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HomeMy WebLinkAboutContract 28095 ROAD REPAIR AGREEMENT BETWEEN THE CITY OF FORT WORTH CITY SECRETARY AND CHIEF OIL AND GAS LLC 0 9—0 8—0 S A 0 9 : 14 I N CONTRACT NO. aTB!_�: This Road Repair Agreement, (Agreement), is made and entered into on this the 8th day of November, 2002, by and between the City of Fort Worth, Texas ("City"), a home rule municipal corporation of the State of Texas, located within Tarrant and Denton Counties, Texas (Hereinafter referred to as the "City") and Chief Oil and Gas LLC ("Operator") for the repair of certain streets and/or roadways within the City of Fort Worth,Texas as more fully described herein. WHEREAS,Operator is in the business of drilling gas wells and, in connection therewith, shall be engaged in drilling and production activities on property known generally as the JARVIS-COHEN LEASE (LOCATED NORTH OF BONDS RANCH EAST AND WEST ROAD AND EAST AND WEST OF HIGHWAY 287), which abuts, is adjacent to, and/or is accessed by roadways within the City of Fort Worth;and WHEREAS, use of the roadways by the Operator for the purpose of performing the activities described hereinabove may cause damage to the roadways;and WHEREAS, the City and Operator, for the mutual consideration hereinafter stated, desire to enter into an Agreement for Operator to repair said roadways for the duration of the term of this Agreement in consideration of Operator's use of said roadways for the purpose of the activities described hereinabove; IT IS NOW THEREFORE AGREED THAT: ARTICLE 1. 09-10-03 P04 : 35 IN REPAIR OBLIGATION 1. Operator shall repair roadways which abut,are adjacent to,or is accessed by the Operator for the drilling, completing, reworking, and/or re-fracing of a gas well or well on the Jarvis-Cohen Lease during the term of this Agreement and shall,prior to the termination of this Agreement, as provided herein, restore and repair all roadways to the condition in which the roadways existed prior to the execution of this Agreement. For purposes of this Agreement, "repair" shall mean that all the roadways will be repaired in accordance to the latest edition of"Standard Specifications for Street and Storm Drain Construction, City of Fort Worth,Texas Transportation and Public Works Department." Prior to any activity by the Operator related in any way to Operator's drilling and operation of its gas wells, Operator shall make a representative videotape or take representative pictures of the roadway and shall provide a copy of the videotape and/or pictures to the Gas Inspector and the Director of Transportation and Public Works Department for the City. 2. In connection with its obligation to repair said roadways, Operator shall use materials of the same or better quality than those utilized to surface and/or repair the roadways prior to execution of this agreement and in accordance with the standards specifications of the City as described in paragraph one of this Article. Deviation from the materials described herein shall not be permitted without the prior written consent of the Director of Transportation and Public Works. Repairs shall be completed in accordance with standard engineering practices acceptable to the City. 3. Operator shall repair the damage to the roadways at its sole cost and expense. 4. During the term of this Agreement, Operator shall periodically inspect the roadways during drilling, fracture stimulation or reworking of the gas well to determine whether or not any damage has occurred as a result of Operator's activities. Immediately upon discovering the existence of any such damage to the roadways, Operator shall undertake to repair and/or remedy same. Upon discovery of damage by the Operator, the Operator will have 48 hours to contact the Director of Transportation and Public Works to work out a schedule of repairs. Repairs shall take place withinffFFI mediately if the damage affects the immediate health and safety of individuals. RECORD RE'6ARYRTH,TX ARTICLE 2. TERM OF AGREEMENT This Agreement shall commence upon the date indicated above and shall continue in full force and effect until Operator has completed and/or permanently discontinued the activities upon the roadways, as described hereinabove. ARTICLE 3. INSURANCE AND INDEMNITY The Operator shall provide or cause to be provided the insurance described below for each well unless a Gas Well Permit has been issued wherein such insurance has been provided for the issuance of the Gas Well Permit under the terms and conditions described in the Fort Worth"Gas Drilling and Production" Ordinance and such insurance to continue until the well is abandoned and the site restored. In addition to the bond or letter of credit required pursuant to this Agreement and the Fort Worth "Gas Drilling and Production" ordinance, the Operator shall carry a policy or policies of insurance issued by an insurance company or companies authorized to do business in Texas. In the event such insurance policy or policies are cancelled, the Gas Well Permit shall be suspended on such date of cancellation and the Operator's right to operate under such Gas Well Permit shall immediately cease until the Operator files additional insurance as provided herein. 1) General Requirements applicable to all policies. a. The City, it officials, employees, agents and officers shall be endorsed as an "Additional Insured" to all policies except Employers Liability coverage under the Operator's Workers Compensation policy. b. All policies shall be written on an occurrence basis except for Environmental Pollution Liability (Seepage and Pollution coverage) and Excess or Umbrella Liability,which may be on a claims-made basis. C. All policies shall be written by an insurer with an A-: VIII or better rating by the most current version of the A. M. Best Key Rating Guide or with such other financially sound insurance carriers acceptable to the City. d. Deductibles shall be listed on the Certificate of Insurance and shall be on a"per occurrence"basis unless otherwise stipulated herein. e. Certificates of Insurance shall be delivered to the City of Fort Worth, Development Department, 1000 Throckmorton Street, Forth Worth, Texas 76102, evidencing all the required coverages, including endorsements, prior to the issuance of a Gas Well Permit. f. All policies shall be endorsed with a waiver of subrogation providing rights of recovery in favor of the City. g. Any failure on part of the City to request required insurance documentation shall not constitute a waiver of the insurance requirement specified herein. h. Each policy shall be endorsed to provide the City a minimum thirty-day notice of cancellation, non-renewal, and/or material change in policy terms or coverage. A ten days notice shall be acceptable in the event of non-payment of premium. i. During the term of the Gas Well Permit, the Operator shall report, in a timely manner, to the Gas Inspector any known loss occurrence which could give rise to a liability claim or lawsuit or which could result in a property loss. j. Upon request, certified copies of all insurance policies shall be furnished to the City. 2) Standard Commercial General Liability Policy. This coverage must include premises, operations, blowout or explosion, products, completed operations, sudden and accidental pollution, blanket contractual liability, underground resources damage, broad form property damage, independent contractors protective liability and personal injury. This coverage shall be a minimum Combined Single Limit of$1,000,000 per occurrence for Bodily Injury and Property Damage. 3) Excess or Umbrella Liability $5,000,000 Excess, if the Operator has a stand-alone Environmental Pollution Liability(EPL)policy. $10,000,000 Excess, if the Operator does not have a stand-alone EPL policy. Coverage must include an endorsement for sudden or accidental pollution. If Seepage and Pollution coverage is written on a "claims made" basis, the Operator must maintain continuous coverage and purchase Extended Coverage Period Insurance when necessary. 4) Workers Compensation and Employers Liability Insurance a. Workers Compensation benefits shall be Texas Statutory Limits. b. Employers Liability shall be a minimum of$500,000 per accident. C. Such coverage shall include a waiver of subrogation in favor of the City and provide coverage in accordance with applicable State and Federal laws. 5) Automobile Liability Insurance a. Combined Single Limit of $1,000,000 per occurrence for Bodily Injury and Property Damage. b. Coverage must include all owned,hired and not-owned automobiles. 6) Certificates of Insurance a. The company must be admitted or approved to do business in the State of Texas, unless the coverage is written by a Surplus Lines insurer. b. The insurance set forth by the insurance company must be underwritten on forms that have been approved by the Texas State Board of Insurance or ISO, or an equivalent policy form acceptable to the City. C. Sets forth all endorsements and insurance coverage according to requirements and instructions contained herein. d. Shall specifically set forth the notice of cancellation, termination, or change in coverage provisions to the City. All policies shall be endorsed to read"THIS POLICY WILL NOT BE CANCELLED OR NON-RENEWED WITHOUT 30 DAYS ADVANCE WRITTEN NOTICE TO THE OWNER AND THE CITY EXCEPT WHEN THIS POLICY IS BEING CANCELLED FOR NONPAYMENT OF PREMIUM, IN WHICH CASE 10 DAYS ADVANCE WRITTEN NOTICE IS REQUIRED". e. Original endorsements affecting coverage required by this section shall be furnished with the certificates of insurance. 7) The cancellation of any insurance for the sole purpose of the repair of roadways will not release the obligation of the Operator to meet all requirements of insurance and bonding under the Fort Worth"Gas Drilling and Production"Ordinance. OFFICINAL RECORD CITY SECRETARY IRS ,'T%TX 8) Operator shall and hereby does indemnify,defend and save harmless the City, its officers, agents and employees from all suits, actions or claims of any character, name and description brought for or on account of any injuries or damages received as sustained by any person, persons or property on account of the operations of the Operator, his agents, employees, contractors or subcontractors; or on account of any negligent act of fault of the Operator, his agents, employees, contractors or subcontractors in connection with the obligations under this Road Repair Agreement; and shall pay any judgment, with costs, which may be obtained against the City growing out of such injury or damage. ARTICLE 4. PERFORMANCE BONDS 1. Operator shall provide a performance bond, unless a performance bond has been provided for the issuance of a Gas Well Permit under the terms and conditions described in Fort Worth"Gas Drilling and Production"ordinance, in the amount not less than the amount necessary to repair the roadways, as determined by the City Engineer. 2. Prior to the beginning any activity pursuant to the issuance of a Gas Well Permit,unless a performance bond has been provided for the issuance of a Gas Well Permit under the terms and conditions described in Fort Worth "Gas Drilling and Production" Ordinance, the Operator shall provide the Gas Inspector with a security instrument in the form of a bond or an irrevocable letter of credit as follows: a. Bond. A bond shall be executed by a reliable bonding or insurance institution authorized to do business in Texas, acceptable to the City. The bond shall become effective on or before the date the Gas Well Permit is issued and shall remain in force and effect for at least a period of six (6) months after the expiration of the Gas Well Permit term or until the well is plugged and abandoned and the site is restored,whichever occurs first. The Operator shall be listed as principal and the instrument shall run to the City,as obligee, and shall be conditioned that the Operator will comply with the terms and regulations of this Ordinance and the City. The original bond shall be submitted to the Director of Transportation and Public Works with a copy of the same provided to the City Secretary and the Gas Inspector. b. Letter of Credit. A letter of credit shall be issued by a reliable bank authorized to do business in Texas and shall become effective on or before the date the Gas Well Permit is issued. The letter of credit shall remain in force and effect for at least a period of six (6) months after the expiration of the Gas Well Permit term. The City shall be authorized to draw upon such letter of credit to recover any fines or penalties assessed under this ordinance. Evidence of the execution of a letter of credit shall be submitted to the Director of Transportation and Public Works submitting an original signed letter of credit from the banking institution, with a copy of the same provided to the City Secretary and the Gas Inspector. C. Whenever the Gas Inspector or the Director of Transportation and Public works Department finds that a default has occurred in the performance of any requirement or condition imposed by this Agreement, a written notice shall be given to the Operator. Such notice shall specify the work to be done, the estimated cost and the period of time deemed by the Gas Inspector of the Director of Transportation and Public Works Department to be reasonably necessary for the completion of such work. After receipt of such notice, the Operator shall, within the time therein specified, either cause or require the work to be performed, or failing to do so, shall pay over to the City one hundred twenty-five (125) percent of the estimated cost of doing the work as set forth in the notice. d. The City shall be authorized to draw against any irrevocable letter of credit or bond to recover such amount due from the Operator. Upon receipt of such monies, the City shall proceed by such mode as deemed convenient to cause the required work to be performed and completed,but no liability shall be incurred other than for the expenditure of said sum in hand. e. In the event the Operator does not cause the work to be performed and fails or refuses to pay over to the City the estimated cost of the work to be done as set forth in the notice, or the issuer of the security instrument refuses to honor any draft by the City against the applicable irrevocable letter of credit or bond the City may proceed to obtain compliance and abate the default by way of civil action against the Operator, or by criminal action against the Operator,or by both such methods. f. When the roadways covered by said irrevocable letters of credit or bond have been received by the City, or upon receipt of a satisfactory substitute, the irrevocable letter of credit or bond issued in compliance with this Agreement shall be terminated and cancelled. Any bond required by the Fort Worth "Gas Drilling and Production" Ordinance shall stay in full force and effect until the terms and conditions set out in the Ordinance are met. The cancellation of any bond or letter of credit for the sole purpose of the repair of roadways will not release the obligation of the Operator to meet all requirements of insurance and bonding under the Fort Worth "Gas Drilling and Production"Ordinance. ARTICLE 5 MICELLANEOUS PROVISIONS 1. Operator understands and agrees that Operator, its employees, servants, agents and representatives shall at no time represent themselves to be employees, servants, agents, and/or representatives of the City. The City shall not have any control over the means or methods by which Operator shall perform its obligations hereunder. Operator shall furnish all equipment and materials necessary to perform hereunder and shall at all times be acting as an independent Operator. 2. By entering into this Agreement, The City does not waive, nor shall it be deemed to waive, any immunity or defense that would otherwise be available to it against claims arising by third parties. 3. This Agreement represents the entire agreement between Operator and City for repair of roadways and supersedes all prior negotiations, representations, and/or agreements, either written or oral. This Agreement may be amended only by written instrument signed by the governing body of the City or those authorized to sign on behalf of the City's governing body. ARTICLE 6. FORCE MAJEURE Events of Force Majeure shall mean any contingency or cause beyond the reasonable control of a party including, without limitation, acts of God or the public enemy, war, riot, civil commotion, insurrection, government or de facto government action (unless caused by acts or omissions of the party), fires,explosions,rain or other weather delays, floods,strikes, slowdowns or work stoppages. ARTICLE 7. ASSIGNABLILIY/CONSENT Except as otherwise provided herein,or except as may be hereafter determined by the parties,no party to this Agreement may sell,assign,or transfer its interest in this Agreement,or any of its right,duties, or obligations hereunder,without the prior written consent of the other party. Whenever the consent or the approval of a party is required herein, such party shall not unreasonably withhold,delay,or deny such consent or approval. ARTICLE 8. NOTICE Any notice given by one party to the other in connection with this Agreement shall be in writing and shall be by personal delivery: sent by registered mail or certified mail: or by United States Mail,return receipt requested,postage prepaid; to: CITY: Office of the City Manager City of Fort Worth,Texas 1000 Throckmorton Street Fort Worth,Texas 76102 OPERATOR: Chief Oil and Gas LLC 8111 Preston Road Suite 600 Dallas,Texas 75225 Notice shall be deemed to have been received on the date of receipt as shown on the return receipt or other written evidence of receipt. ARTICLE 9. MODIFICATION No waiver or modification of this Agreement or of any covenant,condition, limitation herein contained shall be valid unless in writing and duly executed by the party to be charged therewith. No evidence of any waiver or modification shall be offered or received in evidence in any proceeding arising between the parties hereto out of or affecting this Agreement,or the rights or obligations of the parties hereunder,unless such waiver or modification is in writing,duly executed. The parties further agree that the provisions of this Article will not be waived unless as herein set forth. ARTICLE 10. SAVINGS/SEVERABILITY In the event that any one or more of the provisions hereof contained in this Agreement shall for any reason be held to be invalid, illegal,or unenforceable in any respect,such invalidity, illegality,or unenforceability shall not effect the other provisions,and the Agreement shall be construed as if such invalid, illegal,or unenforceable provision had never been contained in this OFFICIAL RECORD CITY SECRETARY FT-WORTH, TX ARTICLE 11. GOVERNING LAW AND VENUE This agreement shall be construed under and governed by,and in accordance with the laws of the State of Texas,and venue for any actions arising under the terms and conditions of this Agreement shall lie in the state courts located in Tarrant County,Texas or the United States District Court for the Northern District of Texas,Fort Worth Division. ARTICLE 12. ENTIRE AGREEMENT This Agreement and the exhibits attached thereto,constitute the entire agreement among the parties hereto with respect to the subject matter hereof,and supersede any prior understandings or written or oral agreements between the parties with respect to the subject matter of the Agreement. No amendment,modification,cancellation or alteration of the terms of this Agreement shall be binding on any party hereto unless the same is in writing,dated subsequent to the date hereof,and is duly authorized and executed by the parties hereto. ARTICLE 13. WAIVER OF TERMS AND CONDITIONS The failure of either party to enforce or insist upon compliance with any of the terms or conditions of this Agreement shall not constitute a general waiver or relinquishment of any such terms or conditions, but the same shall be and remain at all times in full force and effect. ARTICLE 14. CAPTIONS The captions contained in the Agreement are for informational purposes only and shall not in any way affect the substantive terms or conditions of this Agreement. ARTICLE 15. COUNTERPARTS This Agreement may be executed in any number of counterparts,each of which shall be deemed an original,and constitute one and the same instrument. IN WITNESS WHEREOF, the parties do hereby affix their signatures and enter into this Agreement as of the 28th day of February,2003. ATTEST: CITY OF FORT WORTH By C4.hQVSecretary bary J s 4 City Manager APPROVED AS TO FORM AND LEGALITY: Dav ett,City A o y B By: Cliffo .Thomson,Vice President Chief Oil&Gas LLC—Operator :ontract Authorization Date STATE OF TEXAS § COUNTY OF TARRANT § Before me,the undersigned notary public,on this day personally appeared Gary Jackson,the City Manager of the City of Fort Worth,Texas,known to me to be the person whose name is subscribed to the foregoing instrument,and acknowledged to me that he/she executed the instrument for the purposes and consideration therein expressed. �C�i. Given under my hand and seal of office this / 0 2J ,2003. 1 oe'z", Notary Publi PATSY COX *. *: NOTARY PUBLIC ;�:•, State of Texas rnmrp Exp 1 2-1 R-2QO4 STATE OF TEXAS § COUNTY OF TARRANT § Before me,the undersigned authority,a Notary Public in and for the State of Texas,on this day personally appeared Clifford L. Thomson,known to me to be the person whose name is subscribed to the foregoing instrument,and acknowledged to me that the same was the act of Chief Oil and Gas LLC(the corporation)and that he executed the same as the act of said Chief Oil and Gas LLC(corporation)for the purposes and consideration therein expressed and in the capacity therein stated. Given under my hand and seal of office this 117dayof )L ,2003. `.iia y t��, �4•[� ✓'� DONNA M.SlGialDND Notary Public Not F hli:,,`,'tate of Teras P q fief c0^'riliSSIOR Exrlfe�11-09-05