.08 feet to the POINT OF BEGINNING;
THENCE South 84°13'24" East, continuing a
of 20.33 feet to a point for corner;
THENCE departing said common line, over and across said City of
tract, the following courses and distances:
4 9/21/10 DAM
3 7/28/09 JF
2 1/22/09 JF
1 1/19/09 JF
REV. DATE BY
PROJECT NO.
one said common line, a distance
Fort Worth
South 16°09'08" West, a distance of 87.19 feet to a point beinc the
beginninc of a tancent curve to the left
Along saic tangent curve to the left, having a radius of 3,694.72 feet,
a delta angle of C9°54'C9", a chord that bears South 11°12'04'. West,
a distance of 637.77 feet, and an arc length of 638.56 feet to a point
being on the common south line of said City of Fort Worth tract and
the \orth richt—of—way line of Sheffield Drive, as depicted on saic plat
of Hallmar< Addition;
CHANGE LICENSE AGREEMENT WIDTH
CHANGE LICENSE AGREEMENT WIDTH
CHANGE LICENSE AGREEMENT WORDING
LICENSE AGREEMENT WORDING
DESCRIPTION
EDGECLIFF TO CROWLEY 24"
TLJ
MCW
MCW
MCW
CHK.
LAME -STAR ENGINEERING, L.P.,
5700 W. PLANO PARKWAY #1000, PLANO, TX. 75093
214-440-3600
FORT WORTH
DRAWN BY: RS
CHECKED BY: MCW
tex
PAGE 1 OF 3
S MIDSTREAM
GAS
PROPOSED P PELINE CROSSING THE PROPERTY OF
CITY OF FORT WORTH
TARRANT COUNTY
DATE: 09/29/08
DATE: 09/29/08
APR:
DWG. NO.
TX-TARR-EDCR-037.01
TEXAS
REV.
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EXHIBIT "A"
TARRANT COUNTY, TEXAS
4
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THENCE North 84°08'36" West, along the common south line of said City of
Fort Worth tract and the common north right—of—way line of said Sheffield
Drive, a distance of 20.00 feet to a point for corner, said corner being
South 84°08'36" East a distance of 5 00' from the southwest corner of said
City of Fort Worth tract and also being the beginning of a non —tangent
curve to the right;
THENCE along said non —tangent curve to the right, 5.00 feet from and
parallel to the common west line of said City of Fort Worth tract and the
east right—of—way of said M.,.BcT Railroad, having a radius of 3,714.72 feet,
a delta angle of 09°54'17", a chord that bears North 11°12'00" East, a
distance of 641.35 feet, and an arc length of 64215 feet to a point,
THENCE North 16'09'08" East, continuing along said line, a distance of 83.53
feet to the POINT OF BEGINNING and containing 0.333 acres of land, more
or less.
Bearing based on Texas State Plane Coordinate System NAD 83, North
Central Zone, Derived from GPS Observations.
9/21/10
7/28/09
1/22/09
DAM
JF
JF
1/19/09 JF
REV. DATE BY
PROJECT NO.
CHANGE LICENSE AGREEMENT WIDTH
CHANGE LICENSE AGREEMENT WIDTH
CHANGE LICENSE AGREEMENT WORDING
LICENSE AGREEMENT WORDING
DESCRIPTION
TLJ
MCW
MCW
MCW
CHK.
EDGECLIFF TO CROWLEY 24"
LAMB —STAR ENGINEERING, L.P.,
5700 W. PLANO PARKWAY #1000, PLANO, TX. 75093
214— 440— 3600
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REGISTERED PROFESSIONAL SURVEYOR a)
NO. 5461
BEARINGS BASED ON TEXAS STATE PLANE
COORDINATE SYSTEM NAD 83, NORTH CENTRAL ZONE,
DERIVED FROM GPS OBSERVATIONS.
tex
PAGE 2 OF 3
SMIDSTREAM
GAS SERVICES
PROPOSED PIPELINE CROSSING THE PROPERTY OF
CITY OF FORT WORTH
FORT WORTH
DRAWN BY: RS
CHECKED BY: MCW
TARRANT COUNTY
DATE: 09/29/08 DWG. NO.
DATE: 09/29/08
APP.:
TX—TARR—EDCR-037.01
TEXAS
REV.
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D197017972
1 EDCR-041.00
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I ( EDCR-037.00.01 RD )
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SHEFFIELD DRIVE
TEXAS ELECTRIC
c7
TOTAL LINEAR FEET: 725.72'
PERMANENT ESMT. 0.333 ACRES
TITLE INFORMATION PROVIDED BY TEXAS MIDSTREAM GAS
GAS SERVICES, L.L.C.
4 9/21/10 DAM
3 7/28/09 JF
2 1/22/09 JF
1/19/09 JF
DATE BY
PROJECT NO.
CHANGE LICENSE AGREEMENT WIDTH TLJ
CHANGE LICENSE AGREEMENT WIDTH MCW
CHANGE LICENSE AGREEMENT WORDING MCW
LICENSE AGREEMENT WORDING MCW
DESCRIPTION CHK.
EDGECLIFF TO CROWLEY 24"
LAMB -STAR ENGINEERING, L.P.,
5700 W PLANO PARKWAY #1000, PLANO, TX. 75093
214- 440- 3600
FORT WORTH
DRAWN BY: RS
CHECKED BY: MCW
1" = 100'
1-
DETAIL "A"
NOT TO SCALE
LEGEND
PROPOSED PIPELINE
PERMANENT EASEMENT
uCENSE AGREEMENT
OHE OVERHEAD ELECTRIC
CENTERLINE CREEK/DITCH
UGEUNDERGROUND ELECTRIC
GAS- EXISTING GAS LINE
EXISTING EASEMENT
SIGN
POWER POLE
X EXISTING FENCE
W EXISTING WATER LINE
ss EXISTING SAN, SEWER
T EXISTING TELEPHONE
FO EXISTING FIBER OPTIC
s EXISTING STORM SEWER
EXISTING RAILROAD
CENTERLINE ROAD
R.O.W.
R PROPERTY LINE
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} MARK C. WILLIAMS
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R$(C. WILLIAMS
REGISTERED PROFESSIONAL SURVEYOR
NO. 5461
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BEARINGS BASED ON TEXAS STATE PLANE
COORDINATE SYSTEM NAD 83, NORTH CENTRAL ZONE,
DERIVED FROM GPS OBSERVATIONS. PAGE 3 OF 3
tex
MIDSTREAM
GAS SERVICES
PROPOSED PIPELINE CROSSING THE PROPERTY OF
CITY OF FORT WORTH
TARRANT COUNTY
DATE: 09/29/08 DWG. NO.
DATE: 09/29/08
APP.:
TX—TARR—EDCR-037.01
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