HomeMy WebLinkAboutContract 43101 SECRETARY .
OIL AND GAS LEASE CITY CONTRACT NO,
THE STATE OF TEXAS §
COUNTY OF TARRANT §
THIS AGREEMENT ("Lease") is made and entered into as of the date herein specified by and
between CITY OF FORT WORTH, a home rule municipal corporation rporation of the State of Texas located
within Tarrant,Denton, and Wise Counties, Texas, (hereinafter referr "referred to as "Lessor"), and,XTO Energy
Inc.(hereinafter referred to as "Lessee").
WITNESSETH:
1.
GRANTING CLAUSE
Lessor, in consideration of a cash bonus in hand aid, of the royalties p y herein provided, and of the
agreements of Lessee hereinafter contained, hereby grants, leases, and lets exclusively unto Lessee for the
sole purpose of investigating, exploring, drilling, operating, d
g p g, anproducing oil and/or gas from the land
leased hereunder,together with any liquid or gaseous substances produced in association with oil and gas,
the following described land situated in the Ci ty of Fort Worth Tex as described bed in Exhibit " "
attached
hereto(the "leased premises").
All mineral substances and mineral rights other than oil
g and gas hand all ether liquid or gaseous
minerals produced in association with oil or gas) are expressly y resew ed to Lessor and excepted from this
Lease. These reserved mineral rights include, but are not limited to, rights to lignite, coal and sulfur
not produced as a component of oil and gas.
For the purpose of determining the amount of any bonus or other a
p yment hereunder, said leased
premises shall be deemed to contain 0.7657 acres,whether actually containing g more v
2. OFFICIAL RECORD
CITY SECRETARY
PRIMARY TERM FT.
WORTH, Tx
Subject to the other provisions herein contained, this Lease shall be for o a term of two (2) years
from the date of the notarial acknowledgment of Lessor's execution
of this Instrument (hereinafter called
1
UIL AND GAS LEASE MARINE CREEK LAKE PARK
t
1 �
"primary term") and so long thereafter as oil, gas or other minerals granted herein are produced from the
leased premises or lands pooled therewith, in paying quantities, or operations are in progress thereon as
hereinafter provided,and the royalties are paid as provided herein. For the purposes of this lease,the term
"operations" means any of the following: drilling, testing, completing, reworking, recompleting,
deepening, plugging back, or repairing of a well in search for or in the endeavor to obtain production of
oil or gas, so long as such operations are carried out with due diligence with no cessation of more than
ninety(90)consecutive days.
3.
DELAY RENTALS
This is a paid-up lease and no delay rentals are due. Upon termination, Lessee shall prepare,
execute and deliver to Lessor a recordable release covering the leased premises in accordance with this
Lease. Lessee may at any time or times execute and deliver to Lessor, a release or releases of this Lease
as to all or any part of the leased premises, and thereby be relieved of all obligations as to the released
land or interest, except for the indemnification obligations described in Paragraph 16 and the plugging
obligations of this Lease.
4,
ROYALTIES
Lessee shall pay to Lessor the following royalties, which shall be free of all costs of any kind,
including, but not limited to, costs of gathering, production, transportation, treating, compression,
dehydration, processing, marketing, trucking or other expense, directly or indirectly incurred by Lessee,
whether as a direct charge or a reduced price or otherwise. In this regard, Lessee agrees to bear one
hundred percent (100%) of all costs and expenses incurred in rendering hydrocarbons produced on or
from the leased premises marketable and delivering the same into the purchaser's pipeline for immediate
transportation to an end user or storage facility. Additionally, said royalties shall never bear, either
directly or indirectly, under any circumstances, the costs or expenses (including depreciation) to
2
OIL,AND GAS LEASE-MARINE CREEK LAKE PARK
construct, repair, renovate or operate any pipeline, plant, or other facilities
or equipment used in
connection with the treating, separation, extraction, atherin processing,g g, p sing, refining, compression,
transporting, manufacturing or marketing of hydrocarbons roduced from
p the teased premises or lands
pooled therewith.
A. on oil, gas (including flared gas) and as casin head
g g together e
ther with any other liquid or
gaseous hydrocarbons recovered by Lease operations such as in drips ps or separators twenty-five
percent (25%) of the proceeds of the sale or of the market value thereof, whichever is higher. Such
proceeds of oil, gas and casinghead gas, together with an other liquid quid or gaseous hydrocarbons
recovered by Lease operations, is to be delivered free of cost at the well
or to the credit of the Lessor
into pipelines, gathering lines, barges or other facilities to which the wells and tanks on the property
may be connected. Lessor shall always have the right, at time g s any me and from time to time, upon
reasonable written notice to Lessee, to take Lessor's share of oil a
g s and processed liquids in kind.
Lessor may elect to take Lessor's gas in kind at the well or
at the point of delivery where Lessee
delivers Lessee's gas to any third party. If gas is rocessed Lessor sor may elect to take Lessor's share of
the residue gas attributable to production from the leased remi
p ses, at the same point of delivery where
Lessee receives its share of residue gas or has its share of residue
gas delivered to a third party. Lessor
may elect to have its royalty share of processed liquids stored in tanks ks at the plant or delivered into
pipelines on the same basis as Lessee's share of liquids is stored
q or delivered. Lessor shall reimburse
Lessee for all reasonable costs incurred by Lessee in installing, operating or maintaining additional
facilities necessary for Lessor's royalty gas and rocessed liquids p qu ds to be separately metered, accounted
for, and delivered to a third party, but Lessor shall not be charged for any expense in the production,
gathering, dehydration, separation, compression, transportation,p treatment, processing or storage of
Lessor's share of gas and processed liquids.
B. On products, twenty five percent (25%) of the oss market ket value or proceeds of sale
thereof, whichever is higher.
C. On residue gas or gas remaining after separation, extraction p � on or processing operations,
3
OIL,AND GAS LEASE-MARINE CREEK LAKE PARK
twenty five percent(25%)of the proceeds of sale or of the market value thereof,whichever is higher.
D. For purposes of this Paragraph 4, the term "market value" shall mean for gas and
products therefrom (i) the gross price at which gas or products therefrom are sold pursuant to a Gas
Contract, as defined below, that is ratified by Lessor according o Paragraph
g G below or (11) if not sold
pursuant to a Gas Contract, as defined below, ratified by Lessor and Lessee the highest g gross pace
reasonably obtainable for the quantity of gas or products available for sale through good faith
negotiations for gas or products produced from the leased premises at the place where such gas or
product is available for sale on the date of such a contract with rov
adequate provisions q p s for redetermination
of price at intervals of no less frequency than one (1)year to ensure that the r
p oduction is being sold for
no less than the current market price. Included within the definition of"Market
Value as used herein is
the presumption that Gas Contracts that are ratified by Lessor are arms-length g contracts with purchasers
who are not affiliates of Lessee. An "affiliate" includes, but is not limited to, parent company or a
subsidiary of Lessee, a corporation or other entity having common ownership with Lessee, a partner or
joint venturer of Lessee with respect to the ownership or operation of the processing plant, a corporation
or other entity in which Lessee owns a ten percent or greater interest or an y individual, corporation or
other entity that owns a ten percent or greater interest in Lessee. In no even "
t shall "market value ever
be less than the amount actually received by the Lessee for the sale of hydrocarbons.
y ocarbons.
E. This Lease is intended to cover only oil and gas, but some other substances (including
helium and sulphur) may be produced necessarily with and incidental to
the production of oil or gas
from the leased premises; and, in such event, this Lease shall also cover all
such other substances so
produced. On all such substances so produced under and b virtue of the terms s of this Lease, Lessor
shall receive a royalty of twenty five percent (25%) of all such substances so
produced and saved, same
to be delivered to Lessor, free of all costs; or, at Lessor's election', Lessor's twenty y five percent of
such substances shall be sold by Lessee with Lessee's portion of such substances
and at the same profit
realized by Lessee for its portion of such substances.
F. All royalties hereirnabove provided shall be payable in cash unless Lessor
( elects to take
4
OIL AND GAS LEASE- MARINE CREEK LAKE PARK
r
such royalty oil or gas in kind} to Lessor within ninety (90) days following the end of the month in
which the first commercial sale of production and thereafter no more than sixty (50) days after the end
of the month following the month during which production takes lace. Subject j ect to the provisions of
Paragraph 10 of this Lease concerning shut-in wells, royalties shall be aid to Lessor ssor by Lessee and/or
its assigns or by the product purchaser for oil and/or gas. Upon the failure of
p any party to pay Lessor
the royalty as provided in this paragraph, Lessor may, at Lessor's option, elect
p to terminate this Lease by
sending written notice to Lessee. Lessee shall then have thirty Y (30) days from the date of service of
such written notice in which to avoid termination of this Lease b making g or causing to be made the
proper royalty payment or payments that should have been paid. If such royalty payment is n
Y �p Y at made an
or before the expiration of the 30-day period, or written approval is not obtained
pp from Lessor to defer
such payment, Lessor may elect to terminate this Lease by filing a Notice of Termination with the
County Clerk in the county where the leased premises are located. The
effective date of said
termination shall be the date said Notice of Termination is filed with the said County Clerk.
C. Lessee agrees that it will not enter into any contract for the sale delivery, transporting or
processing of gas produced from the leased premises which shall extend more than two (2) years from
the effective date of such sales contract unless such contract has rov
adequate provisions q p ans for redetermination
of price at intervals of no less frequency than one (1) year to ensure that production from this Lease 1s
not being sold for less than the then current market value. At least thirty(30) da s y prior or to the delivery or
the execution of any contract for the sale, delivery, transporting processing p g ar p g of gas produced from the
leased premises, Lessee shall provide Lessor with a complete ca of each
p copy proposed contract for the
purchase, transportation and/or processing of such gas that Lessee intends to execute (each a "Gas
Contract"), whereupon, Lessor shall have fifteen (15) days within which to
Y either ratify such Cos
Contract or notify Lessee in writing that it does not approve of such Gas Contract, including a statement
of the reasons that Lessor does not approve of such Gas Contract Lessor's failure ure to respond within the
fifteen (15) days either by ratification or by written notice that it does not approve pp ave of the proposed Gas
Contract shall be deemed to be Lessor's ratification of such Gas Contract . If Lessor ssor ratifies the Gas
5
OIL AND GAS LEASE MARINE CREEK LAKE PARK
A
r
Contract, Lessor shall be deemed bound by the terms of such Gas Contract (and, at Lessee's option,
Lessor shall execute such Gas Contract as a party thereto) and the gas or products therefrom sold
pursuant to such Gas Contract shall be deemed sold at market value based on the gross price stated
therein. Lessee shall not amend or modify any material terms of a Gas Contract ratified by Lessor
without the prior written consent of Lessor. If Lessor does not approve of a Gas Contract, Lessee shall
consult with Lessor in an effort to agree to the terms of the proposed Gas Contract,and if the other party
or parties to the Gas Contract agree to the changes or modifications to the Gas Contract which are
proposed by Lessor in order for Lessor to ratify such Gas Contract, then Lessor shall be deemed to have
ratified such Gas Contract (and, at Lessee's option, Lessor shall execute such Gas Contract as amended
and modified, as a party thereto), If Lessor and Lessee cannot agree on the terms of a Gas Contract that
are acceptable to the other party or parties thereto, Lessee may elect to execute such Gas Contract and
sell, deliver, transport and process gas according to the terms thereof, subject to the other terms of this
Paragraph 4 concerning the payment of Lessor's royalty on gas and products there from, including the
right of Lessor to take its share of gas in kind. In the event Lessor elects to take and separately dispose
of its royalty share of gas, the parties shall enter into a mutually acceptable balancing agreement
providing for (a) the right of an under produced party to make up an imbalance by taking up to 150
percent of its share of production and(b)an obligation to settle any imbalance remaining after depletion
in cash, based on the proceeds received by the overproduced party when the imbalance was created, or
if the overproduced party's gas was used but not sold, based on the market value of the gas when
imbalance was created.
H. In the event Lessee enters into a gas purchase contract which contains what is commonly
referred to as a "take or pay provision" (such provision meaning that the gas purchaser agrees to take
delivery of a specified minimum volume or quantity of gas over a specified term at a specified price or
to make minimum periodic payments to the producer for gas not taken by the purchaser) and the
purchaser under such gas purchase contract makes payment to Lessee by virtue of such purchaser's
failure to take delivery of such minimum volume or quantity of gas, then Lessor shall be entitled to
5
OIL AND(_SAS LF-ASI-1 MARINE:URE EX LAKE:PARK
twenty five percent (25%) of all such sums paid to Lessee or
r
producer under the ff
pay provisions of
such gas purchase contract. Such royalty payments shall be due and owing to Lessor within thirty (30)
days after the receipt of such payments by Lessee. If the as purchaser " ��
g p chaser makes up such gas within the
period called for in the gas contract and Lessee is required to iv
q give such purchaser a credit for gas
previously paid for but not taken, then Lessor shall not be entitled to royalty on such "make up" g as. If
Lessee is not producing any quantities of gas from the leased r
p emzses but is receiving payments under
the "pay"portion of such "take or pay" gas purchase contract rovi
p szon, such payments shall not relieve
Lessee of the duty to make shut-in royalty payments if Lessee desires eslres to continue this Lease, but such
"make or pay" royalty payments shall be applied as a credit against g t any shut-in royalty obligation of the
Lessee. Lessor shall be a third-party beneficiary f as
rY any g purchase contract and/or transportation
agreement entered into between Lessee and any purchaser and/or transporter p rter of Lessorr s gas,
irrespective of any provision of said contracts to the contrary, and such gas purchase contract and/or
transportation agreement will expressly so provide. Further Lessor shall be entitled to twenty-five
percent (25%) of the value of any benefits obtained b anted to Y or �' Lessee from any gas purchaser
and/or transporter for the amendment, modification extension, consolidation, transfer,
cancellation or settlement of any gas purchase contract and/or transportation p rtatlon agreement.
1. Lessee agrees that before any gas produced from the leased premises 1s used or sold off
the leased premises, it will be run, free of cost to Lessor, through an adequate oil and gas separator of a
conventional type or equipment at least as efficient, to the end that all liquid hydrocarbons recoverable
from the gas by such means will be recovered and Lessor ro ere
p p y compensated therefor.
J. Any payment of royalty or shut-in gas royalty hereunder paid to Lessor in excess of the
amount actually due to the Lessor shall nevertheless become the roe of th
p p rty e Lessor if Lessee does
not make written request to Lessor for reimbursement within one
( ) year from the date that Lessor
received the erroneous payment, it being agreed and expressly d
p y an erstood between the parties hereto
that Lessor is not the collecting agent for any other royalty Y ty owner under the lands covered hereby, and a
determination of the name, interest ownership and whereabouts of
any person entitled to any payment
7
OIL AND GAS LEASE --MARINE CREEK LAKE PARK
d
whatsoever under the terms hereof shall
- be the sole responsibility of Lessee. It is further expressly
k p Y
agreed and understood that: (1) this rovision shall all in no way diminish the obligation of Lessee see to make
full and punctual a eats of all p Ym amounts due to Lessor or to any other person under the terms and
provisions of this Lease, and (ii) any overpayments made to the e Lessor under any provisions of this
Lease shall not be entitled to be offset against future amounts
payable to parties hereunder.
K. The terms of this Lease may not be amended b d'
y any division order and the signing of a
division order by any mineral owner may not be made a rere
p qulsite to payment of royalty hereunder.
L. Oil, gas or products may not be sold to a subsidiary or affiliate of Lessee as defined
herein without the Lessor's prior written permission.
M. Lessee shall pay Lessor royalty on all gas produced from a well on the leased premises
and sold or used off the leased premises, regardless of whether
g or not such gas 1s produced to the credit
of Lessee or sold under a contract executed by or binding on Lessee. Should gas be sold under a sales
contract not binding on Lessee, Lessor's royalty will be calculated based on the highest price paid for
any of the gas produced from the well from which such ro as is
g produced. In no event will the price paid
Lessor for Lessor's share of gas be less than the rice aid p p Lessee for Lessee's share of gas.
5.
POOLING
Lessee, upon the prior written consent of Lessor which shall
not be unreasonably withheld, is
hereby given the right to pool or combine the acreage covered ed by this Lease or any portion thereof as to
oil and gas, or either of them with any other land lease or leases in the immediate vicinity thereof to the
extent hereinafter stipulated, when it is necessary r advisable to d
rY o so in order to properly explore, or
develop, produce and operate said leased premises in compliance p ce with the spacing rules of the appropriate
lawful authority, or when to do so would romote the conservation ervation of o11 and gas in and under and that
may be produced from said premises. In the absence of field rules
units pooled for o11 and gas hereunder
shall not exceed the acreage provided for retained acreage tracts is 1n Section 7. Lessee, under the provisions
hereof, may pool or combine acreage covered b this Lease
Y or any portion thereof as above provided as to
COIL AND GAS LEASE-MARINE CREEK LAKE PARK
r
r
w
oil in any one or more strata and as to gas in any one or more strata. The units formed by pooling as to
any stratum or strata need not conform in size or area with the unit or units into which the
Lease is pooled
or combined as to any other stratum or strata, and oil units need not conform
as to area with gas units.
The pooling in one or more instances shall not exhaust the rights of the
g Lessee hereunder to pool this
Lease or portions thereof into other units. Lessee shall file for record in
the appropriate records of the
county in which the leased premises are situated an instrument describing he
g po oled acreage as a pooled
unit. In this regard, Lessee shall provide Lessor with a co of and
copy any all documents filed with any
regulatory authority or recorded in the records of an coup within thirty Y county ( days of filing such
documents. Upon the recordation of the unit in the coup records
county the unit shall be effective as to all
parties hereto, their heirs, successors, and assigns, irrespective of whether
p or not the unit 15 likewise
effective as to all other owners of surface, mineral, royalty or other rights 1n land included in such unit.
Lessee may at its election exercise lt5 oolln option p g p before or after commencing operations for or
completing an oil or gas well on the leased premises, and the ooled unit
p may Include, but it is not
required to include, land or leases upon which a well capable of producing of
p p g 1 or gas in paying quantities
has theretofore been completed or upon which operations for the drilling ing of a well for oil or gas have
theretofore been commenced. In the event of operations for drilling on or production of oil or gas from
any part of a pooled unit which includes all or a portion of the land covered by this Lease, such operations
shall be considered as operations for drilling on or roduction of oil and d gas from land covered by this
Lease whether or not the well or wells be located on the remises covered
p by this Lease and in such event
operations for drilling shall be deemed to have been commenced on said land within the meaning of this
Lease. For the purpose of computing the royalties to which owners of royalties and payments out of
production and each of them shall be entitled on production of oil and as
g or either of them, there shall be
allocated to the land covered by this Lease and included in said unit or
� to each separate tract within the
unit if this Lease covers separate tracts within the unit a rata ro portion p p of the o11 and gas, or either of
them, produced from the pooled unit. Royalties hereunder shall be computed on the portion of such
production, whether it he on oil and gas, or either of them, so allocated to the covered by this Lease
9
OIL AND GAS LEASE MARINE CREEK LADE PARK
t
and included in the unit just as though such production were from
such land. The production from an oil
well will be considered as production from this Lease or oil ooled
p unit from which it is producing and not
as production from a gas pooled unit; and production from a as well will 1 be considered as production from
this Lease or gas pooled unit from which it is roducin and
p g not from an o11 pooled unit. The formation
of any unit hereunder shall not have the effect of changing the
g g ownership of any delay rental or shut-in
production royalty which may become payable under this Lease. If
this Lease now or hereafter covers
separate tracts,no pooling or unitization of royalty interest as between an such
y separate tracts is intended
or shall be implied or result merely from the inclusion of such separate p ate tracts within this Lease but Lessee
shall nevertheless have the right to pool as provided above with
consequent allocation of production as
provided above. As used in this paragraph, the words "separate "
p tract mean any tract with royalty
ownership differing, now or hereafter, either as to parties or amounts from that as to any other part of the
leased premises.
5.
CONTINUOUS DRILLING
At the expiration of the primary term this Lease shall remain in full
force and effect for so long as
Lessee is conducting Continuous Drilling Operations as herein defined).efined). Lessee shall be considered to be
engaged in Continuous Drilling Operations at the expiration of the
p primary term if: (1) Les see is then
engaged in drilling operations on the leased premises or lands ooled therewith ewith or(2)Lessee has completed a
well as a producer or as a dry hale within one hundred twenty ty days prior to the expiration of the
primary term. Lessee also shall be considered to be engaged in Can
tenuous Drilling Operations for so long
thereafter as Lessee conducts drilling operations on the leased r
p emises, or lands pooled therewith, with due
diligence and with intervals of no more than one hundred twenty(120) days between the date of completion
of one well and the date of commencement of drilling operations an an additional well. "Completion" shall
be considered to be the date of release of the completion rig for
p g a completed well,but in no event more than
one hundred twenty (120) days following the release of the drilling rig. In the case of a dry hole,
"completion" shall be considered to be the date of release of the dr'llzn ri 7 "
g �. "Commencement" shall be the
lO
OIL AND GAS LEASE. -MARINE:CREEK LAKE PARK
actual spud date of a well. Continuous Drilling Operations shall be deemed to have ceased upon the failure of
Lessee to commence drilling operations on an additional well within such one hundred twenty (120) day
period. When the Continuous Drilling Operations cease the rovisi
p ons of Paragraph 7 will be applicable.
7.
RETAINED ACREAGE
A. vertical Wells
At the expiration of the primary term of this Lease or upon p the termination of the continuous
drilling program set forth in Paragraph 6, each non-horizontal
well dulled hereon capable of producing in
paying quantities will hold only forty (4Q) acres for an formation n from the surface to the base of the
Barnett Shale formation, As to depths below the base of the Barnett Shale Formation, the proration unit
shall be the minimum size necessary to obtain the maximum r
p oduction allowable. If the proration unit
for a well completed below the base of the Barnett Shale Formation is larger than 40 acres, the well may
maintain the Lease as to formations above the base of the Barnett
Shale Formation as to not more than 40
acres. All other acreage except that included in a roration unit or
p pooled unit as described above will
cease to be covered by this Lease and will be released. To the extent
possible,each such proration unit will
be in the shape of a square, with the bottom of the well in the
center. Further, it is understood and agreed
that Lessee shall earn depths as to each proration unit or Dole
p d unit only from the surface down a depth
which is the stratigraphic equivalent to a depth of one hundred d feet (100') below the deepest producing
formation in such well which is capable of roducin oil
p g or gas in paying quantities at the expiration of
the primary term of this Lease or upon the termination atlon of the continuous drilling program set forth in
Paragraph 6. This Lease will terminate at such time as to all
depths below such depths as to each
respective proration unit or pooled unit. If production should thereafter cease as to acreage included in a
proration unit or pooled unit, this Lease will terminate as to such
acreage unless Lessee Commences
reworking or additional drilling operations on such acreage within in ninety (9Q) days thereafter and
Continues such reworking or additional drilling operations until
P commercial production is restored
11
OIL AND GAS LEASE MARINE CREEK LAKE PARK
r
thereon, provided that if more than ninety (90) days elapse Y p between the abandonment of such well as a
dry hole and the commencement of actual drilling operations g p for an additional well, or more than ninety
(90) days pass since the commencement of reworking operations g p ans without the restoration of commercial
production, this Lease shall terminate as to the a pp licable proration unit or pooled unit.
At any time or times that this Lease terminates as to all or any portion of the acreage of the leased
premises, Lessee shall promptly execute and record in the office of the County Clerk in the County
where the leased premises are located, a ra er release of
p p such terminated acreage and shad furnish
executed counterparts of each such release to Lessor at the address shown in Paragraph 19 hereof.
B. Horizontal Wells
It is expressly understood and agreed that, subject to the other er terms, provisions and limitations
contained in this Lease, Lessee shah have the right to drill "horizontal we s"
under the leased premises,
or lands pooled therewith. The term "horizontal well" or"horizontally drilled well rr shall mean any well that
is drilled with one or more horizontal drainholes Navin horizontal g a drainhole displacement of at least five
hundred eighty-five (585) feet. For the aces of forth r�
p� further defining the term horizontal wells" and
"horizontally drilled" reference is made to the definitions
contained within Statewide Rule 85, as
promulgated by the Railroad Commission of Texas which definitions nations are incorporated herein for all
purposes.
In the event of any partial termination of the Lease as ra -
p vided in Paragraph 7A, then, with
regard to a well which is a horizontal well or a horizontally drilled ed well, Lessee shall be entitled to retain
all sands and horizons at all depths from the surface down to
a depth which is the stratigraphic equivalent of
a depth of one hundred(100) feet below the base of the deepest - - -
p producing formation in such well which is
capable of producing oil or gas in paying quantities, but only in a spacing unit the area or number of acres
of which are equal to the area or number of acres determined
by adding twenty (Zp) acres for each five-
hundred eighty-five(585) feet horizontally drilled to the original forty(4Q) acres deemed to be a proration
unit for each vertical well. Each such tract around each horizon -
tally drilled well shall be as nearly in the
shape of' a square or a rectangle as is practical with the bo
undaries of the tract including the entire
12
OIL AND GAS LEASE-MARINE CREEK LAKE PARK
r
horizontal drainhole and the lateral boundaries of such tract being approximately equal distance from such
drainhole and parallel thereto.
If production should thereafter cease as to acreage included in a proration unit or pooled unit, this
Lease will terminate as to such acreage unless Lessee e commences reworking or additional drilling
operations on such acreage within ninety (9Q) days thereafter and nd continues such reworking or additional
drilling operations until commercial production is restored thereon,provided that if more than nine (90)ty
days pass between the abandonment of such well and the commencement of actual drilling operations for
an additional well, or more than ninety (9Q) ass days since y p e the commencement of reworking operations
without the restoration of commercial production the Lease shall terminate as to the applicable proration
unit.
At any time or times that this Lease terminates as to all or
any portion of the acreage of the leased
premises, Lessee shall promptly execute and record in the office of the bounty clerk in the Jaunty where
the leased premises are located, a proper release of such ch terrninated acreage and shall furnish executed
counterparts of each such release to Lessor at the address shown in Paragraph 19 hereof.
8.
OFFSET OBLIGATIONS
In the event a well or wells producing oil or as should be
g brought in on land within 330 feet from
any boundary of the leased premises, Lessee agrees within n ninety (90) days from commencement of
production from such well or wells to commence the actual drilling of an offset well or wells on the
leased premises or on a pooled unit that contains the lea
sed premises; provided that the well or wells which
are to be offset are producing in paying quantities and have been
perforated and fraced with a minimum of
500 feet of lateral wel lbore length within 330 feet of the leased premises; or Lessee shall release to Lessor
free of this Lease the offsetting tract of forty (40) acre s limited to the formation in which the offsetting
well is producing. This provision shall not be applicable for
pp the first year of the primary term or for offset
wells spud prior to the execution of this lease.
13
OIL AND GAS LEASE-MARINE CREEK LAKE PARK
7 v
v
v
9.
FORCE MAJEURE
A. The term "force maj eure" as used herein shall mean
and include. requisition, order,
regulation, or control by governmental authority r commission;ty , exercise of rights or priority or control
by governmental authority for national defense or war os
purp e resulting in delay in obtaining or inability to
obtain either material, equipment or means of transportation normally ormally necessary In prospecting or drilling
for oil,gas or other mineral granted herein, or in roducin handling p g, dung or transporting same from the leased
premises; war, scarcity of or delay in obtaining aterials or
g equipment; lack of labor or means of
transportation of labor or materials; acts of God; insurrection; flood• '
strike, or other things beyond the
control of Lessee. The term "force maj eure" shall not include lack
of markets for production or any other
events affecting only the economic or financial aspects of drilling,
p development or production or the
inability to conform to city, state or federal regulations.
B. Notwithstanding any other provisions of this Lease, but subject to the conditions
hereinafter set forth in this Paragraph 9, should Lessee be prevented "force mad eure"
as defined above,
from conducting drilling or reworking operations on or rodu '
p c ing oil, gas or other mineral from,the leased
premises, such failure shall not constitute a ground for the termination of this Lease or subject said Lessee to
damages therefore; and the period of time during hich Lessee ee is so prevented shall not be counted against
Lessee, but this Lease shall be extended fora period of time -
p equal to that during which such Lessee is so
prevented from conducting such drilling or reworking operations on or
producing oil, gas or other mineral
from, such leased premises provided, however, that in no event will the primary term be extended unless
Lessee has begun the actual drilling of a well rior to the date e of the expiration of the primary term. All
of the provisions of this paragraph are subject to each of the following express conditions:
The terms and conditions of this paragraph shall not extend beyond y nd the expiration date of any law,
order, rule or regulation invoked under this paragraph, and shall
be applicable and effective only
during the following periods:
(1) If the force majeure shall occur during the rima term of
p ry this Lease, it shall not
14
OIL AND GAS LEASE-MARINE CREEK LAKE PARK
operate to extend this Lease more than two (2) consecutive years beyond the expiration of
the primary term.
(2) If the force majeure shall occur during a one hundred twenty (120) day drilling
or reworking period provided for in Paragraphs 6 and 7 hereof, after the primary term has
expired, then it shall not operate to extend the Lease more than two (2) successive years
beyond the expiration of such one hundred twenty(120)day periods.
(3) In no event will the primary term be extended unless Lessee has begun the
actual drilling of a well prior to the date of the expiration of the primary term.
C. None of the provisions of this paragraph shall ever be or become effective and applicable
unless Lessee shall, within a reasonable time (not to exceed sixty(60)days in any event)after occurrence of
the claimed event of force majeure above referred to, notify the Lessor, in writing, of such occurrence
with full particulars thereof.
D• The terms of this paragraph do not apply to monetary payments due under the terms of this
Lease.
10.
SHUT-IN GAS WELL PROVISIONS
If at any time after the expiration of the primary term while there is a gas well on the leased
premises or land pooled therewith which is capable of producing gas in paying quantities, but the
production thereof is shut-in or suspended for any reason, and if this Lease is not then continued in force
by some other provision hereof, then this Lease shall nevertheless continue in force as to such well and the
pooled unit or proration unit allocated to it for a period of sixty(60)days from the date such well is shut-in
or at the end of the primary term, whichever is the later date. Before the expiration of any such sixty(60)
day period, Lessee or any Assignee hereunder may pay or tender to the Lessor ashut-in royalty equal to
Five Thousand Dollars ($5,000.00)per shut-in gas well and if such payment or tender is timely made, this
Lease shall continue in force but only as to said well or wells and the proration unit or the pooled unit
15
OIL AND VAS LEASE MARINE CREEK LAKE PARK
allocated to it or them and it shall be considered that .
gas �s being produced from said well or wells in
paying quantities for one (1) year from the date such well or _
wells are shut-in, and in like manner one, and
only one, subsequent shut-in royalty payment may be made or tendered and it will be considered that gas is
being produced from said well or wells in a in quantities p Y g q t es for such additional one(1)year period as well.
Lessee shall not be entitled to recover an shut-in royalty Y - y ty payments from the future sale of gas.
Should such shut-in royalty payments not be made in a timely manner as provided in this section, it will be
considered for all purposes that there is no production and no excuse for delayed production of gas from
any such well or wells, and unless there is then in effect other
preservation provisions of this Lease, this
Lease shall terminate. Lessee shall pay or tender directly i
t y to the Lessor at the address as shown n
Paragraph 19 all shut-in royalty payments as required b this q y s Lease.
11.
INFORMATION ACCESS AND
REPORTS
A. Lessor shall have free access at all times to all
wells, tanks, and other equipment that
services wells under the leased premises, including drilling g wells, and Lessee agrees to furnish Lessor, or
Lessor's nominee, currently and on promptly, u written
Y p request, with full well information including
cares, cuttings, samples, logs (including Schlumber er and other
g electrical logs), capes and results of
deviation tests and directional and seismic surveys, and
y , the results of all drill stem tests and other tests of
other kind or character that may be made of wells on the leased aced premises. Lessor or Lessor's nominee shall
be furnished with and have free access at all times to Lessee's essee s books and records relative to the production
and sale of oil, gas or other minerals from the leased r
p emises, including reports of every kind and
character to governmental authorities, State or Federal.
Lessor shall have the right at its election to
employ gaugers or install meters to gauge or measure the
production of all minerals produced from the
leased premises, and Lessee agrees to prepare and deliver p e to Lessor or Lessor's gauger or nominee duplicate
run or gauge tickets for all minerals removed from the remises. Lessee ssee shall furnish to Lessor daily
drilling reports on each well drilled.
B. Lessee shall furnish to I.essar, within a reasonable time after its execution, a copy of any
lb
OIL AND GAS LEASE --MARINE CREEK LAKE PARK
r
gas purchase contract or transportation agreement entered into in
connection with the leased premises, or if
there is already a gas purchase contract or transportation p agreement in effect due to Lessee's operations in
the field, then a copy of that contract. Furthermore
a copy of any amendments to the gas purchase contract
or transportation agreement shall be furnished said Lessor within thirty (30) days after execution thereof;
and on request of Lessor and without cost to the Lessor
Lessee shall furnish Lessor a copy of the
following reports: core record, core analysis, well
Y � completion, bottom hole pressure measurement,
directional survey records, electrical and induction
surveys and logs, gas and oil ratio reports,
paleontological reports pertaining to the aleontolo of h
p gy the formations encountered in the drilling of any
wells on the ?eased premises, and all other reports which
p pertain to the dulling, completing or operating of
the wells ?orated on the leased premises. Such information shall be solely for Lessor's use, and Lessor
shall in good faith attempt to keep same confidential for
twelve (12)months after receipt.
C. Lessee shall advise Lessor in writing f the location anon of each well to be drilled upon the
leased premises or on land pooled therewith on or -
before thirty (30) days prior to commencement of
operations, and shall advise Lessor in writing he date of
g completion and/or abandonment of each well
drilled on the leased premises or on land Doled therewith ewlth within thirty (30) days after completion or
abandonment.
12.
PRESERVATION of ECOLOGY of LEASED PRE
MISES
Any overflows or releases affecting the leased remises including,ncluding, but not limited to, salt water,
mud, chemical, or oil shall be reported immediately y to Lessor. Lessee shall not use any water in, on or
under the leased premises without the prior written consent of the Lessor.
13.
REMOVAL of E UIPMENT
Lessee shall have the right at any time during r within six -
g x �6} months after the expiration of this
Lease (but not thereafter) to remove all roe and fixtures .
p p �y Lures placed by Lessee on the leased premises,
including the right to draw and remove all casing, except as t
g p o water wells as provided for in Paragraph 14(d).
17
OIL AND GAS LEASE- MARINE CREEK LAKE PARK
This paragraph shall not apply to equipment or casing n
g an or an oil or gas well capable of producing in
paying quantities,but Lessee shall be paid reasonable salvage value e for any such casing or equipment. It is
contemplated that Lessee may drill across and through lands covered
g by this agreement where production is
not obtained or ceases. where the casing or pipeline placed or laid d through such non-producing lands is
necessary to the production of a well or wells located on other lands covered by this Lease, or Lands pooled
therewith,it is expressly understood and agreed that Lessor will make no demand that such casing,pipelines
or other equipment necessary for the production of a well or wells dulled by Lessee be removed as long as
such casing, pipelines and other equipment is necessa ry for the production of a producing well or wells
drilled by Lessee.
14.
ASSIGNABILITY BY LESSEE
This lease may be assigned in whole or in art b Lessee
P y and the provisions shall extend to the
heirs, executors, administrators, successors and assigns of the e parties hereto; provided, however, that any
such assignment by Lessee shall require the prior written consent of Lessor which consent shall not be
unreasonably withheld. All transfers by Lessee(including assi assignments,s, sales, subleases, overriding royalty
conveyances, or production payment arrangements)must be recorded in the county where the lease premises
are located, and the recorded transfer or a co certified to b
copy y the County Clerk of the county where the
transfer is recorded must be delivered to the Lessor within sixty (60) days of the execution date. Every
transferee shall succeed to all rights and be subject to all obligations,
� liabilities, and penalties owed to the
Lessor by the original Lessee or any prior transferee of the Lease,ase, including any liabilities to the Lessor for
unpaid royalties. No such transfer shall release the Lessee
(or any subsequent transferor) from any
obligation hereunder.
15.
NO WARRANTY
This Lease is given and granted without warranty title
tY o express or implied, in law or in equity.
Lessor agrees that Lessee, at Lessee's option, may purchase r
Y urc o P discharge, in whole or in part, any tax,
18
011,AND GAS LEASE -- MARINE CREEK LAKE PARK
r
a
mortgage or other lien upon the leased premises and thereupon be subro
p gated to the right of the holder
thereof, and may apply royalties accruing hereunder toward satisfying same or reimbursing Lessee. It is
also agreed that if Lessor owns an interest in the oil and as under der the leased premises less than the enure
fee simple estate therein, the royalties to be aid Lessor shall
p be reduced proportionately, but in no event
shall the shut-in royalty zmount for a gas well,as rovided for in
p Paragraph 10 hereof,be reduced.
16.
INDEMNITY
LESSEE SHALL EXPRESSLY RELEASE AND DI
S CHARGE, ALL CLAIMS,
DEMANDS, ACTIONS, JUDGMENTS, AND EXECUTIONS WHICH IT EVER HAD, OR NOW
HAS OR MAY HAVE, OR ASSIGNS MAY HAVE OR
CLAIM TO HAVE, AGAINST THE
LESSOR OR ITS DEPARTMENTS, AGENTS9 OFFI
CERS, SERVANTS, SUCCESSORS,
ASSIGNS, SPONSORS, VOLUNTEERS, OR EMPLOYEE
S, CREATED BY, OR ARISING OUT
OF PERSONAL INJURIES, KNOWN OR UNKNOWN
AND INJURIES To PROPERTY, REAL
OR PERSONAL, OR IN ANY WAY INCIDE
NTAL TO OR IN CONNECTION WITH THE
PERFORMANCE OF THE WORK PERFORMED BY THE LESSEE. THE LESSEE SHALL
FULLY DEFEND, PROTECT, INDEMNIFY AND HOLD HARMLESS THE LESSOR, ITS
DEPARTMENTS,AGENTS, OFFICERS, SERVANTS9 EMP
LOYEES, SUCCESSORS,ASSIGNS,
SPONSORS, OR VOLUNTEERS FROM AND AGAINST EACH AND EVERY CLAIM,
DEMAND, OR CAUSE OF ACTION AND ANY AND
ALL LIABILITY, DAMAGES,
OBLIGATIONS, JUDGMENTS, LOSSES9 FINES9 P
ENALTIES, COSTS, FEES, AND
EXPENSES INCURRED IN DEFENSE OF THE LESS
OR, ITS DEPARTMENTS, AGENTS,
OFFICERS, SERVANTS, OR EMPLOYEESq INCLUDIN
C, WITHOUT LIMITATION, THE
PAYMENT OF BONUS AND/OR ROYALTIES REGARDING OWNERSHIP OF THE
LESSOR'S MINERAL INTEREST OF THE LEASED PREMISES WHICH MAY BE MADE OR
ASSERTED BY LESSEE, ITS AGENTS, ASSIGNS OR ANY THIRD PARTIES ON ACCOUNT
19
OIL AND GAS LEASE-MARINE CREEK LAKE PARK
OF, ARISING OUT OF, OR IN ANY WAY INCIDENTAL TO OR IN CONNECTION WITH
THE OWNERSHIP AND TITLE OF THE MINERAL
INTEREST OF THE LESSOR UNDER
THIS LEASE.
THE LESSEE SHALL FULLY DEFEND PROTE
CT, INDEMNIFY, AND HOLD
HARMLESS THE LESSOR, ITS DEPARTMENTS9 AGE
NTS, OFFICERS, SERVANTS,
EMPLOYEES, SUCCESSORS, ASSIGNS9 SPONSO
RS, OR VOLUNTEERS FROM AND
AGAINST EACH AND EVERY CLAIM, DEMAND OR CAUSE OF ACTION AND ANY AND
ALL LIABILITY, DAMAGES, OBLIGATIONS9 JUDO
MENTS, LOSSES, FINES, PENALTIES,
COSTS, FEES, AND EXPENSES INCURRED IN DEFENSE OF THE LESSOR, ITS
DEPARTMENTS, AGENTS, OFFICERS9 SERVAN
TS, OR EMPLOYEES, INCLUDING,
WITHOUT LIMITATION, PERSONAL INJURIES AND DEATH IN CONNECTION
THEREWITH WHICH MAY BE MADE OR ASSERTED BY LESSEE, ITS AGENTS,ASSIGNS,
OR ANY THIRD PARTIES ON ACCOUNT OF
, ARISING OUT OF OR IN ANY WAY
INCIDENTAL TO OR IN CONNECTION WITH
THE PERFORMANCE OF THE WORK
PERFORMED BY THE LESSEE UNDER THIS LEASE
THE LESSEE AGREES TO INDEMNIFY AND HOLD
LESS THE LESSOR, ITS
OFFICERS, AGENTS, SERVANTS, EMPLOYEES
SUCCESSORS, ASSIGNS, SPONSORS, OR
VOLUNTEERS FROM ANY LIABILITIES OR DAMAGES SUFFERED AS A RESULT OF
CLAIMS, DEMANDS, COSTS, OR JUDGMENTS AGAINST THE LESSOR, ITS
DEPARTMENTS, ITS OFFICERS, AGENTS SERVANTS,ANTS, OR EMPLOYEES, CREATED BY,
OR ARISING OUT OF THE ACTS OR OMISSIONS
OF THE LESSOR OCCURRING ON THE
DRILL SITE OR OPERATION SITE IN THE COURSE AND SCOPE OF INSPECTING AND
PERMITTING THE GAS WELLS INCLUDING
BUT NOT LIMITED TO CLAIMS AND
DAMAGES ARISING IN WHOLE OR IN PART FROM THE NEGLIGENCE OF THE LESSOR
OCCURRING ON THE DRILL SITE OR OPERATION SITE IN THE CO[TRSE AND SCOPE
OF INSPE(~TINC AND PERMITTING THE CAS WELLS. IT IS [7NDERSTOOD AND
20
0II_AND GAS LEASE -MARINE GREEK LAKE PARK
1
AGREED THAT THE INDEMNITY PROVIDED FOR IN
THIS SECTION IS AN INDEMNITY
EXTENDED BY THE LESSEE TO INDEMNIFY AND
PROTECT LESSOR AND/O S
DEPARTMENTS, AGENTS, OFFICERS, SERVANT
S, OR EMPLOYEES FROM THE
CONSEQUENCES OF THE NEGLIGENCE OF THE LESSOR AND/OR ITS DEPARTMENTS,
AGENTS, OFFICERS, SERVANTS, OR EMPLOYEES
WHETHER THAT NEGLIGENCE IS
THE SOLE OR CONTRIBUTING CAUSE OF THE RESULTANT INJURY, DEATH, AND/OR
DAMAGE.
17.
INSURANCE
Lessee shall provide or cause to be provided the insurance described In the City of Fort Worth
Gas ordinance for each well drilled under the terms of this
Lease, such Insurance to continue until the
well is abandoned and the site restored. Such insurance shall
provide that Lessor shall be a co-Insured,
without cost, and that said insurance can not be canceled or
terminated without thirty (30) days prior
notice to Lessor and ten(10)days notice to Lessor for nonpayment p yment of premiums.
18.
RELEASES RE UIRED
Within thirty (30) days after the partial termination of this Lease as provided under any of the
terms and provisions of this Lease, Lessee shall deliver to Lessor
a plat showing the production units
designated by Lessee, copies of logs showing depths to be g p retained within each unit, and a fully executed,
recordable release properly describing by metes and bounds the lands and depths to be retained by Lessee
around each producing well. If this Lease terminates in its entirety, then Lessee shall deliver a complete,
fully executed, recordable release to Lessor within thirty (30) days. If such release complies with the
requirements of this section, Lessor shall record such release
If Lessee falls to deliver a release
complying with the requirements of this section within thirty (3 0) days after Lessors demand therefore,
then Lessee shall pay Lessor an amount equal to Five Dollars� ($5.00) per acre per day for each acre of the
leased premises that should have been released, beginning with the 30th day after the date of Lessor's
21
OIL AND GAS LEASE-MARINE(.REEK LAKE PARK
request and continuing until such release has been executed and
delivered to Lessor. It is agreed that
actual damages to Lessor for Lessee's failure to deliver such
release are difficult to ascertain with any
certainty, and that the payments herein provided are a reasonable estimate of such damages and shall be
considered liquidated damages and not a penal ty. Furthermor e, Lessor -
is hereby authorized to execute
and file of record an affidavit stating that this Lease has -
expired and the reason therefor, and such
affidavit shall constitute prima facie evidence of the expiration p on of this Lease or any part of this Lease.
19.
NOTICES
A. Notifications Re uired. Lessee shall advise Lessor in writing of the location of each
well to be drilled upon the leased premises or on land ooled
p therewith on or before thirty(30)days prior
to commencement of operations, and shall advise Lessor in
writing the date of completion and/or
abandonment of each well drilled on the leased remises
p or on land pooled therewith within thirty (30)
days after completion or abandonment. Such notice shall include furnishing the Lessor a copy of the
applicable completion or plugging report filed with an governmental y g rnmental or regulatory agency and a plat or
map showing the location of the well on this Lease or lands vole
p d therewith.
Reports are also to be made monthly, to include (1) name of well, total monthly production and
total product sales and(2) lease activity report to include drilling, -
ng testing, fracing, completing,reworking,
recompleting, plugging back, repairing and abandonment of
the well and (3) compliance with the
Minority/Women Business Enterprise(MWBE)Goal of /o for leases over 40 acres.
B. All notices, information, letters, surveys, re
y , ports, material, and all other documents,
required or permitted to be sent to Lessor by Lessee shall be sent by certified United States mail, postage
prepaid,return receipt required, to the followin g address:
City of Fort Worth
Attention: Planning and Development Department
1000 Throckmorton Street
Fort Worth,Texas 76102
C. All notices required or permitted to be sent to Lessee by Lessor shall be sent to Lessee by
22
OIL AND GAS LEASE-MARINE CREEK LAKE PARK
certified United States mail,postage prepaid,return receipt re .
p quested to the following address.
XTo Energy Inc.
81 o Houston Street
Fort Worth,Texas 751 02-5298
D. Service of notices, and other documents hereunder is complete upon deposit of the maned
material in a post office or official depository under the care and custody of the United States Postal Service,
in a postpaid,properly addressed and certified wrapper.
E. Any party hereto shall have the right to change g g the name or address of the person or
persons required to receive notices,and other documents,b n
Y so noti •fyI g the other party In writing.
20.
BREACH BY LESSEE
Lessee shall conduct Lessee's operations In strict compliance p ce with all of the terms and provisions of
this Lease and with all applicable local, state and federal rules and the regulations of any regulatory body
y
having jurisdiction of such operations including, l•
g� not limited to, all local, state and federal environmental
rules and regulations and applicable city ordinances.
In the event Lessor considers that operations are not at any time, being conducted In compliance
with this Lease, or any implied covenant of this Lease Lessor shall notify Lessee In writing of the facts
relied upon as constituting a breach of an ex or implied y express p piled covenant or obligation of Lessee hereunder
and, Lessee, if in default, shall have six (60) after
sixty days y receipt of such notice In which to commence
compliance with its obligations hereunder. Failure on the art of
p Lessee to timely commence efforts to rectify
any such breach and to exercise diligence in remedying an such -
y g y breach shall operate as a forfeiture of this
Lease as to the portion thereof effected by such breach, provided that If Lessee, In good faith, disputes any
alleged grounds of breach set forth in such notice Lessee
may, within said sixty(50) day period, Institute a
Declaratory Judgment Action in any District Court in
a county where all or part of the said leased
premises are located questioning whether it has in fact breached any expressed or implied Covenant of this
23
OIL AND GAS LEASE-MARINE CREEK LAKE PARK
Lease, thereby staying any forfeiture during the pendency y of such action. However, in the event that
Lessor obtains a final judicial ascertainment in an such
y proceeding that Lessee is in breach of any
covenant hereof,express or implied, then it is agreed that Lessor -
�' shall be entitled to a decree providing for
cancellation or forfeiture of the Lease in the event such breach is not rectified or commenced in good faith
to be rectified by Lessee within thirty(30) days from date such uch decree becomes final.
21.
WELL WAITING TO BE FRACED
Notwithstanding anything to the contra contained in this contrary �s ?ease, at the option of Lessee, which may be
exercised by Lessee giving notice to Lessor, a well which has
been drilled and Lessee intends to frac shall
be deemed a well capable of producing u .
g in paying in g q ant�t�es and the date such well is shut-in shall be
when the drilling operations are completed.
22.
OFF LEASEIUNIT DRILLSITE
As a result of land development in the vicinity f the
tY lease premises, governmental rules or ordinances
regarding well sites, and/or surface restrictions as may be
y set forth in this ?ease and/or other leases in the
vicinity, surface locations for well sites in the vicinity may be limited and Lessee may encounter
difficulty securing surface location(s) for drilling, r -
reworking or other operations. Therefore, since
drilling, reworking or other operations are either restricted or not allowed on the lease premises or other
?eases in the vicinity, it is agreed that an such operations Y p ons conducted at a surface location off of the lease
premises or off of lands with which the lease o are remises - -
p poled �n accordance with this lease, provided
that such operations are associated with a directional
well for the purpose of drilling, reworking,
g
producing or other operations under the lease remises or lands ands pooled therewith, shall for purposes of
this lease be deemed operations conducted on the lease -
premises. Nothing contained in this paragraph is
intended to modify any surface restrictions or oolin - .
p g provisions or restrictions contained in this lease,
except as expressly stated.
24
OIL AND GAS LEASE-MARINE CREEK LAKE PARK
• S
23.
LOCATION OF DRILLING ACTIVITYo PIPELINES AND EQUIPMENT
No drilling or other activity shall be conducted on the
surface of the leased premises and no
roads, electric lines, pipelines, equipment, or other structures shall be placed on the surface of the leased
premises.
24.
COMPLIANCE WITH LAWS
Lessee shall comply with all applicable rules regulations,y g s, ordinances, statutes and other laws in
connection with any drilling, producing or other operations p under the terms of this Lease, including,
g
without limitation,the oil and gas well re lations of the e City of Fort Worth.
25.
CONFLICT OF INTEREST
Lessee represents that Lessee; its officers and directors
are not employees or officers of the City
of Fort Worth nor is Lessee fits officers and directors)acting on behalf of any such officer or employee of
the City of Fort Worth,
26.
TERMS
All of the terms and provisions of this Lease shall ex -
tend to and be binding upon the heirs,
executors, administrators, successors and authorized assigns of the
� parties hereto.
27.
ENTIRE AGREEMENT
This Lease states the entire contract between the artie
p s, and no representation or promise, verbal
or written, on behalf of either party shall be binding -
g unles s contained herein; and this Lease shall be
binding upon each party executing the same regardless g ess of whether or not executed by all owners of the
above described land or by all persons above named .
as "Lessor", and, notwithstanding the inclusion
above of other names as "Lessor", this term as used in this .
Is Lease shall mean and refer only to such parties
25
011.AND GAS LEASE -MARINE CREEK LAKE PARK
as execute this Lease and their successors in interest.
28.
CAPTIONS
The captions to the various paragraphs of the Lease ease are for convenience only, to be used
primarily to more readily locate specific rovisions. They hey shall not be considered a part of the Lease nor
shall they be used to interpret any of the Lease rovi
p sons.
29.
COUNTERPARTS
This Lease may be executed in multiple counterparts,, n a.
p rp , each of which shall be deemed an original,
with the same effect as if the signature thereto and hereto were upon the same instrument.
34.
INTERPRETATION
In the event of any dispute over the meaning or application of any provision of this Lease this
Lease shall be interpreted fairly and reasonably, and neither more strongly for or against any
regardless of the actual drafter of this Lease.
31.
NO THIRD PARTY RIGHTS
The provisions and conditions of this Lease are
solely for the benefit of the Lessor and the
Lessee, and any lawful assign or successor of the Lessee and are not intended to create any ri hts
� }
contractual or otherwise,to any other person or entity.
32.
SE VERABILITY
If any provision of this Lease shall be held to be
invalid, illegal or unenforceable, the validity,,
legality and enforceability of the remaining provisions .
g p ons shall not in any way be affected or impaired.
33.
VENUE AND JURISDICTION
If any action, whether real or asserted, at law or in - - -
equ�ty, arses on the �]aSYS of any provision of
26
OIL AND GAS LEASE-MARINE CREEK LAKE PARK
8
this Lease, venue for such action shall lie in state
courts located in Tarrant County, Texas or the United
States District Court for the Northern District of
Texas —
Fort Worth Division. This Lease shall be
construed in accordance with the laws of the State of Texas.
34.
INDEPENDENT CONTRACTOR
It is expressly understood and agreed that Lessees - .
hall operate as an Independent contractor In
each and every respect hereunder and not as an agent,g , representative or employee of the Lessor. Lessee
shall have the exclusive right to control all details a _
and day-to-day operations relative to this Lease and all
Exhibits and shall be solely responsible for the acts and omissions of Its officers, agents, servants
employees, contractors, subcontractors, licensees and invitees. Lessee acknowledges that the doctrine of
respondeat superior will not apply as between the Lessor and Lessee, Its officers, agents, servants
employees, contr actors, subcontractors, licensees and invitees. Lessee further agrees that nothing In this
Lease will be construed as the creation of a artners '
p hip or a olnt enterprise between the Lessor and Lessee.
35.
GOVERNMENTAL POWERS
It is understood that by execution of this Lease the
Lessor does not waive or surrender an y of it
governmental powers.
EXECUTED and effective as of the date of the notarial acknowledgment of the Lessor's execution.
LESSOR:
CITY OF FORT WORTH
A by:
14
By:
Fernando Costa
Assistant City Manager ty
00000000
�ar 0 n a
AS, Q
A TTF ST �-- 1 1�0
Contra t ��- -- __. o e
�utT�orf zatioa n
0*d
co �o �
� �•• �-� �' � � � °0v o ao ar 4J�,CFfiCIAL R��QD �R
ffFT9 Y SECRET
ARY
WORTH T
X 27
OIL AND GAS LEASE-MARINE CREEK LAKE PARK
t'
APPROVED AS TO FORM AND LEGALITY:
r
By.
y
Assistant Attorney
ACKNOWLEDGEMENT
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 ho -
� me rule municipal corporation of the State of
Texas, known to me
to be the person whose name is subscribed to the foregoing
purposes and consideration g g instrument and, that he
has executed the same for the pu� eration therein expressed.
GIVEN UNDER MY HAND AND SEAL OF OFFICE this h s D day of Marc 20
[S
Notary Public in and for the ,�►'"t; f�4,,
• =o LINDA M.HIRRUNGER
State of Texas '�: �= MY COMMISSION EMPIRES
February 2,2014
My Commission Ex Tres: -b �
Print Name of
Notary Public Here
LESSEE: XTO Energy Inc.
By: .�
Edwin S. Ryan Jr. `
Sr. Vice President—Land Administration
Date: -
28
OIL AND GAS LEASE- MARINE CREEK LAKE PARK
}
ACKNOWLEDGEMENT
THE STATE OF TEXAS §
COUNTY OF TARRANT §
BEFORE ME, the undersigned, a Notary Public, on this day personally
� y p y appeared
��l
ir', , on behalf of XTO Energy, Inc., known own 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 SEAL OF OFFICE this day f
Y , 2012.
[SEAL]
Notary Public in and for the
State of
Apd
M £3RA l.. tJNEZ
Y Con7n11S51on Ex it 5: '"� �`� Pu12% blic
ublic
Print Name of Notary Public Here * * TA"E Z'7- TEXAS
My Comm.Up.01128/2016
29
OIL AND GAS LEASE-MARINE CREEK LAKE PARK
M
EXHIBIT A
0.7557 acres, more or less, being Lots Z and 18, Block Z of Marine
Creek Estates, an addition to the City
of Fort North, Texas, according to the map or lat thereof and recorded ded in Cabinet A, Slide 5005, of the
Plat Records of Tarrant County, Texas.
(MARINE CREEK LAKE PARK
(MARINE CREEK ESTATES UNIT)
3O
OIL AND GAS LEASE -MARINE CREEK LAKE PARK
M&C Review Page 1 of 2
Official site of the City of Fort Worth,Texas
FoRTWORT"
CITY COUNCIL AGENDA
- ---------
.. ........
COUNCIL ACTION: Approved As Amended on 11/1712009 -Amendment is Highlighted in Yellow
DATE: 11/17/2009 REFERENCE NO.: L-14889 LOG NAME: 06ADMIN
LEASES
CODE: L TYPE: NON-CONSENT PUBLIC NO
HEARING:
SUBJECT: Authorize Administrative Approval and Execution of Leases for Natural Gas Drilling Under
City-Owned Properties of Five Acres or Less in Size
RECOMMENDATION:
It is recommended that the city Council authorize the City Manager to approve and execute leases
for natural gas drilling under city-owned properties that are five acres or less in size.
DISCUSSION:
On January 18, 20077 (M&C G-15588) Fort Worth city Council authorized the City Manager to
approve and execute leases for natural gas drilling under city-owned non-park properties that are two
acres or less in size.
From time to time, the City is asked to lease isolated City-owned properties in various locations that
are five acres or less. city staff is recommending that gas leases for these properties be
administratively approved for natural gas drilling leases after evaluation of the gas company's drilling
plan, reputation, financial status, project team and compliance history by staff and the city's mineral
asset management consultant, Midkiff oil and Gas. The leases would be executed through an
internal administrative process involving the Planning and Development Department, the city
Attorney's Office and the City Manager's office.
The purpose of this change is to allow staff to negotiate and expedite processing of small leases in
order to ensure that the city is not excluded from units due to the time necessary for city council
review.
Requirements and guidelines to be followed in determining eligibility for inclusion in the Administrative
Gas Lease Process are as follows:
City-owned property five acres or less;
No surface use of any kind;
No identified adverse impact to the surrounding neighborhood;
Compliance with the City's gas drilling ordinance;
Minimum bonus to be determined by current market rate;
Minimum royalty of 25 percent;
The distribution of lease bonus and royalties will be in accordance with the revenue distribution
policy approved by the City Council; and
No M/WBE goal will be required due to the size of the parcels.
The lease will be presented to city Council for consideration prior to execution for any City owned
properties under five acres if opposition to conversion is expressed by citizens in the
affected neighborhood or a council Member requests such consideration.
http:/lapps.cfwnet.org/council_packet/mc-review.asp?ID=12665&councildate=1111712009 3/13/2012
M&C Review Page 2 of 2
FISCAL INFORMATIONICERTIFICA'rION:
The Financial Management Services Director certifies that this action will have no material effect on
City funds.
TO Fund/Account/Centers FROM Fund/Account/Centers
Submitted for City Manager's office bY;, Fernando Costa (6122)
Orii inatina department Head: Susan Alanis (8188)
Additional Information Contact: Jean Petr (8367)
ATTACHMENTS
http:ll apps.cfwnet.orglcouncil-packetlmc—review.asp?ID=12668&councildate=1111712009 9/1312012