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HomeMy WebLinkAboutContract 41831 CITY SECRETARY CONTRACT NO. I 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 Twelve (20") nominal diameter pipeline for an approximate total distance of 805.46 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 6.4 and as further set out in Exhibit(s)"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. For initial construction, a temporary construction workspace as described in Exhibit(s)"A" is also granted as part 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 comm wnership or control with, the entity in question. OFFICIAL RECORD CITY SECRETARY Natural Gas Pipeline License Agreement-Trin ty Ri J„� RTHI 1" Pagc 1 of 20 F7.YY�� 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(s) "A". for (i) the construction, 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(s)"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 that certain Twenty(20")inch nominal diameter steel pipeline for an approximate total distance of 805.46 total linear feet and other facility locations as 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. Natural Gas Pipeline License Agreement-Trinity River Levee Page 2 of 2U 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, 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 permit 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. Natural Gas Pipeline License Agreement-Trinity River Levee Page 3 of 20 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. 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 terminated 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-eight thousand fifty-seven dollars Ninety-nine cents ($38,057.99) ("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 Natural Gas Pipeline License Agreement-Trinity River Levee Page 4 of 20 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. 5. REGULATORY AUTHORITY OF THE CITY. Company's property and operations hereunder shall be subject to such regulation by the City as may be reasonably necessary for the protection or benefit of the general public. In this connection, Company shall be subject to, governed by and shall comply with all applicable federal, state and local laws, including all ordinances, rules and regulations of the City,as same may be adopted and amended from time to time. 6. 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, public places and other City-owned property and the spaces above and beneath them. Company shall comply with all applicable laws, ordinances, rules and regulations, including, but not limited to, City ordinances, rules and policies related to construction permits, construction bonds, pennissible 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. 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 determined by the City to be in the public interest to remove or alleviate the burden. 6.3. Notice 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. Natural Gas Pipeline License Agreement-Trinity River Levee Page 5 of 20 6.4 MinimalInterfcrence. Company will take all reasonable planning to minimize harm to the City Property and shall comply with conditions as set forth below: 6.4.1.Company shall coordinate and participate in a preconstruction meeting with City of Fort Worth Planning and Development staff to evaluate and address any issues or concerns at least seven calendar days prior to the start of construction. Company must provide video media of the Property to document the condition of the Property prior to installation of the Pipeline at the time of the preconstruction meeting. Within thirty(30) days of completion of the installation of the Pipeline Company shall provide video media of the Property documenting the condition of the Property.. 6.4.2. No closure of Trinity Trail is shall be allowed. Trail must be re-routed using compacted 3/8"minus flex base or asphalt. 6.4.3 Company shall not have the right to place permanent above ground facilities on City Property. 6.4.4. Company shall have the right to bore and open trench as shown in Exhibit"A". 6.4.5. Appropriate erosion control measures must be implemented during construction. 6.4.6. 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. 6.4.7. The use of traffic control devices shall be consistent with the standards and provisions of Part VI of the Texas Manual on Uniform Traffic Control Devices. 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. 6.4.8 No use of the Property is permitted for storage or any other purpose outside of the temporary work space. 6.4.9 Company agrees to repair and restore any damage to the Trinity River Trail based on the paving details attached in Exhibit`B". 6.4.10 Company shall install orange mesh fencing around the temporary construction area during initial construction. 6.4.11 Company shall backfill and compact soil in the license tract and all affected areas to 95%. All backfill must consist of impervious materials. Company shall reestablish vegetation to its original condition or better. A seed injected compost blanket Natural Gas Pipeline License Agreement-Trinity River Levee Page 6 of 20 minimum 2"depth shall be used on any slopes greater than 6:1. Seed composition for re- seeding shall be Japanese Millet and Common Burmuda. 6.4.12 Company shall post signs on the property referencing the upcoming construction at least one week in advance of the initiation of work in the area. 6.4.13 Company shall post a flagman at the crossing during periods that the access is being made across the trail section. 6.4.14 Company shall always give trail users the primary right of way. 6.5. "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 format 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. 6.6. 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 36 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. 6.7. 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. Natural Gas Pipeline License Agreement-Trinity River Levee Page 7 of 20 6.8. 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. 6.9. 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 forty-five(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. 6.10. 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. 6.11. Emergency Procedures 6.11.1. 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 to life, health or property and is caused by any natural or man-made disaster, including, but not limited to, storms, floods, fires, accidents, explosion, water main breaks and hazardous materials spills. In the event of a public emergency, the City shall have the right to take whatever action is deemed appropriate by the City Manager, Mayor, Police Chief or Fire Chief, or their authorized representatives, including,but not limited to, action that may result in damage to Natural Gas Pipeline License Agreement-Trinity River Levee Page 8 of 20 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. 6.11.2.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. 6.11.3.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 e. Any other information as requested by the emergency dispatcher or other such official at the time of reporting the emergency or incident 6.12. 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 Natural Gas Pipeline License Agreement-Trinity River Levee Page 9 of 20 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,termination 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 6.10 of this Agreement, Company shall also restore any property, public or private, that is disturbed or damaged by removal (or, if consented to by the City,capping)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, ordinance, rule or regulation, except to the extent directly caused by the negligent or grossly negligent act(s)or omission(s)or intentional misconduct of the City. COMPANY HEREBY ASSUMES ALL LIABILITY AND RESPONSIBILITY FOR PROPERTY LOSS,PROPERTY 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 Natural Gas Pipeline License Agreement-Trinity River Levee Page 10 of 20 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 Assumption 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(iii) 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 LOCAL ENVIRONMENTAL LAWS AND REGULATIONS (COLLECTIVELY "ENVIRONMENTAL LAWS'), TIM 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 REMEDIATION THAT MAY BE REQUIRED AS A RESULT OF SUCH VIOLATION, EXCEPT TO THE EXTENT CAUSED BY THE CITY. Natural Gas Pipeline License Agreement-Trinity River Levee Page 11 of 20 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 Coveraee. • 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 Damame Liability: $10,000,000 per occurrence • 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. Natural Gas Pipeline License Agreemcnt-Trinity River Levee Page 12 of 20 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 in the State of Texas and who are acceptable to the City in terms of solvency and financial strength. Within thirty(30)days following adoption of this Agreement by the City Council, Company shall 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. 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. Natural Gas Pipeline License Agreement-Trinity River Levee Page 13 of 20 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 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. Natural Gas Pipeline License Agreement-Trinity River Levee Page 14 of 20 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 terminate 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. 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 Natural Gas Pipeline License Agreement-Trinity River Levee Page 15 of 20 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 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: Natural Gas Pipeline License Agreement-Trinity River Levee Page 16 of 20 To THE CITY: To THE COMPANY: City of Fort Worth Texas Midstream Gas Services,L.L.C. D.J.Harrell,Gas Lease Program,Land Agent Dave Johns 1000 Throckmorton Manager-Property Rights Fort Worth,TX 76102 100 Energy Way Fort Worth,Texas 76102 with a copy to: with a copy to: City of Fort Worth Texas Midstream Gas Services,L.L.C. Department of Law c/o CT Corporation Attn:Attorney for Real Property 350 North St.Paul Street,Suite 2900 1000 Throckmorton Dallas,TX 75201 15. NON-DISCRINIINATION COVENANT. 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 tern or provision of this Agreement or to exercise any rights that the City may have,either under this Agreement or the law, shall not constitute a waiver of the City's right to insist upon appropriate performance or to assert any such right on any future occasion. 17. GOVERNING LAW AND VENUE. This Agreement shall be construed pursuant to and in accordance with the laws of the United States of America and the State of Texas. If any action,whether real or asserted, at law or in equity, arise out of the terms 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. Natural Gas Pipeline License Agreement-Trinity River Levee Page 17 of 20 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 final 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. 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. [INTENTIONALLY LEFT BLANK,SIGNATURES ON FOLLOWING PAGE] Natural Gas Pipeline License Agreement-Trinity River Levee Page 18 of 20 EXECUTED as of the later date below: CITY OF FORT WORTH: TEXAS MIDSTREAM GAS SERVICES L.L.C. By: By: Assistant City Manager 4avoManager—Property Rights Date:/6111 Date: APPROVED AS TO FORM AND LEGALITY: By: o Assistant City Attorney M&C: (,-gAgp 51a41)1 �,�aoanitgQfl Attested by: �► o° 0000 d Marty Hendrix, SeQre PPPPP�� D°Oa�a°c °o a� OFFICIAL RECORD CITY SECRETARY FT.WORTH,TX Natural Gas Pipeline License Agreement-Trinity River Levee 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)hc has executed the same for the purposes and consideration therein expressed. GIVEN UNDER MY HAND AND SEAL,OF OFFICE this day of 2011. I I Notary Public in and for the State of Texas ' EVONIA DAMELS MY COMMISSION EXPIRES sx+••••• °•` Jigy 10,2013 My Commission Expires: J� Print Name of Notary Public Here THE STATE OF TEXAS § COUNTY OF TARRANT § 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 2.5 day of 12011. *•. JEANETTE MICHELLE HILL q....� Notary Public in and for the Notary Public,State of Texas State of Tex My Commission Expires as ..i February 21,2015 ` My Commission Expires:_V-ebN X)L{l� 2_l t ZOAs Print Name of Notary Public Here Ofp1C1A�RECORD C1TY SECRETARY YrpRTHI TX Natural Gas Pipeline License Agreement-Trinity River Levee Page 20 of 20 EXHIBIT "A" \ bCK TARRANT BCOUNTY WATER CONT OL AND IMPROVEMENT DISTRICT NO. 1 llllll 9 TRACTS TX—TARR—MEAP-042.O7.03 10\ lfT—TARR—MEAP-042.07.03.03 TX—TARR—M EAP-042.07.03.O4 u \ 1 BLOCKS 3, 4. 5. 7, 9, 1O, 11, 12 AND A PORTION OF 5 WATSONS ADD111ON VOL 204A PG 83 \ 12 Y VOL 2214 PG 248 (-1 45290) / 5 \ F`' / <13L OCK 12 4 \ \/ / 3 / i\ TARRANT COUNTY WATER CONROL AND IMPROVEMENT FORT WORTH INDEPENDENT SCHOOL DISTRICT NO 1 TRACT TX—TARR—MEAP-042.07.04 VOL 2195 PG 578 BLOCK A do (SUSID 05290) ,y0-A 0.��{ NORTH CHAMBERS ADDITION B P 4Q. VOL 388-10 PG 130 �JQ• VOLE�G0 54 CITY OF FORT WORTH - --- —--- -- --- - ---- TRACT TX—TARR—MEAP-042.07.05 —- REMAINDER BLOCK B do ALL OF BLOCK C CHAMBERS ADDITION VOL 388-10 PG 130 VOL 873 PG 611 IPA SUSO,47—) �9 A� 9S g0+ ?y FORT WORTH 6�'G� 9I• INDEPENDENT SCHOOL TRACT TX—TARR—MEAP-042.07.06 CHAMBERS ADDITION y�yyJ� VOL 388-10 PG 130 O VOL 1346 PG 54 (SUeO/low) r� o.T ••i""• F1••, •. ••' BASIS OF BEARING: BEARINGS SHOWN HEREON ARE BASED ON US STATE PLANE ,rt••- ' Q NAD 83 COORDINATES STATE OF TEXAS NORTH CENTRAL 4202 ZONE. suA� (CM) CONTROL MONUMENT (ASSESSOR'S DATA) APPROXIMATE ABSTRACT LINE V:\52871\ACTIVE\187107355\DRAVANG\285-HEAP\EXHIBITS\07355V-285-EXHIBIT-042.07.O5.DWG TEXAS MIDSTREAM GAS SERVICES PROPOSED PIPELINE CROSSING TRACT TX—TARR—MEAP-042.07.05 CITY OF FORT WORTH ���� ♦i s 05/25/11 sJTM TF REVISED CLIENT COMMENTS COUNTY OF TARRANT, STATE OF TEXAS 4 10/27/10 ass TF REV SED MERCADO TO ARC PARK DOWNTOWN DESIGN SERVICES. INC. 3 05/10/10 JMM PEM LICENSE AREA EAPPROWD SJTM 03/25/09 SCALE: 1'-100' 2333 MINNIS DRIVE, SUITE F 2 01/22/10 JDM PEM REVISED LICENSE AREA PEM 03/25/09 By HALTOM CITY. TX 76117 U 50' 1OO I O3/25/09 SJTA PEM REVISED LICENSE AREA ENGINEER Tel: 817-744-7927 05/27/08 JC WBB MUSTANG ORIGINAL EXHIB Fax: 817-744-792.9 www.downtown—desi(in.com REV. DATE BY APP. DESCRIPTION SHEET 1 OF 3 N EXHIBIT "A" N5553'08"E 20.73' 8.10' FORT WORTH INDEPENDENT SCHOOL S4437'34"E TRACT TX—TARR—MEAP-04207.04 t 7.97' BLOCK A & NORTH 90' OF BLOCK B F9 11 ^ CHAMBERS ADDITION �R VOL 388-10 PG 130 / 4 �S VOL 1346 PG 54 / POINT `` BEGINNING '. "� VV (SUBD,j'7030) ,y0 O� v ,;P) /a 20' LICENSE AREA Nw y1�(b//h�ry1 REMAINDER 0.058 AC / a'• BLOCK B NN / \ CITY OF FORT WORTH / TRACT TX—TARR—MEAP-042.07.05 / / REMAINDER BLOCK B BLOCK C / \ & ALL OF BLOCK C / / \ CHAMBERS ADDITION / / VOL 388-10 PG 130 / ��- --- ------\----- VOL 873 PG 611 --- --- (CM) \ (SUBD 070JO) / FOUND 5/8" \ IRON ROD \ 20' PIPELINE EASEMENT / \ VOL 9322 PG 1556 A'/ �6 5v. ^/ gyp'JQ` / \ 5 / FO ND SROD // FORT WORTH / INDEPENDENT SCHOOL / TRACT TX-TARR-MEAP-042.07.06 BLOCK D (CM) CHAMBERS ADDITION VOL 388-10 PG 130 Spq • ....w.1 O�F/SI C f 4.?'3 VOL(S BD 6 PG 54 ».. ... ..F (ROjV t' pG 'R H F eeq�3j'S 581,..• QQ lt'ri. 8 Ng (CM) --�`�U IRO R%J (CM) CONTROL MONUMENT FOUND (ASSESSORS DATA) N ROD APPROXIMATE ABSTRACT LINE COMBINED SCALE FACTOR:1.0001391 V:\52871\ACTIVE\187107355\DRAWING\2851 MEAP\EXHIBITS\07355V-285—EXHIBIT-042.07.05.DWG LICENSE AREA TABLE CENTERLINE LENCIH 125.32 FT 7.80 RDS TEXAS MIDSTREAM GAS SERVICES UCENSE AREA 2,505 SF 0.058 AC PROPOSED PIPEUNE CROSSING TEMP. WORKSPACE N/A N/A TRACT TX—TARR—MEAP—042.07.05 ADD'L. WORKSPACE N/A N/A CITY OF FORT WORTH [�^♦i W10/27/10 SJTM 7F REVISED CLIENT COMMENTS COUNTY OF TARRANT, STATE OF TEXAS JSS TF REND LICENSE AREA MERCADO TO ARC PARK DOWNTOWN DESIGN SERVICES, INC. 3 05/10/10 JAM PEM LICENSE AREA DRAW sJn1 03/23/09 SCALE, 1-X50• By 23u331 MINNIS DRIVE, SUITE F 2 01/22/10 JOM PEM REVISED LICENSE AREA CHECKED PEM 0]/25/09 BY WALTOM CITY, TX 76117 1 03/25/09 SJTM PEM REVISED LICENSE AREA PROJECT O 25' 50' Tel: 817-744-7927 ENQNEER /27/08 Jc WBB MUSTANG ORIGINAL EXHIBIT XCT FOX' 817-744-7929 ON www.downtown-design.com REV DATE BY APP, DESCRIPTION APPROVED SHEET 2 OF 3 N EXHIBIT "A" PROPERTY DESCRIPTION OF LICENSE AREA A LICENSE AREA ACROSS A PORTION OF BLOCK B AND BLOCK C CHAMBERS ADDITION FILED IN VOLUME 388-10 AT PAGE 130 ALSO DESCRIBED IN VOLUME 873 AT PAGE 611 OF THE RECORDS OF THE COUNTY OF TARRANT, STATE OF TEXAS, IN THE BEN T CROWLEY SURVEY, ABSTRACT 307, AND IN THE MOSES A JACKSON SURVEY, ABSTRACT 362, DESCRIBED AS FOLLOWS: BEGINNING ON THE NORTHWESTERLY BOUNDARY OF SAID PARCEL FROM WHICH AN ANGLE POINT IN THE EASTERLY RIGHT OF WAY LINE OF HIGHWAY 287 AS DESCRIBED IN VOLUME 3533 AT PAGE 171 MONUMENTED BY A FOUND 5/8" IRON ROD BEARS S54"57'41"W 312.14 FEET; THENCE ALONG SAID NORTHWESTERLY BOUNDARY N55'53'08"E 20.73 FEET; THENCE S49'24'15'E 95.56 FEET TO THE NORTHEASTERLY BOUNDARY OF SAID PARCEL; THENCE ALONG SAID NORTHEASTERLY BOUNDARY THE FOLLOWING TWO (2) COURSES: 1. THENCE 544'37'34"E 7.97 FEET; 2. THENCE S23'23'46"E 44.10 FEET FROM WHICH AN ANGLE POINT IN THE EASTERLY RIGHT OF WAY LINE OF HIGHWAY 287 AS DESCRIBED IN VOLUME 3360 AT PAGE 198 MONUMENTED BY A FOUND 5/8" IRON ROD BEARS S25-38.27"W 337.47 FEET; THENCE N49'24'15"W 148.59 FEET TO THE POINT OF BEGINNING; CONTAINING 2,505 SQUARE FEET OR 0.058 ACRES. BASIS OF BEARING: BEARINGS SHOWN HEREON ARE BASED ON US STATE PLANE NAD 83 COORDINATES STATE OF TEXAS NORTH CENTRAL 4202 ZONE. SURVEYOR'S CERTIFICATE TO PARTIES INTERESTED IN TITLE TO THE PREMISES SURVEYED, I DO HEREBY CERTIFY THAT THE ATTACHED LEGAL DESCRIPTION WAS PREPARED FROM PUBLIC RECORDS w ST WITHOUT THE BENEFIT OF A COMMITMENT FOR TITLE INSURANCE AND FROM AN ACTUAL P NO ACCURATE SURVEY UPON THE GROUND AND THAT SAME IS TRUE AND CORRECT. . .. ... ....... T F NE ATE OF SURVEY: TODD FINCHER ... .. '" f." 3/05/09-03/12/09 R.P.L.S. NO. 5633 r r? (CM) CONTROL MONUMENT DATE OF SIGNATURE: 05/25/11 1 asp .••'O + � S1JFtV� (ASSESSORS DATA) APPROXIMATE ABSTRACT LINE V:\52871\ACTIVE\187107355\DRAWING\255-HEAP\EXHIBITS\07355V-285-EXHIBIT-042.07.05.OWG TEXAS MIDSTREAM GAS SERVICES SEE SHEET 2 FOR LICENSE AREA INFORMATION PROPOSED PIPELINE CROSSING TRACT TX—TARR—MEAP-042.07.05 CITY OF FORT WORTH ^^ ♦i 5 05/25/11 SJTM TF REVISED CLIENT COMMEN75 COUNTY OF TARRANT, STATE OF TEXAS ■ 1■--I( DESCRIPTION ♦ 10/27/10 Jss 1F REVISED MERCADO TO ARC PARK DOWNTOWN DESIGN SERVICES, INC. 3 05/10/10 JMM PEM LICENSE AREA O9Y� SOM 03/25/09 SCALE: 1"-N/A 2333 MINNIS DRIVE. SUITE F 2 01/22/10 JDM PEM REVISED UCENSE AREA CHECKED PEM 03/25/09 HALTOM CITY, TX 76117 1 03/25/09 SJTM PEM REVISED LICENSE AREA PROJECT Tel: 817-744-7927 FOX• 817-744-7929 05/27 'C WBB MUSTANG ORIGINAL EXHIBIT NEMN www.downtown—desion.com REV. DATE BY APP. DESCRIPTION APPROVED SHEET 3 OF 3 N EXHIBIT "A" u O? ^4 -k TARRANT TARRANT COUNTY Q'gPQJ� WATER CONTROL AND IMPROVEMENT m DISTRICT NO. 1 )P N CAUSE NO. 42810 „ TARRANT WA REGIONAL #v TRACT `y TX-TARR-MEAP-042.07.11 VOL 3106 PG 32 , . ti TARRANT REGIONAL 1 I WATER DISTRICT TRACT TX-TARR-MEAP-042.07.10 CITY OF FORT WORTH W VOL 2182 PG 87 TRACT 10 TRACT TX-TARR-MEAD-042.07.08 VOL 2313 PG 509 VOL 2605 PG 605K.: :_ry alp a EMAINDER BLOCK E CHAMBERS t+ ADDITION "z VOL 388-10 PG 130 (SU-I 7030) r4 (40 IV 1 f&V O+ bti G+y 05 5 �I to TEXAS TURNPIKE AUTHORITY TRACT TX-TARR-MEAP-042.08 VOL 2965 PG 133 o.. ASIS OF BEARING: BEARINGS SHOWN HEREON ARE BASED ON US STATE PLANE IN NAD 83 COORDINATES STATE OF TEXAS NORTH CENTRAL 4202 ZONE. ... ....... . •O ......•v�`� (CM) CONTROL MONUMENT SUR (ASSESSORS DATA) _.... _._._APPROXIMATE ABSTRACT LINE V:\5 71\ACTIVE\187107355\DRAWNG\285—MEAP\EXHIBITS\07355V-285—EXHIBIT-062.07.O8.DWG TEXAS MIDSTREAM GAS SERVICES PROPOSED PIPELINE CROSSING TRACT TX-TARR-MEAP-042.07.08 CITY OF FORT WORTH C3O /i COUNTY TARRANT, STATE OF TEXAS � / MER CADO TO ARC PARK DOWNTOWN DESIGN SERVICES, INC. DRAW SJTM 01/22/10 SCALE: r-I DO' By 2333 MINNIS DRIVE, SUITE F 2 05/25/11 SJTM TF REVISED CLIENT COMMENTS CHECKED PEM 01/22/10 HALTOM CiI1Y, TX 76117 2 06/16/10 JDM TF REVISE ADD WORKSPACE PROJECT � � Tel: 817-744-7927 ENGINEER Fox: 817-741•-7929 1 OS/ID/10 JMM PEM REVISE ADD WORKSPACE HEAD www.downtown—doorign.com REV. DATE BY APP. DESCRIPTION APPROVED SHEET 1 OF 5 EXHIBIT "A" �,Q';Ity TARRANT COUNTY WATER CONTROL p P��tQ`.� AND IMPROVEMENT DISTRICT NO. 1 CAUSE NO. 42810 \K`X10' FIBER OPTIC EASEMENT C? VOL 11310 PG 438 PARCEL 7 ^��O�QS (` 4 N3710'11"E \ CITY OF FORT WORTH Q'yQ�Jp 20.04' \ TRACT TX—TARR—MEAP-042.07.08 J VOL 2605 PG 605 POINT OF \\ BEGINNING ADDITIONAL WORKSPACE# 1 8,830 SF 0.203 AC �0�rLro A9•* � � / ?y 20' LICENSE AREA TARRANT REGIONAL 13,602 SF WATER DISTRICT 0.312 AC TRACT \ \ TX—TARR—MEAP-042.07.11 \ VOL 3106 PG 32 \ \\ \ TMS 3p3 TARRANT REGIONA \ \ N6�• SF ` WATER DISTRICT \ I \ 3p 476 `\ TRACT \ 3S zy �TX—TARR—MEAP-042.07.10 VOL 2182 PG 0) TRACT 10 �\ `\ VOL 2313 G 509 a / REMAINDER BLOCK E \ ;_ EFERENCE CHAMBERS ADDITION \ VOL 388-10 PG 130 BEARING (SUED/7030) 245'29"E 68'34'38"E ADDITIONAL WORKSPACE# 2 20' CHEVRON \ �. 1539.13' IPELINE EASEMENT ' �� " . 0.685 AC VOL 9322 PG 1556 550'59'31"E AT 109.56' S50.59'31"E T (RpwV 45.23' TEXAS TURNPIKE 0+ 6ti Gig AUTHORITY TRACT . �P�y TX—TARR—MEAP-042.08 VOL 2965 PG 133 O A, 1S�E Fti41 TO IN i.... s4 6 �fQ FOUND 1/2" $� y� IRON ROD • sUP (CM) CONTROL MONUMENT (ASSESSORS DATA) --APPROXIMATE ABSTRACT LINE COMBINED SCALE FACTOR:1.0001391 V:\52871\ACTIVE\187107355\DRAWING\285—MEAP\EXHIBITS\07355V-285—EXHIBIT-042.07.08.DWG LICENSE AREA TABLE TEXAS MIDSTREAM GAS SERVICES CENTERLINE LENGTH 680.10' 41.22 R LICENSE AREA 13,602 SF 0.312 AC PROPOSED PIPELINE CROSSING TEMP. WORKSPACE N/A N/A TRACT TX—TARR—MEAP-042.07.08 ADD'L. WORKSPACE 38,6B1 SF 0.888 AC CITY OF FORT WORTH COUNTY OF TARRANT, STATE OF TEXAS LICENSE AREA MERCADO TO ARC PARK DOWNTOWN DESIGN SERVICES, INC. D a;1M1 sJ,L1 01/22/10 SCALE; r_Tao 2333 MINNIS DRIVE, SUITE F 2 x5/25/11 SJTd TF REVISED CD ENT COMMENTS CHECKED PEM 01/22/10 BY HALTOM CRY, TX 76117 ENGINEER 0— 5�0' Tel: 817-744-7927 ITY, TX 61 2 08/16/10 JDM TF REVISE ADD WORKSPACE ENGINEER Fax: 817-744-7929 1 05/10/10 JMM PEM REVISE ADO WORKSPACE HEAD www.downtown—design.com REV. DAIS BY APP. DESCRIPTION APPROVED SHEET 2 OF 5 EXHIBIT "A" PROPERTY DESCRIPTION OF LICENSE AREA A 20.00 FOOT LICENSE AREA ACROSS A PORTION OF THE PARCEL DESCRIBED IN VOLUME 2605 AT PAGE 605 AND ACROSS A PORTION THE 10—FOOT FIBER OPTIC EASEMENT DESCRIBED AS PARCEL 7 IN VOLUME 11310 AT PAGE 438 AND ACROSS A PORTION OF THE 20—FOOT CHEVRON PIPELINE EASEMENT DESCRIBED IN VOLUME 9322 AT PAGE 1556 OF THE RECORDS OF THE COUNTY OF TARRANT, STATE OF TEXAS, IN THE MOSES A JACKSON SURVEY, ABSTRACT 862, AND JAMES SANDERSON SURVEY, ABSTRACT 1430, DESCRIBED AS FOLLOWS: BEGINNING ON THE NORTHWESTERLY BOUNDARY OF THE PARCEL DESCRIBED IN VOLUME 2605 AT PAGE 605 FROM WHICH A FOUND 1/2- IRON ROD BEARS S40.38-55"W 262.25 FEET; THENCE ALONG SAID NORTHWESTERLY BOUNDARY N37'10'11"E 20.04 FEET; THENCE S49'24'15"E 208.49 FEET; THENCE S61'30'35'E 416.22 FEET TO ITS NORTHEASTERLY BOUNDARY; THENCE ALONG SAID NORTHEASTERLY BOUNDARY S50'59'31"E 109.56 FEET FROM WHICH A FOUND 1/2" IRON ROD BEARS N58.34.38"E 1539.13 FEET; THENCE N61.30'35"W 526.07 FEET; THENCE N4924'15"W 209.42 FEET TO THE POINT OF BEGINNING; CONTAINING 13,602 SQUARE FEET OR 0.312 ACRES. Q�01STEq G�9�T �t ...... N. TO .. .. ....... 3 �•' ..ESS�4••'y� SUFN (CM) CONTROL MONUMENT (ASSESSORS DATA) �/ I .. ......APPROXDIATE ABSTRACT LINE V:\52871\ACTIVE\187107355\DRAWING\285-HEAP\EXHIBITS\07355V185-EXHIBIT-042.07.08.DWG TEXAS MIDSTREAM GAS SERVICES SEE SHEET 2 FOR LICENSE AREA INFORMATION PROPOSED PIPELINE CROSSING TRACT TX—TARR—MEAP-042.07.08 CITY OF FORT WORTH COUNTY OF TARRANT, STATE TEXAS LICENSE AREA DESCRIPTION MERCADO TO ARC PARK DOWNTOWN DESIGN SERVICES, INC. MAW s�1w ("122110 sCA�E: r-N/A 2333 MINNIS DRNE, SUITE F 2 05/25/11 SJTM TF RENSEO CLIENT COMMENTS CHECKED PEM m/22/10 Ely HALTOM CITY, TX 76117 2 08/16/10 ,1DM TF REVISE ADD WORKSPACE �IO'EOT Tel: 817-744-7927 ENGINEER Fax: 817-744-7929 1 05/10/10 IMM PEM REVISE ADD WORKSPACE SECTION HM www.downtown—doWan.co REV. DATE BY APP. DESCRIPTION APPROVED SHEET 3 OF 5 EXHIBIT "A" ' �� J TARRANT COUNTY WATER CONTROL J�J AND IMPROVEMENT DISTRICT NO. 1 CAUSE NO. 42810 \\ 10' FIBER OPTIC EASEMENT t� \4( VOL 11310 PG 438 PARCEL 7 yb CITY OF FORT WORTH P yP��1�{ TRACT TX-TARR-MEAP-042.07.08 \ VOL 2605 PG 605 P� \\ N90'00'00"E 58.51' ADDITIONAL WORKSPACE# 1 N40'35'45"E' 8,830 SF 27.26' 0.203 AC POINT OF \ \ \ 20' LICENSE BEGINNING \ AREA TARRANT REGIONAL #1 \ 'I'A 13,602 SF WATER DISTRICT 7O> 0.312 AC TRACT TX-TARR-MEAP-042.07.11 \ 56 3�1\O "°o- sr X \C6 VOL 3106 PG 32 \ 0 Dp i� \ \ po o '6<9. F 9g D. 4 ry�O �- TARRANT REGIONA \ \ Z \ S6 k y^y"�� ` WATER DISTRICT TRACT \ \ TX-TARR-MEAP-042.07.10 /y VOL 2182 PG 87` 693 1\ / I TRACT 10 92, 9`3 W �ti�\ /VOL 2313 G 5Q9,_ REMAINDER BLOCK E �i�Y� ao, y� CHAMBER VOL 388 S 0 POT730 '� —j VOL SF S2 \ EFERENCE (SUBD/7030) S23'14'13"W 8?)?S°y 03• ? 45'29"E 34.90' S761 1'39"W 20' CHEVRON 6��45• _ 23.58' PIPELINE EASEMENT VOL 9322 PG 1556 ?7 ) ADDITIONAL WORKSPACE# 2 �4j3g "4 29,851 SF SE W08'37"W POINT OF sTq� 0.685 AC 19,62' BEGINNING #2 (R�w114 RwA-28j N68�S50 59'31"E TEXAS 44.38' O+ TURNPIKE AUTHORITY lb TRACT �P -1 TX-TARR-MEAP-042.08 yPQ•,� VOL 2965 PG 133 Oyu yJ 0 F. E �. A,ra :TQOo F1NC.. R r C .� -� IRON ROD 2. ......... (CM) CONTROL MONUMENT I (ASSESSORS DATA) - APPROXIMATE ABSTRACT LINE COMBINED SCALE FACTOR: 1.0001391 V:\52871\ACTIVE\187107355\DRAWING\285-MEAP\EXHIBITS\07355V185-EXHIBIT-042.07.OB.DWG SEE SHEET 2 FOR TEXAS MIDSTREAM GAS SERVICES LICENSE AREA INFORMATION PROPOSED PIPELINE CROSSING TRACT TX-TARR-MEAP-042.07.08 CITY OF FORT WORTH r��� ♦i COUNTY T, STATE TEXAS ADDITIONAL WORKSPACE MERCADO TO ARC PARK DOWNTOWN DESIGN SERVICES, INC. °BYN SJTM 01/22/10 SCALE; 1•-loo• 23u33'MINNI/S���yDRIVE, SUITE F 2 05/25/11 SJTM TF REVISED CLIENT COMMENTS CHECKED PEM 01/22/10 fWLTOM W , TX 78117 PROJECT 0 50' 1OO' Tel: 817-744-7927 2 08/18/10 JDM TF REVISE ADD WORKSPACE ENGINEER HEAD Fax: 817-744-7929 1 05/10/10 WM PEM REVISE ADD WORKSPACE SECTT www.downtown—doeian.com REV. DATE BY APP, DESCRIPTON APPROVED SHEET 4 OF 5 EXHIBIT "A" PROPERTY DESCRIPTION OF ADDITIONAL W(1RKCOerc 1 A PORTION OF A PARCEL DESCRIBED IN VOLUME 2605 AT PAGE 605 AND ACROSS A 10-FOOT FIBER OPTIC EASEMENT DESCRIBED AS PARCEL 7 VOLUME 11310 AT PAGE 438 OF THE RECORDS OF THE COUNTY OF TARRANT, STATE OF TEXAS, IN THE MOSES A JACKSON SURVEY, ABSTRACT 862, DESCRIBED AS FOLLOWS: BEGINNING IN THE SAID PARCEL FROM WHICH A FOUND 1/2" IRON ROD BEARS S67.57'30"W 317.10 FEET; THENCE N40'35'45"E 27.26 FEET, THENCE N9O'00'00"E 58.51 FEET THENCE S53'56'24"E 107.14 FEET; THENCE S32 26'39"W 53.47 FEET; THENCE N61'30'35"W 99.56 FEET; THENCE N4924'15"W 61.47 FEET TO THE POINT OF BEGINNING; CONTAINING 8,830 SQUARE FEET OR 0.203 ACRES. PROPERTY DESCRIPTION OF ADDITIONAL WORKSPACFJ Z A PORTION OF THE PARCEL DESCRIBED IN VOLUME 2605 AT PAGE 605 AND ACROSS 20—FOOT CHEVRON PIPELINE EASEMENT DESCRIBED IN VOLUME 9322 AT PAGE 1556 OF THE RECORDS OF THE COUNTY OF TARRANT, STATE OF TEXAS, IN THE MOSES A JACKSON SURVEY, ABSTRACT 862, DESCRIBED AS FOLLOWS: BEGINNING ON THE NORTHEASTERLY BOUNDARY OF SAID PARCEL FROM WHICH A FOUND 1/2- IRON ROD BEARS N68'34'38"E 1539.13 FEET; THENCE ALONG SAID NORTHEASTERLY BOUNDARY S50.59'31"E 44.38 FEET TO THE EAST CORNER OF SAID PARCEL; THENCE ALONG THE NORTHERLY BOUNDARY OF THE PARCEL DESCRIBED IN VOLUME 2965 AT PAGE 133 N71'20'31"W 147.33 FEET, THENCE N71'06'48"W 75.21 FEET, THENCE S60'08'37"W 19.62 FEET, THENCE N65'27'45"W 69.10 FEET; THENCE N60'05'25"W 82.72 FEET; THENCE N36'43'40"W 117.74 FEET; THENCE S76'1 1'39"W 23.58 FEET; THENCE 523'14'13"W 34.90 FEET; THENCE N6937'13"W 92.09 FEET; THENCE N00'00'00"E 108.91 FEET; THENCE S49.24'15"E 76.68 FEET; THENCE S61'30'35"E 526.07 FEET THE POINT OF BEGINNING; CONTAINING 29,851 SQUARE FEET OR 0.685 ACRES. BASIS OF BEARING: BEARINGS SHOWN HEREON ARE BASED ON US STATE PLANE NAD 83 COORDINATES STATE OF TEXAS NORTH CENTRAL 4202 ZONE. TO PARTIES INTERESTED IN TITLE TO THE PREMISES SURVEYED, I DO HEREBY CERTIFY THAT THE ATTACHED LEGAL DESCRIPTION WAS PREPARED FROM PUBLIC RECORDS WITHOUT THE BENEFIT OF A COMMITMENT FOR TITLE INSURANCE AND FROM AN ACTUAL ii7i AND ACCURATE SURVEY UPON THE GROUND AND THAT SAME IS TRUE AND CORRECT. p�p qF Y N DATE OF SURVEY- TODD FINCHER "i".... ••• /29/09 — 01/04/10 TOOU FI CH R...• R.P.L.S. N0. 5633 t•....•• " ""' DATE OF SIGNATURE: 05/25/11 (CM) CONTROL MONUMENT :�•'.� (ASSESSOR$"DATA) SUR%j _ APPROXIMATE ABSTRACT LINE CTI VE\187107355\DRA VBNG\285-HEAP\EXHI BITS\07355V-285-EXHIBIT-042.07.08.DVYG SEE SHEET 2 FOR TEXAS MIDSTREAM GAS SERVICES LICENSE AREA INFORMATION PROPOSED PIPELINE CROSSING TRACT TX-TARR-MEAP-042.07.08 CITY OF FORT WORTH n^�i COUNTY OF TARRANT, STATE OF TEXAS ADDITIONAL DESCRIPTION DOWNTOWN DESIGN SERVICES, INC. MERCADO 175 ARC PARK BY DRAWN som A BY 2333 MINNIS DRIVE, SUITE F 2 05/25/11 SJTM TF REVISED CLIENT COMMENTS CHECKED PEM HALTOM CITY, TX 78117 Tel: 817-744-7927 2 08/16/10 JDM TF REVISE ADD WORKSPACE PROJECT ENOINEER Fax: 817-744-7929 1 05/10/10 AM PEM REVISE ADO VORKSPACE SECTION MEAD WWW.downtown—desi n.COM REV. DATE BY APP. DESCRIP110H APPROVED Exhibit "Buy r A ml J 0 z N. izm e5 M 2 Ain T14 --------------- Z--z --- --m"M iH -4 .2i 9 -Oz N lh HE - 4 Nk -A ,RGR;i PRIX 1!g 7V ION �Nqo �4 5, 49� WN A".. Ht p AR �p Natural Gas Pipeline License Agreement Trinity L—evlee M&C Review Pagel of 2 Official site of the City of Fort Worth,Texas CITY COUNCIL AGENDA Fo- H COUNCIL ACTION: Approved on 5/24/2011 DATE: 5/24/2011 REFERENCE C-24920 LOG NAME: 062050PIPELINE MARTIN NO.: LUTHER CODE: C TYPE: NON- PUBLIC NO CONSENT HEARING: SUBJECT: Authorize Execution of an Underground Pipeline License Agreement with Texas Midstream Gas Services,LLC.,in the Amount of$38,057.99 for a Natural Gas Pipeline Across City- Owned Property Located at 1701 Martin Luther King Freeway,Fort Worth,Texas,Also Known as Trinity River Levee(COUNCIL DISTRICT 8) RECOMMENDATION: It is recommended that the City Council authorize execution of an Underground Pipeline License Agreement with Texas Midstream Gas Services,LLC.,in the amount of$38,057.99 for a Natural Gas Pipeline across City-owned property located at 1701 Martin Luther King Freeway, Fort Worth,Texas, also known as Trinity River Levee,for a Term of 20 years. DISCUSSION: The City has been approached by representatives of Texas Midstream Gas Services,LLC., requesting an underground pipeline license agreement across a portion City-owned property located at 1701 Martin Luther King Freeway, Fort Worth,Texas,also known as Trinity River Levee,for the installation of a natural gas pipeline.The property is located southeast of Harmon Field Park and west of Riverside Drive between Interstate 30 and West Fork Trinity River.The proposed alignment will allow for a total of 805.46 linear feet of 20-inch diameter natural gas pipeline within a 20-foot wide strip of land across the properties(0.058 acres more or less)for a term of 20 years. For initial construction,a temporary construction workspace parallel,abutting,contiguous and along the license tract(0.888 acres more or less)shall also be granted as part of the agreement. In the interest of safety and as part of this agreement,Texas Midstream Gas Services,LLC,will install a temporary pedestrian trail around the affected area according to the City specifications.The temporary pedestrian trail will provide an alternate route for bike and pedestrian traffic during construction of the pipeline and will be removed from the property after construction. Texas Midstream Gas Services,LLC,has agreed to pay the City the standard fee of$47.25 per linear foot of pipeline for the use of the property for a term of 20 years for a total cost of$38,057.99. Revenues received from this project will be administered in accordance with the current Financial Management Policy. Texas Midstream Gas Services,LLC,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 on COUNCIL DISTRICT 8,Mapsco 90,E. 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 FROM Fund/Account/Centers GC10 446300 006060001000 $19,029.00 http://www.fortworthgov.org/council_packet/mc_review.asp?1D=15252&councildate=5/... 05/25/2011 M&C Review Page 2 of 2 T127 446300 006127099901 $19,028.99 Submitted for City Manager's Office by: Fernando Costa(6122) Oriainatina Department Head: Randle Harwood(6101) Additional Information Contact: Jean Petr(8367) DJ Harrell(8032) ATTACHMENTS 062050 Martin Luther King Pipelinetrinitvriverlevee odf http://www.fortworthgov.org/council_packet/mc review.asp?ID=15252&councildate=5/... 05/25/2011