OIL AND GAS LEASE (Paid-Up Lease) (Group I Tracts) This Oil and Gas Lease (this "Lease

") is made on this ,fSauyof August 2008, between the City of Dallas (hereaftercalled the "City" or "Dallas" or "Lessor"), and Trinity East Energy, LLC (hereaftercalled "Lessee"). I' Grant. In consideration of Ten Dollars ($10.00), the royalties provided for herein, and other consideration in hand paid to the City, Lessor grants and leases exclusively unto Lesseethe following described land (the "Land") in Dallas County, Texas, for the sole purpose of exploring, drilling, and producing oil and gas, laying pipelines, and building roads and tanks thereon to produce, save, treat, process, store, and transport oil and gas and other products manufactured from oil and gas produced from the Land, subject to the express limitations set forth in paragraph 5 (references to paragraphs herein shall include all of said paragraph's subparts)of this Lease: All of the land described in Exhibit A attachedhereto and incorporated herein for all purposes. 2. Primary Term. This Lease is for a term of THREE (3) YEARS from this date (called the "Primary Term") and so long thereafter as oil or gas is produced from the Land in paying quantities. For purposes of this Lease, the phrase "paying quantities" means revenues from a well exceed the well's operating costs by at least fifteen percent (15%) over any given consecutiveone (l) year period. 3. Minerals Covered. This Lease covers only oil and gas. The term "oil and gas" means oil, gas, and other liquid and gaseous hydrocarbons produced through a well bore. For purposes of this Lease, "oil" includes all condensate,distillate, and other liquid and gaseous hydrocarbonsproduced through a well bore. Expressly excluded from this Lease are ligniG, coal, sulfur, and any other like minerals. 4. Royalty. (a) Lesseeagrees:

(l) To deliver free of cost to the city, at the well(s) or to the credit of the City at the pipeline to which the well(s) may be connected,TWENTY FIVE percent (25%) (the "Royalty Fraction") of all oil and other liquid hydrocarbons produced and saved from the Land. At the City's option, which may be exercised from time to time, Lessee shall pay to the City the higher of the amount received by Lesseeor the market value of the Royalty Fraction at the well of oil and other liquid hydrocarbons of like grade and gravity prevailing on the day the oil and other hydrocarbons are run from the lease in the general area in which the Land is located. (2) To deliver free of cost to the city at the well(s) or to the credit of the City at the pipeline to which the well(s) may be connected,the Royalty Fraction in kind of
Oil and Gas Lease- Group I Tracts Page I of 52


from gas producedand savedfrom the Land or, at the City's option, which may be exercised time to time,Lessee shallpay to the City: or (i) from the Land and soldby Lessee used On gasproduced (ii) on or off the Land and to which the following subparagraphs and (iii) do not apply, the RoyaltyFractionof the marketvalueat the point of sale,use,or otherdisposition. (ii) On gas produced from the Land that is processedin a the processing plant in which Lessee an affiliate of Lessee has a direct or indirect interest, or plant, higher of the Royalty Fraction of the market value of the gasat the inlet to the processing liquids savedfrom the gas at the or the Royalty Fractionof the marketvalue of all processed gas plant plus the RoyaltyFractionof the marketvalueof all residue at the point of sale,use,or otherdisposition. in (iii) On gas produced from the Land that is processed facilitiesother than a processing plant in which Lessee an affiliate of Lessee a direct or has or plant of indirectinterest, Royalty Fractionof the marketvalue at the inlet to the processing the all processed liquidscredited the account Lessee attributable the gasplus the Royalty and to to of gas Fractionof the marketvalueof all residue at thepoint of sale,use,or otherdisposition. (iv) In order to veri$ royalty is being paid on the correct volumes, volumeof gasproduced using a metermeetingor from the Land shallbe measured the report3. All gasproduced exceeding standards the by established the AmericanGasAssociation from the Land shall be measured other before it is commingledwith gas attributableto acreage with the than the Land, exceptas it relatesto gas producedfrom a pooled unit in accordance provisions paragraph of 7. (3) In the eventthe City electsto take its Royalty Fractionin kind, the parties shall enter into a mutually acceptable providing for the right of an balancingagreement party to makeup an imbalanceby taking up to one hundredfifty percent(150%) underproduced of its shareof production in any month other than November, December,Januaryor February, and shall settle any imbalanceremaining after depletion in cash, based on the greaterof the proceedsreceivedby the overproduced party when the imbalancewas createdand the market party's gaswas usedbut value of the gaswhen the imbalance was created. the overproduced If not sold, then the cash settlement shall be basedon the market value of the gas when the imbalance was created. (b) The market value of gas shall be determinedat the specified location by referenceto the gross heatingvalue (measured British thermal units) and quality of the gas. in No matterwhich subparagraph this paragraph is used to calculateroyalty, the market value 4 of usedin the calculation oil and gasroyalty shallneverbe lessthan the total proceeds received of gasproduced sold, by Lessee connection in or with the sale,use,or otherdisposition the oil or of price for the field whereproduced and for oil lessthan the highestposted and run. For purposes of this paragraph, Lessee for if receives from a purchaser oil or gasany reimbursement all or of any part of severance productiontaxes,or if Lesseerealizesproceedsof productionafter or deduction for any expenseof production,gathering,dehydration,separation, compression, processing,storage, or marketing, then the reimbursementor the transportation,treatment,
ffi Oil and Gas Lease- Group I Tracts Page2 oI 52


deductions shallbe afded to the total proceeds received Lessee. by Royaltyshallbe payableon oil and gas producedfrom the Land and consumed irrr", on by the Lind for compression, dehydration, fuel, or otheruse' In the eventthat Lessee an unrestricted has optionunderits gas salescontractwith a third party purchaser allocategasbetween to two or more markets without furthercost,delay,deduction, restrictions obligation-s Lessee, all othertermsof the two or to and or more optionsare the sameexceptthe amountof net proceeds to be realizedfor the gas,then Lessee shall allocategasproduced from the Landsto th; marketwhich resultsin the highestnet proceeds. (c) I'essor'sroyalty shall neverbear,eitherdirectly or indirectly , any partof the costsor expenses production, of separation, gathering, dehydration, .o-pr"r.ion, transportation, trucking,processing, treatment, storage, marketingof the oil or gasproduced or from the Land that are incurredprior to the inlet to the gaspipeline *hi"tt is the poi-ntof delivery for the saleof the gas to a third party purchaser who is not-anAffiliate of Lessee any purt'or the costsof or construction, operation,repair, renovationor depreciation any plant ti ottre, of facilities or equipment usedin the handlingof oil or gas.It Lessee's Lessor'sintent,that and irrespective of case law regarding market value at the well, in determining market value deductions for expensesof production, separation,gathering, dehydrationl compression,transportation, trucking,processing, treatment, storage, marketingof th. oil or gasproduced or from the Land that are incurredprior to the inlet to the gaspipeline*hi.h is the point oi d"liu"ry for the saleof the gasto a third parfy purchaser who is not an Affiliate of Lessee shallnot be considered. (d) The City shallbe paid the RoyaltyFractionof all payments and otherbenefits madeunder any oil or gas salescontractor other arrangement, includingtake-or-pay payments and payments receivedin settlement disputes; of providEdthat if the city receives take-or-pay a paymentor similar paymentfor gas that has not beenproduced, and if the gas is subsequently produced, city will only receiveits RoyaltyFraction the of any payments madefor make-up gas takenpursuant the take-or-pay to provisiono, ii-ilu, provision. (e) If gas producedfrom the-Land is sold by Lessee pursuant an arms-length to contractwith a purchaser that is not an affiliate of Lessel, and the contractprovidesfor net proceeds be paid to Lessee to that equalor exceedthe maricet value of the gas at the point of delivery to the purchaser, and for a term no longer than that which is usual ani customaryin the industry at the time the contractis made,then the market value of the gas sold pursuantto the contract shall be the total proceeds receivedby Lesseein the sale, subj-ect th; provisions of to paragraph 4(b) above. (0 As used in this Lease. "affiliate" means (i) a corporation, joint venture, partnership,or other entity that owns more than ten percent (lO%) of the outstandingvoting interestof Lesseeor in which Lesseeowns more than ten percent (lo%) of the outstanding vgting interest;or (ii) a corporation, joint veliure, partnership,or other entity in which, together with Lessee, more than ten percent(10%) of the outstanding voting interests both Lessee of and the other corporation,joint venture,partnership,or other Jntity is owned or controlled by the samepersons groupof penons. or (g) In the eventthe City doesnot elect to take its Royalty Fraction in kind, Lessee must disburse cause be disbursed the City its royalty on production or to to from a particular well
Oil and Gas Lease- Group I Tracts Page3 of 52


not laterthanninety(90) daysaftercompletion the well in the case of of an oil well, andnot later than the last day of the third month after one month of continuous productionfrom the well, in the caseof a gaswell. Thereafter, Lessee must disburse causeto be disbursed the City its or to royalty on production the last day of the second by monthafterthe month of froduction. If not paid whendue' Lessor's royalty shallbearinterest the maximumlawful rate from the duedate at until paid to the city, which amountLessee agrees pay. Acceptance the Cify of royalties to by that arepastdue shallnot act as a waiver or estoppel tit" right to receive ol interest due thereon unlessthe City expresslyso providesin writing. The royalt! payment obligationsunder this Leaseshallnot be affected any divisionorderor theprovisions Sectio by of n 9l.402of the Texas NaturalResources Codeor any successor similarstatute. or (h) The receiptby Lessee from a purchaser a pipelinecompanyof proceeds or of production distri_bution the City will not resultin Lessee for to aiquiring legaior equitable title to thoseproceeds, Lessee but shallat all timeshold theproceeds trustfbr thr benefitof Lessor, in to be paid to the Cify. Notwithstanding insolven"y,bunk*ptcy, or the other business failure of a purchaser productionfrom the Land or a pipelinl company of transporting productionfrom the Land,Lessee shallremainliable for paymentto the City as directed Lessorfor, and agrees by to pay to the City all royalties duethe City together with interest not timely paid. if 5. Limitationson Lessee's Access the Land and surfaceuse. to

(a) Drill site locationsand all operations definedherein) shall be limited to (as designated portionsof the Land. such locationsareidentifiedon Exhibit A to this Lease. Lessee the City for eachdrill site location in accordance with the provisions of subparagraph !-hll luv (b) below' Lessee usedesignated can drill site locations developland other than (i) the Land, to or (ii) landspooledwith the Land. To the extentLessee utilizesa drill site locationon the Land as a surface location for one or more wells to explore for and/or produce hydrocarbonsfrom landswhich are not either(i) part of the r and, or (ii) pooledwith any portion of the Land (in either instance, "offsite Well"), then Lesseewill-.onrr"y to the an City an overridingroyalty inlerestin productionfrom the offsite well equalto one and 75/100 p"r""rrt (1.75%)of g/gths of all suchoil and gas,produced, savedand sbld from eachsuchoffsite Weli. This overriding royalty interestshall continue exist for as long as saidwell is producing to in paying quantities, and Lesseeis herebygrantedall rights and easements necessary operateand maintainthe to Offsite Well(s) for a periodendingupon the expirationof the leases which cover the landsfrom which oil or gasis beingproduced byvirtue of the offsite well(s). (b) Lessee shallpay the City Twelve Thousand Dollars ($12,000.00) each for acreof surface which comprises resultingpad siteto be usedfor productiononcedrilling the and completionof a well on that pad site is completed. otherwords, In if uftr, drilling on a specific w-ell site is completethe resultingwell site comprises1.5 acres Lessee,s surfacepaymentis EIGHTEEN THOUSAND Dollars($ I 8,000.00). purposes this provision, For of drilling of a well on a pad site is completethirty (30) days after the-rig used to drill that well is released. If additionalwells are drilled on that pad site, the same frocedurewill be followed to make like paymentsfor any incremental increases the size of thi resultingwell site. in (c) Exceptas set forth in subsection aboveand paragraph sub-sections (a) 21, (m), (n) and (o) below, Lessee's right of ingressand egress and acrossthe Land shall not be to
'* Oil and Gas Lease- Group I Tracts Page4of 52



permitted without the prior written approval of the City. Such approval shall not be unreasonably withheldas long as suchingressand egress doesnot interferewith the currentuse of theLand.
(d) No signage, other than that required the existinglaw, shall be allowed by without the prior written approval of the City which may be withheld in the Citv,s sole discretion.

6' Construction and SurfaceRestoration.All construction surface and restoration work performed Lessee by shallbe doneso as to restore Land to as nearits originalcondition the as is reasonably practicable and in strict compliance with all applicable laws, codes, regulations andordinances' During drilling Lessee shallkeeptheLand in as cleana conditionaspracticable. 7. Pooling.

(a) Lesseeshall havethe right to pool the Land with contiguous acreage to a pooled unit for the productionof oil and gas or eitherof them.A unit form or units formed hereunder may includeup to Forry (40) acresfor a verticaloil well, One Hundred Sixty (160) acresfor a vertical gas well, or Six HundredForty (640) acresfor a horizontalwell; provided, however,if units largerthan the foregoingarepermitted prescribed or by the rulesor regulations of the Railroad Commissionof Teias, or oth", lawful uutlro.ity having jurisdiction of such matters,for the drilling or operationof a well at a regularlocation or foi obtuirrlng maximum allowablefrom any well to be drilled or already drilledithen any suchunit may be established or enlargedto conform to the size allowed by such rules or regulations. Th; units formed by pggling as to any stratumor strataneed noi conform in size or areawith the unit or units into which the Leaseis pooled or combinedas to any other strataor stratum. Furthermore, unit shall a be allowed only if a sufficientportion of the Land is includedsuch that it comprises least at fwenty percent(20%) of the total surface acresin the pooledunit. If the surface locationfor the well for a particular unit is located on the Land, then the minimum percentage shall be fifty percent (50%). If, however, there is insufficient unpooled acreage a.rriilablefrom the Land to make up 20o/o theof unit (or 50o/o applicable),then the remainingportion of the Land may be if included in a unit' This minimu- urnoutrt(20o/o, 50%if apphcaut-ej or may be decreased with the written consentof the City' Lesseeshall file for record,in the neal iroperty Recordswhere the Land is located,an instrumentdescribingand designating pooled the acreage and depthsfor the pooled unit, and upon recordation, n.tit rhall beiome-effective the as to all iarties hereto. Lessee may at its election its 9xer9i.19 pooling option before or after commencin! op"rutions.In the event of operations_for drilling on or productionof oil or gas from uny pui oi trp pooledunit which includesthe Land covered this Lease, operations production by the or shall be considered as operationson or productionof oil or gas from the i.and coveredby this Lease,whetheror not the well is locatedon the land covereauy ttrir Lease.In the event Lesseeshouldexercise its option to pool or unitize any portionof the Land with otherlandsas herein provided,this Lease shall continue in force and effect after the Primary Term, or any extensions of such primary Term as permittedby continuous drilling operations being conduitedat the end of the primary Term as otherwise allowed hereunder, only as to that poiion of the Land actually included at that time in a producingoil or gasunit; this LeaseshallGrminate its by termsas to all portionsof such Land not actually includedin such a pooled unit. For the purposes of computingthe royaltiesto which Lessoris'entitled conneciion in with a pooledurrii, the.eshall be allocated to
Oil and Gas Lease- Group I Trrcts Page5 of 52


the Land includedi1 the unit thatprorated portionof the oil and gas,or eitherof them,produced from the pooledunit which the numberof iurface acres of the Land includedin the unit bearsto the total numberof surface acres included rhe unit. Royalties in shallbe computed theportion on of production allocated the Land covered this Leaseand includedin the to by unit just as though the productionwas from the Land. Any unii formedmay not be amended sucha way as to in reducethe unit participation factor of the Land in thut ,rrrit without the written consentof the City. 8' Shut-in Royalty. If, at the end of the Primary Term, or at any time or times thereafter thereis a gaswell on the Land or on landspooledtherewith capable Jrpl"ir"i"r'g", in payingquantities, gasis not beingsold, and this but Leaseis not beingotherwise maintained in force as to the pooled unit or RetainedTract for that well, Lessee irruu puy or tenderas royalty, at annual intervals, to the parfy entitled to royalties hereunderat the time of such payment, an annualroyalty of Fifty Dollars ($50.00) pei net mineralacrein the pooledunit or Retained Tract for the well from which gur i, not b;;; sold. A horizontalwell that has been drilled into the Barnettshaleformation not fracedstritt but ue deemed incapable producing of in paying quantities. the eventLessee In electsto maintainthis Leasein foice and effect by the paymentof shut-ingasroyalty ashereinprovided,payment or tenderof paymentwith respect to a well shallbe due within ninety (90) daysafter thi well is shut-inor the Leaseis not otherwise maintained, whicheveris later,and subsequent payments will be due u-uuriy trrereafter this (if I-ease.is being otherwise not maintained force)on the anniversary in dateof the feriod for which theprior paymentwas made' while royaltypayments aretimely andproperlypaid,or this Lease is otherwise maintained setforth herlin,-thisLease as will be held as a producing lease subject to the terms of paragraph 9. The right of Lesseeto maintainthis Leasein forie as to acreage dedicated a well thatjs shut-inby payagnt of shut-in to gasroyalty is limited to two (2) years after the expirationof the primaryierm. The obligation"of L"rr"" to pay shut-in royalty is a condition and not a The payment or tender of royalty under this paragraphmay -or ^c-ovenant' be madeby the checkof Lessee mailed delivered the City on or beforethe due date. to 9. Continuous Development.


(a) If; at the expirationof the Primary Term, oil or gas is not being produced from the Land or lands pooled therewithand the Lease is not being otherwisemaintained in force,but Lesseehas commenced drilling of a well the on the Land or landspooledtherewith, the Lease will not terminatebut will remain in effect for so long thereafteras operationsare carried out with due diligencewith no cessation of more than ninety (90) days, and if the operations result in the productionof oil or gas, the Leaseshall remain in force and effect as otherwise provided herein.For purposes this Lease,the term of "operations,, meansany of the following: drilling, testing,.o*pl"iitrg, reworking, recompleting, deepening, pruggingback, or repairingof a well in search or in the endeavoJto for obtainproduction oil or gas. of (b) If this Leaseis maintained beyondthe expirationof the primary Term by productionor otherwise, will remainin force it as to all acreage depthsas long as thereis no and lapseof more thanone. hundredfifty (150) days(."*;r;;;; on the day next following the last to occur of the expiration of the Primary rerm or the comple'tionof operationsunderparagraph 9(a) abgve if applicable)betweenthe tompletion of one well and the commencement the of actualdrilling of another well' The "commencement actualdrilling,,meansthe penetration of of
,sr Oil and Gas Lease- Group I Tracts Page 6 of 52


the surfacewith a drilling rig capable of drilling to the anticipated total depthof the well. After a well is commenced, wtretherouring the Primiry rerm or otherwise, drilling operationsmust continuein a good and workmanlikJ mannerin a good faith effort to reachth'eanticipated -than total depth with no ces.sation operations of for more ninety (90) consecutive days. For the purpose computing time for of the the commencement actualdrilling of a well, of eachwell will be deemed have-been to completed tt. dateof the release the on of drilling rig from the drill site, which releaseshall not be unreasonably or unduly ariuy.o. In conduciingits continuous operations'if Lesseecommences operatlons orr-u ,r"tt-prior to the time that it is otherwise -;;ved required to do so, it shall be entitlei to accumulateandlater use ti,." in the early conunencement operations, that of ""y so all or any part of the accumurut"o iir* may be used to extendthe onehundredfifty (150)day intervatu"t*e"n the completion operations of at onewell or locationand the or operations unoltr., well or location. ut Lesseeshall be "o*"rr""-""t responsible tracking any accumulation for of time rt"r".rrrJ", and, from time to time, shall notifu writing of any accumulations, manner rhe in which it was and when it is ln:"":t "aJut"a, (c) If at any time after the expirationof the primary term the maximumtime for the commencement the actual of drilling of a well una", par. g(b) aboveexpires without the cornmencement a well, this Lease of shalllerminut" , as to the pooledUni(s) (if any) and the Retained Tract(s) (defined below) "*""ft surroundingany weil that is then producing in paying quantities or deemed^tobe producing puyirrg"quurrtities virtue of payment by of shut-in .in royalties or capableof producingin pa'ying q.rurrtTti"r, ;;;-u, to eachpooled unit and Retained Tract' the Lease shall ihen tetm]rratJ ur to uil depthsbelow the stratigraphicequivalent of the baseof the deepest producing formationon the pootedunit or Retained Tract . The Leasewill be treatedas a separate le.ase with ."sp"ct to eachPooledunit and Retained Tract and will continue so long as production in paying quantities continuesfrom that unit or tract or the lease, as to that unit or tract' is otherwisemairitained as set forth in this lease.If production from pooled a unit or RetainedTract ceases from any causeand this lease,as to such unit or fract, is not otherwise being maintainedas set forth in this lease, this Leaseshall terminateas to that unit or tract unless Lesseecornmences operationsfor drilling or-."*orkirrf or, ,rr" unit or tract wittrin ninety (90) days after the cessation production, of in which case-thisLeaseas to that unit or tract will continuein force as long it operations are prosecuted with no cessation -or" thanninety ry " or (90) consecutive days,and if ttreyresuitin production,* iong thereafter thereis production as or tract or the leaselas to that unit or tru"t, i, orr,"rwisemaintaineJin effect under ,T:Jl$,e"""it (d) within sixty (60) days after the last to occur of the expirationof the Primary Term or the continuout i.iilng program, Lesseemust file in the county records where the Land is located and furnish to the clty a Jocumentdesignating eachRetainedTract by metes the retaineddepthsthereunder ana reteasi-ni otier d"pth, ;;l;crease (except al ;::,!!Hlland (e) The city and Lesseemust agreeupon the shapeof each RetainedTract (which agreementby the city tttutt noit".r-"uronubly *i*,h"to or delayed)with -L.rro. the intent that each will be a compact, with the maximum a,",eage .regular shapethat will provid" availablefor oil and gas devllopment'. in the clty una Lessee roi agreeupon the shapeof a Retainedrract it shailbe as nearty"u"rriirr" in the ,nuf. fr a square "un or rectangre practical. as
Oil and Gas Lease - Group I Tracts PageT of 52



with respect a horizontalwell the boundaries to of the Retained Tract shall includethe entire drainholeand the boundaries the Retained of rract shall be a minimum of 330 feet from the drainhole. (0 As usedin this Leasethe term "horizontal well" means one thatmeets the definitionof a "horizontaldrainhole well" understatewide Rule g6 0f the Railroadcommission of Texas'anda "verticalwell" is a well that is not a horizontar well. The land assigned a well to for the purposes this sectionis referred of to as a 'n.tuin.a Tract.,, A RetainedTract for a vertical well producing from the Bamett Shaleformation may include up to forty (40) acres. A Retained Tract for a horizontal well, may includ; th. greater of (l) the minimum acreage specifiedfor a vertical well plus the additio_nal u"r"ugr-iiri"d in the taili"s i' nur" g6 (and if the -Barnett well is producingfrom the Shaleformation]the acreage assigned shall be basedupon well densityfor verticalwells beingforry (40) acresor less),or (2) 64oacres plus a tolerance of l0%' The designation a Retain-ed of Tract shall not result in the Land comprising less than twenty percent(20%) of the net mineral acresin the RetainedTract for the well to which the Land hasbeenassigned, providedthat if the surface locationfor the well for a particularunit is located the Land,thenihe minimumpercentage on shallbe fifty percen (s0%). t (g) A gaswell that thereafter becomes oil well shall hold only the acreage an permittedfor an oil well, and Lessee must file in the countyrecords wherethe Land is located a redesignation the tract as an oil well of tract.If Lessee failsio fiJetimely u oo.ul"rrt required by



davs written prior notice the rrom ciry,tr,.ar, -u, doso, ani

l0' offset wells' In the eventa well (an "offsetting well,,) producingoil or gas is completed adjacent nearbyland and.is on or drainingtrr" iurra, r"rr". -urt, ,"itrrin ninety days after the last day of the first month of continuo.r, p.olrr.ii* rro- the offsetting well, commence operations for the drilling of an offset well on the Land and must diligently pursue those operations the horizon in which the to offsettinq wgll ir n-q"9i"g, or at the option of Lessee: (i) execute and deliverto Lessora release recordable in form of the f,"r"ug;;";;r;;" the offsetting well; or (ii) pay the city as-a royalty each month a sum equar to the royalty that would be payableunder this Leaseon the ptoau.tion from the offsettingwell that is being drained from the Land' In the event acreage rileasedpursuant is to (i) above,the release will cover a size and shapeso as to permit.the drilling of a well to_theproiu"ing ro.-ution and the creationof a unit surroundingthe well in compliancewith the field rules foithe field in *rri.t ti. offsetting well is located,but if there are no field rules, in compliance*itr, trr" statewiderules of the Railroad commissionof Texas'A producingwell with perforations iocatedwithin 325 feetof the Land shall be conclusivelypresumed toie drainirrgm. rana,-and the amount of oil or gas drained from the Land shall be presumed be i/" to of ,irulproauciion from the offsetting well, multiplied times a fraction, the numeratorof which is the nu-u", oi feet in the laterai wellbore of the offsettingwell which is within 325 feet of the land, and the denominator which is the of total lengthof such lateralwellbore. Il' secondary Recovery. Lesseeshall not implement any repressuring, pressure maintenance' recycling,or secondary ,""o'u"ry operations wiihout theprior written consent the of Cify.

t'\t" Oil and Gas LeaseGroup I Tracts

Page8 of 52


llli: lff:y#ilHlffi,lj:*s

12' Assignmentsand subleases'Lessor is granting rights to Lesseethat Lessor would not grant to others' Therefore, without the prior written approval of the city,,which consent may not unreasonably withheld, be Lessee -i/"9, assignthe operatingrights underthis Leaseor sublet the Land; and all assignments iutt"uses to wtrictr uno Lessor consents requirethe assignee sublessee wilr or to assume of Lessee's all obligationsunder this Lease,and Lesseesharl remain liabre for its obrigations ,.gurJr* *l;r*g;;;; or subrease it by the originar LesJee :l

i,,*.iting ri?ilrity, release r.o'n which wiil

13' Force Majeure' ShouldLessee be preventedby reasonof Force Majeure definedbelow) from complying (as with any express implied covenant or ortrris Lrur. (otherthana requirementto P1I money), from conductingoriling-'ir'r"*ort ing operations on the Land, or Irom producing or gas,then oil while so prevented, covenant that will be suspended; not be liable for damages failure Lessee will for to. Lesseeis preventedfrom conoucting gglnlr theiewith; tr,i, r"ur"-*i[ l" i.,r"aed so long as drilling-;.;;;;;g operationson, or from producingoil or gas from' the Land; and the timl while ie*:" i;;;;revented wilr not be countedagainst Lessee''Force Majeure" means i"y ut of God, uny rJa".ut, state orio.ui-ru*, any rule or regulationof governmental authority, or other similaicause (other tr,an nnaicial reasons). paragraphis' however, in-all things This *ui""i1o tr,"li;;;;""r of time during which this Lease may be continuedin force by the piyrn"rrt of shut_ingasroyafties. 14' No warranties' Lessormakes.no wlranty of any kind with respect title Land' By acceptance this l-"ut", to to the of i"rree acknowleoges that it has beengiven trtt opportunity to investigate and has conducted sufficientinvestigaf;on ,utirry itself to as to the title to the Land' and Lesseeassumes risk all of title failur"r. ii i".ror owns an interest in the Land less ihen




ttrerovalties rnut-ir' u'J .oyuii;, ;"reunder be wiu

Curing Defaults

(a) If after receivingwritten notice from the city of a breachof a monetary obligationunderthis Lease, Lessee aift ,o cure the samewithin thirfy (30) days,Lessee deemedto be in default of this r.ur"-ana shallbe this Lease,huti ,.r-irrate as to ths Retained pooledunit for the weil which is Tract or the subject ortrre monffiur"u.tr. As to any payments(royalties, shut-in royalties, or otherwise)due under any provision of this lease' notwithstandinganvthing ; ,h" contrary set forth t" sha, assertby written notice to Lessorwithiitle lt'ir-l;;lit?riJ afprrcable'cure p".i"Jirr",f good faith, bona fide exists'basedon an attorney'swritten'ipinion dispute which ir i.r.r.ro"a with Lessee,s notice,as to the entitlementof Lessor to a certain payment or paymentsor as to the proper carcuration amountdue' Lessee3ay of the satisgr outigutionr;;;y;rch itr lhen disputed amounthereunder avoid termination of this.leas" uy puying and such disput"i ur*unt to a trusteeacceptable parties' which trusteeshall retain to both in""tt suchdisput"d u-ounts in an interest bearingaccount "no

hold invest dlsputed and the ,""y;hi.r"within fift;;;?;i.;;'r'n::ilHflilL:,T'F"J: payment entitlement
Oil and Gas Lease- Group I Tracts

and/or calculationdisputehu, noi ur"n settledand resolvej within ninety
page 9 of 52

(90) days after Lessee'snotice, then Lessee,upon request by Lessor, shall institute an interpleader actionand. tenderthe disputed amountptu, uny interest accrued thereon into a court of competent jurisdiction sitting in ballas County, Texas,to be held and investedunder the directionof thecourt.
If termination does occur under this sectionl5(a), such cancelration shallnot apply to any wells for which Lessee has properly paid royaltieshereunder or the pooledunit 1if any) or Retained Tract for such wells.

(b) If within thirty (30) days after receiving written notice from the City of a breachof a non-monetary obligation'under thi, L.urr, Lesseefails to show that it has either cured the sameor takenreasonable stepsto do so, the City can do or have done whateveris necessary fulfill the obligations its satisfaction, to to and Lessee shallbe liable to Lessorfor the reasonable necessary and expenses incurredby Lessorplus a penaltyequalto zoo%of such thus costs,to be paid to the city within ten (10) daysafter the bity furnishes Lessee itemized to an writtenstatement the expenses. of 16' Notices' All noticesand.reports will be presumed deliveredif sent by certified letter,properlyaddressed deposited the united and -below.in staiesmail, postage prepaid, Lessorand to Lesseeat the addresses shown This presumption can be-rebuitedif it is conclusively provedthe noticeor reportwasnot actuallyreceived, If to Lessor: Mark Duebner ExecutiveGeneralManager Room 4D North, Dallas City Hall 1500Marilla Street Dallas, TX7520l


If to Lessee: D. Stephen Fort Trinity EastEnergy,LLC 777 Main Street, Suite3100 Fort Worth Texas,76102 17' Attorney Fees' In the event either party employs legal counsel for the enforcement any provisionof this Lease,the prevaili"g purty of in suchactionwill be entitledto recover from the non-prevailingparfy ,.urorruLl" uttottirv fees and expensesincurred by the prevailing party to the extent otherwisepermitted by law, only to the extent the city is not otherwiseprotected,prohibited or immuni. from liabiiify fo; or paymentof any such fees,costs or expenses, and specificallywithout waiving any rights, immunitils or protect'ions to which the city is or may be entitledwith respect any suct uuliuty to or obrigation. 18' rnsurance. At all times while this Leaseis in force, Lessee shall acquireand maintaininsuranceas specifiedin Exhibit-B-hereto coveringall of its operations the Land, on includingany work performedon its behalf by contractors,'rubcontractors, and others,naming Lessor and related individualsand entities dlsignated by'Lessor as additional insureds.The policiesshall include coverage comprehensive-generat for iiauitity for bodily injury andproperty
'.{, Oil and Gas Lease - Group I Tracts Pagel0 of 52




(a) Lessee shallnot discriminate the basisof race,color,national on origin,or sex in the performanceof this Leaseor any related contract.Lesseeshall carry out applicable requirements 49 c'F'R, parl 26 in the award of and administration Dor-assisted contracts. of Failureby Lessee'o."uty^9lt theserequirements is a materialbreachof this Lease,which may resultin the termination this Lease of oisuch otherremedyas the city deems appropriate. (b) This Lease is subject to the requirements the of u. s. Deparfmentof Transportation'sregulations,49 c.F.R, 23, subpart F. Lesseeagreesthat it will not .part discriminateagainstany business owner b""uur. or trre owner's race,color, nationalorigin, or sex in connection with the award or performance of any agreement,contract or subcontract, covered 49 C.F.R. part23,Subpart by F.

Oil and Gas Lease - Group I Tracts

Page 11 of 52


(c) Lessee agrees includethe abovestatements any suchagreements, to in and cause thosebusinesses similarlyincludethe statements further to in ugr".-"rrt*' 21. Miscellaneousprovisions.

(a) In the eventthis Leaseexpiresfor any reasonas to all or any part of the Land or Lessoris entitledto a release any purt of of the Land, Lesseeshall promptly furnish Lessorwith a written, recordable release coveringall of the Land or that portionof the Land to be released' Lesseefails to delivera release If cimplying with this provisionwithin sixty (60) days after Lessor requeststhe same,then l.esseer^rtuil the City an amount equal to Five Dollars($5) per acreper day for eachacreof the Land i'uy that shouldhavebeenreleased, beginning with the thirtieth (30th) day after Lessor'srequest and continuinguntil suchtime a release has beendelivered Lessor, to a maximumof to up bs,oo0.o0. is agreed It that the damages associated with failing to providethe required release difficult to ascertain are with any degree certainty, of and that the paymentcalledior hereinis a reasonable estimate such;;A* of and shall be considered liquidateddamages and not a penalty.Furthermore, Lessoris authorized file of to record an affidavit stating this Lease has expired as to the acreagethat should have been released' suchaffidavit shallconstitute and prima facieevidence the expiration thatportion of of of this Lease which it addresses. (b) Nothingin this Lease negates usualimplied covenants the imposed upona lessee underan oil, gasand7oi minerallease. (c) Lessee shallconductall operations hereunder compliance in with all rules, regulations other pronouncements the Railroad or of commissionof rexas, and in accordance with all federal,stateand local laws, ordinances and regulations they may be amended as from time to time' As a governmental entiiy,.tllecify rnuynoi legally contractaway its constitutional or statutory police powers,includingwithout limltaiion the-power to establish and subsequently amendcity codes'development guidelines, and otherrules and regulations; and nothingin this Leaseis to be interpreted waiving the city's power as to establish and amendthem,evenif the samesubject matters addressed this Lease,are in (d) Lesseeshall abideby the requirements forth in the set documententitled "Envitonmental Matters," a true and correct of which is attachedhereto and incorporated hereinas Exhibit C. "opy (e) Upon request the City, Lessee by shallfurnish,at no costto Lessor, copies of applications drill, completion to reportr,urrdpluggingrecords. All other materials, includingdaily.drilling reports,well testsproductionreports, logs' surveys,seismicdata and all othergeophysical tesi=s proprietaryand confidential, are and shall only be availablefor inspection t[e city by and its refresentatives the offices of Lessee. at copies of the confidentialmaierials stratt furnishedwithin seven(7) daysof a written request ue by Lessor' All conficlential and proprietarymaterialsshall be marked as such and Sections 552'll0 and 552'713of the Texas^Government code shall apply to all such materials. In the event Lessorreceivesa requestfor informationmarked as confidentialand proprietaryLessor shall providewritten noticeto Lessee suchrequest of and complywith the provisionsof sections
Oil and Gas Lease- Group I Tracts Page12of 52



552'301and 552'305of the TexasGovernment code. Lessorhas the right to be present when wells or tanksaregauged production and metered and hastheright to examine run ticketsand all full information as to productionand runs and to receivecopiesof all run tickets upon ::.fi::
The term "production" means production in paying quantities as defined in

paragraph 2.

(g) No obligationof Lessee pay moneyunder to this Leasewill be excused or delayed reason ForceMajeure. by of (h) Lessee's obligations to.pgymoneyunderthis Leaseareto be performed in Dallascounty, Texas'This I ease iJgoverned-foi p,,rpor., by Texaslaw without all reference to Texaschoiceof law rules. Any disp-ute_ arisingout ot, in connection 'or with or in relationto the interpretation perforrnance tt is Lease-rt or jurisdiction sitting in a court in Dallas,_Dallas utt b" resolvedby a Judge with appropriate counfy, r.*r. By signingthis Lease, Lessee and Lessorwaive their right to a jury trial. Thus, all disputes shallbe tried to the coun. (i) Paragraph headings used in this Leasefor convenience are only and are not to be considered the intirpretation in or construction this Lease. of (t) upon written requestfrom Lessor, Lesseeagrees to furnish to Lessor a copy of eachtitle opinion or reportobiained uy ress"e tiru,.ou"r, all or any part of the Land, together with a copy of eachtitr; curative document obtained Lessee. by (k) Lessorshallhavethe.rightto inspect,and to copy at no chargeto Lessor, any and all recordsof Lesseerelating to this L"ur", irr"tuoirrgbut not limited to records related to: (l) operations conducted the-L"ur"; (2) the sale and on marketingof productionfrom the Lease;(3) gas contracts; transportation (4) aireements,uno fsl the paymentof royalties. At reasonable intervals, not -or. thunone but tim" p., y"ur, Lesso^huil huu. the right to audit ^(lf Lessee's booksinsofaras theyrelateto the foiegoin* intervals, not more than but one (l) time per year,uponwritten request Lesiee s-hall "1r"uronuut, provideLessor*ittr r"t i"uals of digital recordsthe city reasonably determines b^e to necesru.yto-"orrauct audit; and there the shall be no chargeto Lessorfor any reasonable cost of retrieving downloading,andTor printing any records or transactionsstored in magnetic, optical, o, oth"". -"Jiu foriiats. Aii ;i the foregoing informationshall be considered confidential,and shall be maintained Lessor by in confidence exceptas otherwise required law. by (D This Leaseis bindingupon and for the benefit of Lessor, Lessee, their and respective heirs,personal representatives, successors, assigns. and (m) Lessor grants and conveys to Lesseea subsurface easement under and through the Land for the putpgt. of: (i) dritling andmaintainingone or more well boresfor oil or gas wells across'under, or throughttre tanoi.(ii) produft oil, gas, other hydrocarbons and associated mineralsfrom the Land-or lands in the urea or th" Land through suchwell bores;and andgas operations



(incrudins ph;G;d

abandonm-eniop"*tionr) through

Oil and Gas Lease- Grgup I Tracts

Page13 of 52


fr tn" g;-I. saseous substances rrom produced il3"J:XT'"HH;il::ffi:1"$ffi'.*nution on,
(p) EXTENSI'N oprloN: Lessee is hereby given the option, exercised or beforethe expiration to be on of the PrimaryTerm oi,rri, Lease, extending of this Lease for an additionalterm of THnrB ypans years,as to all or any portion of the acreage then held hereunder which would expire .rrrt".r-ro extended. The only action requiredby Lesseeto exercisethis option is the payment to Lessorat the address aboveor u' uoJiiionur,u,o equalto the bonus amount/acre wttictr *ur puiJror this rease, L.r, r", net mineral acre so extended. If this Leaseis extended a: only u po*o" the u"riu[""oue.ea hereby,Lessee loshalldesignate such portion by a recordablei^tru-"tri. 9f The right ofr"rr". to extend this Lease as provided hereinis at the option,but not tt of Lessee. " "Uiig;tion, (q) If Lessee seeksa varianceor waiver of any city, counfy or other governmentar entity ordinance,rule, reguration, orj.r ,"q.ri."-"rrt rerating to drilling, compreting, operating' or producing anoil or gas -9r-o.1!", well drilled on'trr" iurrd or in til" ur"u oiihe Land, then Lessorshall not unreasonabty oppo'se Lessee's requestfor suchvarianceor waiver. EXECI-IED on the date first written above.

(n) Nonvithstanding anythingin this leaseto the contrary,Lessee shall havethe right to conductsejsmicsurveyson"the-tandl r"rror-ug."es that Lessee,s right to conduct seismic survevs andrelatedg.optyri"ui i"ro is excrusive.ouring the termof this Lease, Lessor, succeslsot; "p;;;"r;;iii its will noigrurrto, conveyto anypersonor entitythe right to enteron or crossthe Land to ";J;;ridns, cond-uct'seismic ;;;;, or relatedgeophysical operations. (o) h"r"9l to Lessee a roadway easementto .^ ,!.j:"r access the drillsite(s)referredto in paragraph .grants sia;-au.ove, u pip.ri"" easement and and right of way, and the right to lay, construct, operate, mainiain.inspect, ,"puii,-rrpruce, change size of and remove the


Oil and Gas Lease- Group I Tracts

Page14 of 52



Name: Title:

STATE OF TEXAS COUNTY OF DALLAS This instrument was acknowledged before me on the l# 4?y of August 200g, by , rh.-..2V ^^,lr^i.--' of the City of Daitas,as the act


SAABEDRA MARCIE Stlts Publla, ofTcxas Noilrv €xPlrcr Mveomnnlralon

in and for Texis

r{r,, Oil and Gas Lease_ Group I Tracts Page15 of 52



STATE OF TEXAS COUNTY OF DALLAS Stephen Forr, rhe president f;i;i the act of said company. "i

I If :'"':,ilyil::hHi#Hl#,f LLC,a,$^-ii_ii"j H"1g."?"r:.,-,",o1^"-r4dqlg{a."eust2008 rryEast Energy,

ilil?i;;' r"##i,

Notary Public itr und foiT&*

Oil and Gas Lease- Group I Tracts

Page16 of 52


EXHIBIT A (allrecording references to the officialPublic are Records Dallas of county,Texas unless otherwise stated) 2'042'4631 acres land,more or less, Dallas of in county,Texas, comprised one hundred of thirty-seven (137)tractsof land,described follows: as TRACT 1:

0.LL acresof land , more or less,being Lot 4, Block6569,of the -lilr*ilo -"addition, Cityof Dallas, Texas, described Volume in e.g" alsoknownas 11900FordRoad, Dallas, texai. (Dallas CAD Account umber:000006049271OO0OO) N


6.9255acresof rand,more or ress, Dailas in county,Texas and beingexpressed two in (2)tractsasfollows: TRACT 24: 1.932acresof land,more or less, out of the JotrnC. Bevers Survey, Abstract r.66, described warrantyDeeddatedAugust i.9g9 in 11, from R. R.& s. Properties, to the City of Dallasrecorded ilolume g915g, page Inc. in 2346, publicRecords, Official Dallas County, Texas; and TRACT 4.9935acresof rand,more or ress, 2B; out of the JohnC. Bevers survey, Abstract 1.6G, beingthat part of 17.4acresof tano,iore or ress, described in warrantyDeeddatedJune30, 1.950 from Francis McLean the city of Dallas J. to recorded Vorume in 3336,page243,DeedRecords, Dailas county,Texas, which lieswestof lnterstate Highway Dallas 35, County, Texas. (Dallas CAD Account Number:65016623510OOOOOO)



9.2221acresof rand,more or ress,in Dailas county,Texas, out of the Johnc. Bevers survey, Abstract 166,Dailas county,Texas, beingthai part oi n.qacres of rand,moreor less, described warrantyDeeddatedJune30, j.950 in from Francis Mcleanto Thecity J. of Dallas recorded Vorume in 3336,page243,DeedRecords, Dalras county,Texas, which lieseastof lnterstate Highway Dallas 35, County, Texas, LEssAND EXcEpr 1.33acresof rand,more or ress, out of the John c. Bevers survey, AbstractL66 and the w€ston perry survey,Abstract r.15r., described warranty Deed in datedAugust11, '989 from The city of oailas to R. R. & i. p.p.rti"r, Inc.recorded in Volume88i.58,page2342, publicRecords, Official Dallas County, Texas. (Dallas Account CAD Number:6501662351OOOO1OO)


21"27acres rand, of moreor ress, rocated Dailas, in county,Texas, described three (3) as tractsof landasfollows:


Oil and Gas Lease _ Group I Tracts

Page17 of 52


TRACT 4A: 11.62acresof land, more or less,beinga portion of the Weston PerrySurvey, Abstract 1152,and described that certainWarrantyDeqddated in December I9L7, from A. G. Kirksey 20, and SusieM. Kirksey Cityof Dallas, to recorded Volume in 540,Page Deed 21, Records, Dallas County, Texas. TRACT 3.9 acresof land,more or less, 4B; beinga portionof the Westonperry Survey,Abstract1152, and described that certain Warranty Deed dated in December 1.971, 20, from A. G. Kirksey and SusieM. Kirksey City of Dallas, to recorded Volume in 540,Page Deed 21, Records, Dallas County, Texas. TRACT 5.75acres land,moreor less, 4C: of beinga portionof the WestonPerry Survey, Abstract 1152,and described part of a29.74acretract in that certain as warranty Deeddated November tgtL, from c. E. Hudson city of Dallas, 25, to recorded Volume534,Page in 481,DeedRecords, Dallas, Texas, LESS AND EXCEPT, 22.9469acreslying in the southernmost portion of tract herein described, and LESS AND EXCEPT, 0.443Lacresof suchtract lying in the north-eastern most portion suchtractherein of described. (Dallas Account CAD Num ber:0000081 1327000000) Tract5: 1,0.443t acresof land,more or less,located Dallas in county,Texas, beingpartsof the WestonPerrySurvey, Abstract L152,andthe Preston Witt Survey, A-1556, described in two (2)tractsof landasfollows: Tract5A: 10.0acres land,moreor less, of situated the Preston in Witt Survey, A1566,and beingfurther described "Block8457"in that certainplat recorded as in Volume7t, Page 092 of the Map Records, Dallas County, Texas. Tract 58: 0.443r acresof land, more or less,situatedin the weston perry Survey, A-L152, and beingfurtherdescribed "Block8456" in that certainplat as recorded Volume67, Paget47 of the Map Records, in Dallas County, Texas. (Dallas CADAccount Number: 00000811330000000) TRACT 6: 9.031 acresof land, more or less,locatedin Dallas county,Texas, out of the weston Perrysurvey,Abstract1.151, Dallas county,Texas, beingLot 1, BlockA, Elm Forkwater TreatmentPlantLow Lift PumpStation, Additionto the Cityof Carrollton, an according to the plat thereofrecorded Volume927Lt, Page in 1"955, Official Public Records, Dallas County, Texas. (Dallas CADAccountNumber: L404061OOA0O1O0O0) TRACT 7: 27.77L3acresof land, more or less,in Dallas county,Texas, out of the william A. Downingsurvey,Abstract 391, described warranty Deeddated November22, tg72, in

Oil and Gas Lease- Group I Tracts

Page 18 of 52


in recorded Volume Mooreto the Cityof Dallas E. from James Mooreand wife, Virginia Texas. County, Dallas 1052,DeedRecords, Page 72237, 00837300000060000) (Dallas Number: Account CAD

out Texas, of the WilliamBabbett County, in of 120.364 acres land,moreor less, Dallas in and beingexpressed seven Texas County, 155,Dallas Abstract Survey, {a/k/a Babbitt) (7)tractsasfollows: TRACT 8A: 16.8 acresof land, more or less,in the William Babbett(a/k/a as Abstract155, described "Tract No. 5" in warranty Deed Babbitt)Survey, in recorded Volume datedJuly31, 1963,from John Fieldto the City of Dallas, Texas; County, Dallas DeedRecords, 1470, 120,Page TRACT 88: 25.0 acresof land, more or less,in the William Babbett(a/k/a as Babbitt)survey,Abstract155, described "Tract No. 6" in warranty Deed in recorded Volume to from JohnField the Cityof Dallas, datedJuly31, 1963, Texas; County, Dallas 1470,DeedRecords, 120,Page 8C: 12.5 acresof land, more or less, in the William Babbett(a/k/a TRACT as Babbitt)survey,Abstract155, described "Tract No. 7" in warranty Deed in recorded Volume datedJuly 3L, !963, from John Fieldto the City of Dallas, Texas; County, Dallas 1470,DeedRecords, 120,Page TRACT 8D: 20.0 acresof land, more or less,in the William Babbett(a/k/a as Babbitt)survey,Abstract155, described "Tract No. 8" in warranty Deed in recorded Volume 1963,from John Fieldto the City of Dallas, datedJuly31, Texas; County, Dallas Records, 1470,Deed 120,Page (a/k/a out of the WilliamBabbett acresof land,more or less, TRACT 30.087 8E: in Abstract155,described WarrantyDeeddatedJuly26, 1965, Babbitt) Survey, recordedin Volume 6L9,Page844, from BerthaA. Lunato the City of Dallas Texas; Dallas CountY, DeedRecords, (a/k/a out TRACT I2.I27 acresof land,more or less, of the WilliamBabbett 8F: 9, in WarrantyDeeddatedAugust 1965 155,described Abstract Survey, Babbitt) from J. w. sparkmanand wife, Margaret sparkmanto the city of Dallas, and Texas; County, Dallas 865,DeedRecords, in recorded Volume631,Page TRACT 3.85acresof land,more or less,out of the WilliamBabbett(a/k/a 8G: 2, in Abstract155,described WarrantyDeeddated November Babbitt) Survey, in recorded Volume438, Page1043, Fieldto the Cityof Dallas 1964from John Texas. CountY, Dallas DeedRecords, (Dallas 00000815776000000) Number: Account CAD

rnlcr g:

in expressed six(6) Texas, being and in County, 11.073 acres land,moreor less, Dallas of tractsasfollows:


Oil and Gas Lease- Group I Tracts

Page19 of 52


of 9A: TRACT 2.37 acres land,more or less,out of the WilliamM. Cochran,Survey, L5, in 279,described WarrantyDeeddatedDecember 1906from M' C. Dooley Abstract in recorded Volume367,Page Company Rocklsland and Gulf Railway to The Chicago, Dallas Texas; County, 614,DeedRecords, TRACT 2.49 acresof land,more or less,out of the WilliamM. Cochran 98: 19, in Abstract279, described WarrantyDeeddated December 1906 Survey, Rock BaxterLongto The Chicago, EllaD. Long,nee Reed,and husband, from 385, Page570, Deed in recorded Volume Company lslandand Gulf Railway Texas; Dallas County, Records, 9C: TRACT 2.85 acresof land, more or less,out of the William M. Cochran 19, in Abstract279, described WarrantyDeed dated December 1906 Survey, and Rocklsland Longto The Chicago, Baxter and husband, from EllaD. Long, Dallas 37, Volume 387,Page DeedRecords, recorded in Company GulfRailway Texas; County, M. Survey, out TRACT 1.0acreof land,moreor less, of the William Cochran 9D: 15, in 279,described WarrantyDeeddatedDecember 1906from R. H' Abstract and GulfRailway lsland Rock Chicago, A. Myersand wife, Fannie Myersto The. DallasCounty, Companyrecordedin Volume 367, Page615, Deed Records, Texas; TRACT 2.34 acresof land, more or less,out of the WilliamM' Cochran 9E: wherein 29,1907, datedNovember in Abstract 279,described Judgment Survey, from Joseph Companyrecovered Rocklslandand Gulf Railway The Chicago, in recorded Volume415, said and Nicholson wife,AnnieNicholson, 2.34aces, Texas; and Dallas County, Page 596,DeedRecords, TRACT 3.96 acresof land, more or less,out of the William M. Cochran 9F: 15, 1906 in Abstract279, described WarrantyDeed dated December Survey, Rocklslandand Gulf RailwayCompany from R. H. Stewartto The Chicago, Texas, Dallas County, 564,DeedRecords, recorded Volume385,Page in AND EXCEPT 3.937acresof land, more or less,out of the WilliamM' LESS in DeeddatedApril 28, L984 Abstract 279,described Quitclaim Survey, Cochran E. to Railroad Company Sydney Lewis Rocklslandand Pacific from The Chicago, Dallas County, recordedin Volume84096,Page3035,OfficialPublicRecords, Texas, Leaving Lt.O73 acres land,more or less. of (DaIlasCADAccountNumber: 65027 972510040000) TRACTS & 11: 18.389 acresof land, more or less, in DallasCounty,Texas,out of the William M. 10 in Texas, beingexpressed two (2)tractsas Abstract 279,Dallas County, Cochran Survey, follows:

Oil and Gas Lease- Group I Tracts

Page20 of 52


M. out moreor less, of the William Cochran 10-114: 17.389 acres land, of TRACT 10, in Abstract279, described WarrantyDeed dated December 1951 Survey, KingMoore,et al, to The Cityof Dallas, husband, from ZellaMae Moore and Texas; and Records, Dallas County, 259,Deed recorded Volume in 3605,Page out of the WilliamM. Cochran TRACT 10-118: acreof land,more or less, 1.0 DeeddatedJuly8, L962from W. D. in Survey, Abstract 279,described Warranty recorded Volume3700,Page in E. Selfand wife, Dosha Selfto TheCityof Dallas, Texas. Dallas County, 601,DeedRecords, Account Number: 00000604507000000) TractL0: (Dallas CAD Account umber:00000504006000000) N TractTT: (Dallas CAD TRACT 12: 0.50 acresof land , more or less,beingLot 6552,Block7, of the Page in Texas, described Volume addition, of Dallas, City Street, Dallas, Texas. alsoknownas 2265Wisconsin (Dallas CAD Account Number: 00000604003000000) TRACT 13: 2L3.Otacresof land, more or less,in DallasCounty,Texas,out of the ArcherFyke W. Abstract1573,and Edward Hunt Thomas Williams Survey, Survey, Abstract 481., C. (7)tracts: Abstract in Survey, 575,described seven in C. TRACT 13A:containing acres land,moreor less, the Thomas Williams 3.9 bf as ONE" in Warranty Deed dated Survey,Abstract1573, described "TRACT to Company, Texas a corporation the Cityof January 1964from The Crockett 3t, recordedin Volume 244, Page323, Deed Dallas, municipal a corporation, Records, Dallas Texas; County, 20.8 acresof land, more or less,in the ThomasC. TRACT 138: containing TWO" in WarrantyDeed Abstract1573,described "TRACT as Williams Survey, to Company, Texas a corporation the datedJanuary 1964from TheCrockett 3I, 323,Deed recorded Volume244,Page in Cityof Dallas, municipal a corporation, Records, Dallas Texas; County, in W. TRACT 13C: of containing 81.71acres land,moreor less, the Edward Hunt THREE" Warranty Deed dated in Survey, Abstract575 describedas "TRACT Company, Texas a corporation the Cityof to January 3t,1964 from The Crockett Dalfas, municipalcorporation,recordedin Volume 244, Page 323, Deed a Records, Dallas County, Texas, Texas, out LESS ANDEXCEPT: acresof land,moreor less,in Dallas County, 9.75 575,beingthe southernmost 9.75acres of the Edward HuntSurvey, W. Abstract acres land,moreor less, of the Edward of out of a tractof landcontaining 81.71 W. Hunt Survey, Abstract575, described "Tract3" in WarrantyDeeddated as recorded in Company The Cityof Dallas, to January 1964, from The Crockett 3L, Dallas County, Texas. Volume244,Page 323,DeedRecords,

No. Document

Oil and Gas Lease- Group I Tracts

Page?loI 52


TRACT 1.3D; containing 51.89acresof landin the ArcherFykeSurvey, Abstract 481, described "TRACT as EIGHT" WarrantyDeed dated January3L, 7964 in from The CrockettCompany, Texascorporationto the City of Dallas,a a municipal corporation, recorded Volume in 244,Page 323,DeedRecords, Dallas County, Texas; TRACT 13E: containing 1.7.82 acres landin the Thomas Williams of C. Survey, Abstract 1573;described "TractNo. 1."in WarrantyDeeddatedJuly31, 1963 as from John Fieldto the City of Dallas, municipal a corporation, recorded in Volumet2O,Page L470,DeedRecords, Dallas County, Texas; TRACT 13F: containing 25.5acresof land in the Thomas Williams C. Survey, Abstract 1573described "Tract as No.2" in Warranty DeeddatedJuly31, 1963 from John Fieldto the City of Dallas, municipal a recorded corporation, in Volume120,Page 1470,DeedRecords, Dallas County, Texas; TRACT 13G: containing 43.56acresof landin the ArcherFykeSurvey, Abstract 481 described "TractNo. 3" in WarrantyDeeddatedJuly31, 1963from John as Fieldto the Cityof Dallas, municipal a corporation, recorded Volume120, in Page 1,470, DeedRecords, Dallas Texas; County, SAVE AND EXCEPT: 22.42acres land,more or less,in Dallas of County, Texas, out of the ArcherFykeSurvey, described Indenture in from the Cityof Dallas to CarlaBroadcasting Inc., recordedin Volume70064,Page900, Deed Records, Dallas County, Texas. Containing 2L3.Ot acres land,moreor less. of (Dallas CAD Account umber:00000815806000000) N

80.0acres land,moreor less, Dallas of in County, Texas, of the W. D. Downing out Survey, Abstract 39L,described "TractNo.9" in WarrantyDeeddatedJuly31, L953 as from JohnField the Cityof Dallas to recorded Volume120,Page in L470,DeedRecords, Dallas County, Texas. (Dallas CAD Account Number: 000008L5824000000)


48.4Lacresof land,moreor less, Dallas in County, Texas, of the ArcherFyke out Survey, Abstract48L, described "Tract No. 4" in WarrantyDeeddatedJuly 31, 1963from as JohnFieldto the Cityof Dallas recorded VolumeI2O,Page in 1470,DeedRecords, Dallas County, Texas. (Dallas N CADAccount umber:00000815815000000)


18.81acres land,moreor less, Dallas of in Texas, of the ArcherFyke County, out Survey, Abstract 481,described "Tract9" in WarrantyDeeddatedJanua 3\, L964, as from The ry

Oil and Gas Lease- Group I Tracts

Page22of 52


crockett companyto the city of Dallasrecordedin Volume 244, page 323, Deed Records, Dallas County, Texas. (Dallas CAD Account Number: 00000815812000000) TRACT 17: 9.75 acresof land,more or less,in Dallas county,Texas, out of the Edwardw. Hunt Survey, Abstract 575, beingthe southernmost 9.75 acresof a tract of land containing 8L.TLacresof land,more or less,out of the Edwardw. Hunt survey,Abstract 575, described "Tract3" in warranty Deed dated January as 3!, !964, from The crockett company Thecity of Dallas, to recorded Volume244,page323,DeedRecords, in Dallas County, Texas. (DalasCAD I Account umber:00000815788000000) N

5.0 acresof land,more or less,in Dallas county,Texas, of the ArcherFykesurvey, out Abstract 481,described Special in WarrantyDeeddated July22,1964from McKesson & Robbins, Incorporated the city of Dallasrecordedin volume 3gg, pageg09, Deed to Records, Dallas County, Texas. j.5813000000) (Dallas CAD Account Number: 000008


5.25 acresof land, more or less,locatedin DallasCounty,Texas,out of the w. A. Downing Survey, Abstract 391,described TRACT as FIVE Warranty in DeeddatedJanuary 3t, 1964from The crockettcompanyto the city of Dallas, recorded volume 244, in Page 323,DeedRecords, Dallas County, Texas. (Dallas CAD Account Number: 00000815827000000)


0.L3acres land, moreor less,beingLot of Block , of the page addition, city of Dallas, Texas, described Volume in alsoknownas L700Royal Lane, Dallas, Texas. (Dallas CAD Account Number: 00000815833000000)

No. , Document


3.82 acresof land,more or less,locatedin Dallas county,Texas, of the Edward out w. HuntSurvey, Abstract 575,described WarrantyDeeddatedNovember 1906from J. in 3, J. McAllister wife, M. F. McAllister The Chicago, and to Rocklslandand Gulf Railway company, recorded Volume382,Page in 454,DeedRecords, Dallas county,Texas. 10.08acres land,moreor less, Dallas of in county,Texas, expressed three (3)tracts: in TRACT 22A: 2.6 acresof land,more or less, out of the william M. cochran survey,Abstract 279, described warranty Deeddated December 1906 in 15, from w, D. webb to The chicago,Rocklslandand Gulf Railway company recorded Volume385,Page in 566,DeedRecords, Dallas County, Texas, TRACT 228: 1.7 acresof land,more or less,out of the Thomas williams c. survey,AbstractL573,described warranty Deeddated February12, lgoT in


:flr Oil and Gas Lease - Group I Tracts

Page23 of 52


from James Mathisto The Chicago, H. Rock lsland and GulfRailway Company recorded Volume419,Page DeedRecords, in 98, Dallas County, Texas. TRACT 22C;5.78acres land,moreor less, of the Edward of out W.HuntSurvey, Abstract 575,described Warranty in Deedfrom S. B.Scottto TheChicago, Rock lslandand Gulf Railway Company recorded Volume385, Page327, Deed in Records, Dallas County, Texas. (Dallas Account CAD Number: 00654000000030000) TRACT 23: 0.35acres land, more or less, of beingLot 166,Block 6533,of the addition, of Dallas, City Texas, described Volume in Page alsoknownas 2488Fabens Road, Dallas, Texas. (Dallas Account CAD Number: 00000603299000000) TRACT 24: 0.44 acresof land , more or less,beingLot 86, Block6532,of the addition, of Dallas, City Texas, described Volume in Page alsoknownas2476Glenda Lane, Dallas, Texas. (Dallas CAD Account Number: 00000603145000000) TRACT 25: 0.49acres land, moreor less, of beingLot 126,Block 6533,of the Mesquite OaksPark addition, of Dallas, City Texas, described Volume in Page No. . Document alsoknownas 2487Glenda Lane, Dallas, Texas. (Dallas CADAccount Number: 00000603177000000) TRACT 26: 0.24 acresof land , more or less,beingLot 43, BlockG529, the of page addition, Cityof Dallas, Texas, described Volume in alsoknownas2450Merrell Road, Dallas, Texas. (Dallas Account CAD Number: 00000602929000000) TRACT 27: 0.37 acresof land, more or less,beingLot 11..L, Block6529,of the page addition, Cityof Dallas, Texas, described Volume in alsoknownas2452Southwell Road, Dallas, Texas. (Dallas CAD Number: Account 00000602899000100) TRACT 28: 0.76 acresof land , more or less,beingLot 66, Block6532,of the addition, Cityof Dallas, Texas, described Volume in Page alsoknownas 2453 MerrellRoad, Dallas, Texas. (DallasCADAccount umber:0000060319000000) N 1

Document No.

No. , Document

Document No.

No. , Document

No. . Document

Oil and Gas Lease- Group I Trects

Page24of 52



Block6508,of the of beingLot 2.98acres land, more or less, No' 2005053, Page 9298,Document in City Texas, described Volume addition, of Dallas, Texas. Hill Dallas, alsoknownas2100Walnut Lane, (Dallas Account Number: CAD 00000601873000000)


County, Texas, of the J. L. Hunt out in 44.35acresof land,more or less,located Dallas DeeddatedJanuary 3,2005,from ADRCC, Abstract in Survey, 588,described Warranty Dallas Page 8885,DeedRecords, in LTD. the Cityof Dallas, to recorded Volume2005011., Texas. County, (Dallas Account CAD Number: 00000601948000400)


County, Texas, of the J. L. Hunt out 22.9I acres land,more or less,locatedin Dallas of Survey,Abstract588, describedin Warranty Deed dated August 17, 2004, from recorded Volume2004224,Page in Rio Promociones Nilo USA, Inc,to the Cityof Dallas, 12443, DeedRecords, Dallas Texas. County, (Dallas Account Number: CAD 00000601948000500)


8371,of the of beingLot 1.11,Block 0.25acres land, moreor less, Page in addition,City of Dallas, Texas, described Volume Dallas, Texas. No. , alsoknownas 10542LunaRoad, (Dallas Account CAD Number: 00000806848000000)

, Document


Block 8372,of the 3.92acres land, moreor less, of beingLot No. addition,City of Dallas, Texas, in described Volume91060,Page2779,Document Dallas, Texas. alsoknownas 1633California Crossing, (DaIlasCAD Account umber:00000806872000000) N


(a/k/a in Texas, of the WilliamBabbett out 40 acresof land,moreor less, Dallas County, (2)tracts: Abstract in Babbitt) Survey, 155,described two TRACT 34A: 40 acresof land,more or less,out of the WilliamBabbett(a/k/a in Deed, datedApril7,L91L, Babbitt)Survey, Abstract 155,described Warranty recorded Volume517, Page433, Deed in from W. H. Mahanato City of Dallas ANDEXCEPTacresof land, more or less, Records, Dallas Texas, SAVE 5 County, (a/k/a Babbitt)Survey, in Abstract155, described out of the WilliamBabbett 16, from the Cityof Dallas JoeY. Field to Warranty DeeddatedSeptember 1930, Texas; Dallas and recorded Volume1648,Page in 529,DeedRecords, County, TRACT 34B: 5 acresof land, more or less,out of the William Babbett(a/k/a 6, Babbitt) in Survey, Abstract155,described WarrantyDeed,datedSeptember recorded VolumeL674,Page 3\2, 1930,from JoeY. Fieldto the Cityof Dallas in Texas. DeedRecords, Dallas County,

,.{[u Oil and Gas Lease - Group I Tracts

Page25 of 52


00000806866000000) (Dallas Number: Account CAD TRACT 35: 8371,of the beingLot 1'12,Block of 0.28acres land, moreor less, Page in described Volume Texas, --Cityof Dallas, addition, Texas' Dallas, Road, Luna as alsoknown 10536 (Dallas 00000806824000000) Number: Account CAD TRACT 36: 2.36 acresof land , more or less,beingLots1-4,Block8374,of the in described Volume 74t, Page0947, DocumentNo' Texas, addition,City of Dallas, Texas' Dallas, Road, Luna as alsoknown 10704 , 00837400000010000) (Dallas Number: CAD Account TRACT 37: M. out Texas, of the William Downing County, in of 10.0acres land,moreor less, Dallas from Mary 30, DeeddatedDecember 1986, in 391,described Warranty Abstract Survey, Page1805,Official in recorded Volume87124, to Louise JeffreBaker TheCityof Dallas, Texas, County, Dallas Records, Public 00000806899000000) (Dallas Number: CADAccount TRACT 38: A. Texas, of the William out County, in located Dallas of 6.59acres land,moreor less, Deed dated Downing Survey,Abstract 391, describedas "rract 2" in warranty in recorded Volume440, et 7, September tg64from G. W. Story, al,to the Cityof Dallas, Texas' County, Dallas Page 809,DeedRecords, 00000806895000000) (Dallas Number: Account CAD TRACT 39: Block ' of the beingLot 0.93acresof land, moreor less, No' Document Page in described Volume Texas, -, city of Dallas, addition, Texas' Dallas, Highway, alsoknownas 1680W' Northwest (Dallas N CAD Account umber:00000806875000000) TRACT 40: W. Texas, of the Edward out County, in 65.24acresof land,moreor less,located Dallas WarrantyDeeddatedJanuary as 575, described "TractFour" in Abstract Hunt Survey, recordedin Volume244, to Company the City of Dallas, 37, Lg64,from The Crockett Texas. County, Dallas Page 323,DeedRecords, 00000815785000000) (Dallas Number: CAD Account TRACT 41: out Texas, of the William County, in located Dallas acres land,more or less, of 4.5484 March Deeddated, in Warranty (a/k/aBabbitt)Survey, 155,described Abstract Babbett Dallas,recordedin to Jackey City of and wife, Catherine 1g, Ig82, from EarlJackey Texas. County, Dallas 374,Deedrecords, Vofume 82058,Page 13000000) (Dal CADAccount umber:000006018 N las

No' ' Document

Oil and Gas Lease- Group I Tracts

Page26of 52



out of the Joshua Texas, County, 6.46 acresof land,more or less,locatedin Dallas 2, 4" in warrantyDeeddatedJanuary as 934,described "Tra6t Abstract survey, Mccants in recorded Volume22t'Page et 1964,from MaryJaneMayfield, al to the city of Dallas, Texas. County, Dallas L797,DeedRecords, 00000806791000000) Number: Account (Dallas CAD


out county,Texas, of the Joshua 62.00acresof land,more or less,locatedin Dallas (2)tractsasfollows: in 934,described two Abstract Survey, McCants as described "Tract6, PartA" in 43A:25.85acresof land,more or less, TRACT Deed dated January 3L, !964, from The Crockett that certain Warranty CompanytotheCityofDa||as,recordedinVo|ume244,Page323,Deed and Texas; CountY, Dallas Records, 43B: a portionof "Tract7" in suchdeed,beingthat portionof suchtract TRACT Survey' McCants withinthe Joshua whichlies 00000806803000000) Number: (Dallas Account CAD


beingLot of 3.45acres land, moreor less,


' of the
, D o c u m e n tN o '

Page i d , a d d i t i o n ,C i t y o f D a l l a sT e x a s , e s c r i b e d n V o l u m e- , , a l s ok n o w n a s 1 0 4 0 1W i l d w o o d D r i v e ,D a l l a sT e x a s '

12000000) (Dallas N Account umber:000008068 CAD 45: TRACT Block ' of the beingLot of 2.60acres land, moreor less, Page in Volume described Texas, Cityof Dallas, addition, Texas' Dallas, Drive, alsoknownas 2500Manana 00000601916000000) Number: (Dallas Account CAD 46: TRACT Block6509,of the ----._.1.84acresof land, more or less,beingLot No' ' Document Page in Volume described Texas, City addition, of Dallas, Texas' Dallas, Drive, alsoknownas 2529Manana 00000601937000000) (Dallas Number: Account CAD 47: TRACT Block6493,of the 0.53 acresof land, more or less,beingLot Page in described Volume Texas, City addition, of Dallas, Texas' Dallas, Drive, Manana alsoknownas2550 00000601477000000) Number: (Dallas Account CAD No' ' Document No' ' Document


Oil and Gas Lease- GrouP I Tracts

Page27 of 52



Block6509,of the beingLot 1.41acresof land, more or less, NO' in Volume5806,Page0641,Document described Texas, city of Dallas, addition, Texas' Dallas, Hill alsoknownas2550Walnut Lane, 00650900000000100) Number: (Dallas Account CAD


out Texas, of the Joshua County, in located Dallas 51.93acresof land,more or less, as land described "Tract3", in Warranty A-934,and beingthe same Survey, McCants to K. and Mayfield Lucy Belknap the city of z, deeddatedJanuary !964,from MaryJane Texas' County, of Dallas t797, of the DeedRecords in as, Dalf recorded Volume227,Page 00000806785000000) Number: (Dallas Account CAD


out Texas, of the Joshua County, in located Dallas acresof land,more or less, 96.5g2 as described "Tract mgreor less, acres, 934,and being102.06 Abstract survey, McCants JaneMayfieldand LucyK' 2, 2,, in warranty Deeddated January L964,from Mary Dallas recordedin Volume 22!, Page1797,Deed Records, to Belknap City of Dallas, Texas, County, Rock of that ANDEXCEPT portionthereoflyingwithin the right-of-way the chicago LESS 116,Deed in recorded Volume386,Page in Co. & lsland GulfRailway described a deed and Texas, CountY, Dallas Records, River' whichliesin the bedof the Trinity thereof that AND LESS EXCEPT portion Number:00000806809000000) (Dallas CADAccount


out of the Joshua county,Texas, 25.85acresof land, more or less,locatedin Dallas 6: Part A" in warranty Deeddated as 934, described "Tract survey,Abstract McCants in recorded Volume to Company the Cityof Dallas, 4,Ig64,from TheCrockett February Texas. County, Dallas 323,DeedRecords, 244,Page (Dallas Number:00000806806000000) CADAccount


Block ' of the beingLot of 2.86acres land, moreor less, 244, Page0323, DocumentNo' in Texas,described Volume addition,city of Dallas, Texas' Dallas, alsoknownas 10405WildwoodDrive, 65093481510150000) Number: (Dallas Account CAD


1.60 acresof land , more or less,being Lot 4, Block6488, of the
Page Texas,describedin Volume addition, City of Dallas, Texas' Dallas, also known as 190L SandyLane, (Dallas,CAD Account Number: 00000601297000000)

' Document No'

Oil and Gas Lease- GrouP I Tracts

Page28 of 52


beingLot l'1, Block8363'of the 0.33 acresof land, more or less, Page in _-' described Volume Texas, city addition, of Dallas, Texas' Dallas, Lane, alsoknownas2L00Sandy 00000806710000000) Number; (Dallas CADAccount 1.33 acresof land , more or less,beingLot 11, Block8353' of the Page in described Volume Texas, City addition, of Dallas, Texas' Dallas, Lane, alsoknownas 2L04Sandy 000008067L3000000) Number: (Dallas Account CAD 56: TRACT 1.33acresof land, more or less,beingLot 11, Block8363,of the Page in -, described Volume -, Texas, city addition, of Dallas, Texas' Dallas, Lane, Sandy alsoknownas21'08 16000000) N (Dallas Account umber:000008057 CAD

No' Document

No' ' Document

No' Document

4.00 acresof land , more or less,beingLot 11, Block8363,of the -...No' ' Document Page in described Volume Texas, City addition, of Dallas, Texas' Dallas, Lane, , alsoknownas2L10Sandy 00000806722000000) Number: (Dallas Account CAD


Asurvey, out Texas, of the EliMerrill county, in moreor less, Dallas of 8.283acres land, warranty Deed,dated January28, g78, described "Tract NO. 1", in confirmation as county' of of in 1975,and recorded Volume75030,Page7404, the DeedRecords Dallas Texas. Number:00000806725000000) (Dallas CADAccount


Asurvey, out Texas, of the EliMerrill county, in moreor less, Dallas of acres land, 5.637 28,!975,andrecorded datedJanuary No.2", in Condemnation as 978,described "Tract Texas' County, Dallas 1399,DeedRecords, Page in Volume75030, (Dallas Number:00000806725000100) Account CAD


out of the HarveyH' county,Texas, 15.9acresof land,more Or less,locatedin Dallas as 1075,described "Tracl!" in warranty Deeddatedoctober Abstract Newtonsurvey, Trinity Bend co., recordedin Volume 55t7, Page279' 31, 1960,from LamarHunt to Texas. CountY, Dallas DeedRecords, 00000806689000000) (Dallas Number: CADAccount

61.: TRACT

out of the Eli Merrell Texas, County, of 29.7 acres land,more or less,locatedin Dallas 1, January in Survey,Abstract 978, being 34.7 acresdescribed WarrantyDeeddated 283,Deed in 1961,from LamarHuntto TrinitYBendCo.,recorded Volume5517,Page Texas, CountY, Dallas Records,
PageZ9 of 52

fi$ Oil and Gas Lease - GrouP I Tracts


LESS ANDEXCEPT portionof suchtract lyingsouthof the ElmForkof the Trinity that River. (Dallas Account Number:00000806701000000) CAD

Survey, Texas, of the EliMerrill out in County, 19.043 of acres land,moreor less, Dallas by No. A-978, being described "Tract1", in Condemnation CC-73-7384-d, the City as and In Independent National Bank Dallas, vs. and of Dallas, Petitioner, JohnMeaders First as et Executors Trusteesunder Will of Jesse Meaders Huffines,Deceased, al, and of DeedRecords Defendants and filed of record in Volume7325t, Page1660,of the Dallas Texas. County, (Dallas Account Number:00000806698000000) CAD


Texas, of the Eli MerrellSurvey, 43.0 acresof land,more or less,in Dallas County, out 1, Abstract 931, described "FirstTract" in WarrantyDeeddatedJanuary 1964from as in 425,DeedRecords, recorded Volume244,Page BenH. Carpenter the Cityof Dallas, to Dallas Texas. County, (Dallas Account Number:00000806728000000) CAD


Texas, of the Eli Merrell County, out 2t.26acresof land,moreor less,locatedin Dallas 2, Survey, Abstract 931, described "Tract5" in WarrantyDeeddatedJanuary L964, as from MaryJaneMayfield, al to the Cityof Dallas, recorded Volume22L,Paget797, in et DeedRecords, Dallas County, Texas. (Dallas Number:00000806731000000) CAD Account


Business 2.44 acres land, moreor less,beingLot 3.2, Block 8/6495,of the Lombardy of Page described Volume2OOLO57, 5253,Document in Parkaddition, Cityof Dallas, Texas, Dallas, Texas. No. Street, , alsoknownas 10700Finnell (Dallas Number: CAD Account 00649500080030200)


7.529acres land,moreor less, located Dallas in County, Texas, of the Benjamin out of 1, Abstract in WarrantyDeeddatedJanuary 1961,from MerrellSurvey, 932, described LamarHuntTrustEstate TrinityBendCompany, recorded Volume5517,Page287, in to Dallas DeedRecords, County, Texas. ( DallasCADAccount umber: 00000601585000000) N


4.75 acresof land, moreor less,beingLot Block6496,of the No. in Page addition, of Dallas, City Texas, described Volume , Document Highway, Dallas, Texas. , alsoknownas 2276W. Northwest (DaIlasCAD Accou Number:000006015 nt 19000000)

Oil and Gas Lease - Group I l}rcts

Page30 of 52



Block 6498,of the of beingLot 5.11acres land, moreor less, No. Document Page in City Texas, addition, of Dallas, described Volume Highway, Dallas, Texas. alsoknownas2277 Northwest W. (Dallas Account umber:00000601588000000) N CAD


Texas, of the Benjamin out County, 14.26acres land,moreor less,locatedin Dallas of 1, MerrellSurvey, Abstract in 932, described WarrantyDeeddatedJanuary 1961,from LamarHunt to TrinityBendCo., recordedin Volume5517, Page281, Deed Records, Texas. Dallas County, (Dallas Account CAD Number:00000601600000000)


Texas, of the Benjamin out located Dallas in County, 16.14acres land,moreor less, of MerrellSurvey, Abstract as 932, described "Tract2" in WarrantyDeeddated October in 31, 1960,from LamarHunt to TrinityBendCo.,recorded Volume55L7,Page279, DeedRecords, Dallas County, Texas. (Dallas Account CAD Number:00000601603000000)


Texas, of the Franklin out !7.2L27acresof land,more or less,locatedin Dallas County, Bowles Abstract beingthe MarcusParkAddition,an additionto the Cityof Survey, 69, Dallasaccording the plat thereof, recordedin Volume 90007, Page2508, Deed to Records, Dallas County, Texas. (Dallas Account CAD Number:0065950A0016A0000)


of 1.12 acresof land , more or less,beingLot 6, BlockC/6463, the Page City in addition, of Dallas, Texas, described Volume Dallas, Texas. also knownas (Dallas CAD Account Number: 00000600237500000)

No. , Document


Block6599,of the 0.31 acresof land, more or less,beingLot Page02751,Document addition,City of Dallas, Texas, in described Volume2002243, Texas. No. Drive, Dallas, , alsoknownas 10800Channel (Dallas CAD Account Number: 00000608123000200)


of 0.22 acresof land , more or less,beingLots 13 & 14, BlockE/651.4, the in Page09081,Document addition,City of Dallas, Texas, described Volume2OO2O9L, Trail, Dallas, Texas. No. Shady , alsoknownas 11061 (Dallas CAD Account Number: 00000602107000100)


Oil and Gas Lease- Group I Tracts

Page3l of 52



0.19 acres of land , more or less, being Lot 11A.1, Block E/65I3, of the page addition,City of Dallas, Texas, described Volume2OO4O4'/, in 08000, Document No. , alsoknown 11i.05 as shady Trail, Dallas, Texas. (Dallas Account CAD Number: 00000602056500100)


8.005acres land,moreor less, the Harrison of in webb survey, Abstract 1526,Dallas County, Texas, described three (3)tractsasfollows: in TRACT 76A: that tract identifiedas "park, on page 56-A of the plat of Brownwood Park, Addition the Cityof Dallas, an to according the platthereof to recorded Volume Page Map Records, in 18, 55, Dallas County Texas; TRACT 768:all the landownedby TheCityof Dallas that 1.6acretractof land in described warrantyDeeddatedApril 1.5, in 1955from R.R. Ryan andwife, Mary Elizabeth Ryanto the city of Dallas recorded Volume 4246,page in 565, Deed Records, Dallas County Texas; and TRACT 76C:all the landownedby The Cityof Dallas that 3.213acretractof in fanddescribed WarrantyDeeddated March t2, Lg54from RuthD. Holifield in page and husband, B. Holifield R. recorded Volume in 403G, 372,DeedRecords, Dallas County, Texas. (Dallas Account CAD Number: 00000520819000000)


6.372acres land,moreor less, of located Dallas in county,Texas, of the James out J. Mooneyham Survey, Abstract 929,described that tract of 6.372acres"Dedicated as to The city of Dallas publicuse"as shownon page979of the plat of walnut Gardens, for an Additionto the city of Dallas, adoptedby MashallMatsonand E. clay pearce, recorded Volume954,Page , DeedRecords, in 977 Dallas County, Texas. (Dallas CAD Account Number:O0OO0S85964000000)


L.L4acresof land, more or less,beingLot 1, Block5777,ol the addition, of Dallas, page city Texas, described Volume in alsoknownas 10428DentonDrive, Dallas, Texas. (Dal CADAccount umber:00000433537OOOOOO) las N

No. , Document


3.24acresof land, moreor less,beingLot Block6471,of the _ addition, page city of Dallas, Texas, described Volume in , Document No. alsoknown 1052L as HarryHines Blvd., Dallas, Texas. (Dallas CADAccount Number: 00000600502OOOOOO)

Oil and Gas Lease- Group LTracts

Page32of 52



0.9L acresof land , more or less,being Lot 1, Block 5777, of the addition, city of Dallas, Texas, described Volume in erg" .;;;;.t , alsoknownas 2g44Lombardy Lane, Dallas, Texas. (Dallas CAD Account Number: 00000433534000000)



0'44acres land, moreor ress, of being 16c,Block Lot A/s77s, the webb chaper of Retail Centeraddition, City of Dallas, Texas, described Volume page in , Document No' arsoknown as 3434 Webb chaperExtension, Dailas, Texas. (Dallas CAD Account Number: 005775000416C0000)


7.42 acres land, moreor ress, of beingLot 164,Block A/s775,of the webb chaper Retail Center addition,City of Dallas,Texas,describedin page Volume Dcicument No' , arso known as 3440 webb chaper Extension, Dailas, Texas. (Dallas Account CAD Number: OO5775O0OA1640000)



1.84acres land, moreor ress, of being 168,Brock Lot A/s77s, the webb chaper of Retail center addition, city of Dallas, Texas, described Vorume page in Document No' , arsoknown as g655 webb chaperExtension, Dailas, Texas. (Dallas Account CAD Number; 0O5775O0OA16BOOOO)


0.99 acresof land, moreor less,beingLot Block5777,of the -lD;;;;;G: addition, Cityof Dallas, Texas, described Volume in e"gu alsoknownas 10300Overlake Drive, Dallas, texar (Dallas CAD Account Number; OOOO0433582OO000O)


o".rmentNo. 91.11: Texas.

2'55 acresof land, more or ress, beingLots 1-A through2-c, Brock r/s77g, of the addition,City of Dallas,Texas,described Volume in 9g155, page

atsoknown 3001Cornrnrni,V as ,ri*-'r.,L"r,

(Dallas CAD Account Number: 00000433595000000) TRACT 86: 0.28 acres land, moreor less,beingLot g, Block of g/5776,of the - addition, Cityof Dallas, Texas, described Volume in erg" .6;;;;t alsoknown 3361Community as Drive, Dallas, fexas. (Dallas CAD Account Number:OOOOO432}TOO0OOOO) TRACT 87; 0.1,7 acres of land , more or fess, being Lot Block A/5775, of the addition, City of Dallas, Texas, described Volume99021,page in


,Jflli Oil and Gas Lease* Group I Tracts

Page33 of 52


1.292, DocumentNo. Dallas, Texas.

also known as 3440 Webb ChapelExtension,

(Dallas CAD Account Number: 00577500040000000) TRACT 88: 8.816acres land,moreor less, Dallas of in County, Texas, of the William Trimble out C. survey,AbstractL484,beingthe part of the 22.1324 acre tract of land described in warrantyDeeddatedNovember 26,1.golfrom J. s. Gavin, al, to The city of Dallas et recorded Volume280,page40, DeedRecords, in Dallas county,Texas, whichliesnorth and eastof Lemon Avenue, Dallas, Texas. (Dallas CAD Account Number: OOOOO3Z27 47OOO00O)

1.62acres land, more or less, of beingLot 20, Block7702,of the _ addition, of Dallas, city page Texas, described Volume in , Document No. alsoknownas440! lrving Boulevard, Dallas, Texas. (Dallas CAD Account Number: 00000766262000000)


t7 .67 acres land,moreor less, of located Dallas in County, Texas, of the JohnHowell out survey, Abstract 584,described "Tract2" in warrantyDeeddatedMay 1, L960,from as LamarHunt to Trinity Bendco., recordedin Volume5517, page 27t, DeedRecords, Dallas County, Texas. (Dallas CAD Account Number:00000806686000000)

TRACT 91.:

10.35acresof land,more or less,rocated Dallas in county,Texas, of the Harvey out H. Newtonsurvey,Abstract1075,described warranty Deed dated october in 31, 1960, from Lamar Hunt to Trinity Bend co., recordedin Volume 5517, page 273, Deed Records, Dallas county,Texas, according the platthereof,recorded Volume66, and to in Page 209,Map Records, Dallas County, Texas. (Dallas CAD Account Number:00000806692OO0OOO)


22.73+lAs acresof land, more or less,locatedin Dallas county, Texas, out of the Harrison WebbSurvey, Abstract 1586,beingdescribed hereinastwo (2)tractsof landas follows: TRACT 92A: 15.48acresof land,more or less,locatedin the Harrison webb survey,Abstract1586,and described TRACT as oNE in that certainWarranty Deed dated July 1, 1960,from LamarHunt rrust Estateto Trinity Bend co., page2g5, DeedRecords, recorded Volume551.7, in Dallas county,Texas, {rsE

Oil and Gas Lease- Group I Tracts

Page34oI 52

Webb Survey, more or less,locatedin the Harrison TRACT 92B: 7.25 acres, TWO in that certainWarranty Deed as Abstract1586,and described TRACT to datedJuly1, 1960,from LamarHuntTrustEstate TrinityBendCo.,recorded Texas. County, Dallas Records, Page 285,Deed in Volume 5517, (Dallas Account Number:00000806680000000) CAD TRACT 93: Block8360,of the beingLot of 0.83 acres land, more or less, Page in Texas, described Volume city addition, of Dallas, _, Texas. Dallas, Lane, Storey alsoknownas 1431" (Dallas 00000806683000000) Account Number: CAD TRACT 94: in Thistract is included Tract92Aabove.

No. Document

in eerperatien Velume7125Ii lage muni€ipal a te land eenveyed €ity ef Dallas, Texas

(Dallas 00000806674000000) Account Number: CAD TRACT 95: Block 8360,of the being Lot of 3.00acres land, moreor less, addition,CityofDa||as,Texas,describedinVo|ume Texas. Dallas, Lane, alsoknownas L434Storey (Dallas Account Number: 00000806677000000) CAD 96: TRACT DRILL SITE LOCATION in A-1113, Dallas Parker Survey, out acres land,moreor less, of the Dickerson of 29.200 20, in Texas, beingall of the landdescribed WarrantyDeeddatedOctober and County, in recorded Volume Cityof Dallas, Inc. Rio 1999,from Promociones Nilo,USA., to the Texas. of County, ofthe DeedRecords Dallas 99206,Page1475, (Dallas Account Number: 005797000A0070000) CAD
TRACT97: 0.55 acres of land , more or less, being Lot 9, Block 5797, of the

No. Document Page in described Volume City Texas, addition, of Dallas, Texas. Dallas, Hines Boulevard, alsoknownas9819Harry 200503549952, (Dallas Account Number: 00000434188000000) CAD TRACT 98; out Texas, of the Dickerson in County, located Dallas of 3\.L25 acres land,more or less, 1113,described "TractOne" in WarrantyDeeddatedMay 1, as Abstract Parker Survey, 27L,Deed in 1960,from LamarHunt to TrinityBendCo.,recorded Volume5517,Page Texas, Dallas County, Records, (Dallas Account Number: 00000434200000000) CAD

:1ff1 Oil and Gas Lease- Group I Tracts

Page35 of 52



Parker out Texas, of the Dickerson County, 30.00acresof land,more or less,in Dallas from in described WarrantyDeeddatedJune291h,1966, and being A-1113, Survey, 880, in and BendCompany, recorded Volume to Corporation Trinity WhittleEquipment Texas. County, of 985,of the DeedRecords Dallas Page 00000434206000000) (Dallas Account Number: CAD


Parker out Texas, of the Dickerson County, of acres land,more or less,in Dallas 234.00 BachmanLake Park, describedas City Block 4423, Survey,Abstract 1113, being Dallas 059, Map Records, in to according the plat thereof,recorded Volume67, Page Texas. County, 00000322738000000) (Dallas Account Number: CAD


Block , of the beingLot of 1.7Lacres land, moreor less, No. Page , Document in Volume described Texas, city addition, of Dallas, Texas' Dallas, Highway, alsoknownas2900W' Northwest (Dallas 00000433837000000) Number: Account CAD

102: TRACT

0.01 acresof land , more or less,being Lot 1A, BlockA/5789,of the No. Volume86078,Page2198,Document Texas, described City of Dallas, addition, Texas. Dallas, Avenue, alsoknownas9400Ovella 0057890A0001A0000) (Dallas Number: Account CAD

103: TRACT

addition, of 0.15acresof land, moreor less,beingLot L, BlockL/4680, the ShoreCrest of Dallas,Texas, described in Volume 94180, Page 1734, Document No. City Texas' Dallas, Drive, alsoknownas3501Putnam 00000334093000000) (Dallas Number: Account CAD

104: TRACT

addition, Crest of A/4673, the Shore beingLot12,Block of 0.18acres land, moreor less, City of Dallas,Texas, described in Volume 94180, Page 7734, Document No. Texas' Dallas, alsoknownas3503WylieDrive, 00000333886000000) (Dallas Number: Account CAD

105: TRACT

of 0.21acres land , more or less,beingLot 8, BlockA/4673,of the No' in described Volume 8624L,Page3671,Document f Cityof Dafas,Texas, addition, Texas. Drive, Dallas, alsoknownas 3514Shorecrest 00000333880000000) (Dallas Number: Account CAD

1-06: TRACT

4-584,and being 3.60 acresof land,more or less,situatedin the John HowellSurvey, in described that 7.10acres as furtherdescribed a portionof a tractof landcontaining M' Farrow Edwin GeneFarrow, DeeddatedApril15, 1973,from Ernest certainWarranty Deed 1084, Page in recorded Volume73lL4, to B. andWilliam Farrow the Cityof Dallas

Oil and Gas Lease- Group I Tracts

Page36 of 52


of that portion suchtractwhichlieswithinthe Texas, being and County, Dallas Records, A-584. Survey, JohnHowell (Dallas Account Number: 00000818282000000) CAD 107: TRACT Block6069,of the beingLot of 3.48acres land, moreor less, No. in described Volume68030,Page1809,Document Texas, addition,City of Dallas, Texas' Dallas, Boulevard, Hines as alsoknown 9000Harry (Dal CAD N Account umber:00606900000000000) las 108: TRACT 87.42 acresof land, more or less, locatedin the DallasCounty,Texas,out of the as 1113,described all of the landownedby the Cityof Abstract Survey, Parker Dickerson Dallas 33, in Vol.18, Page Map Records, described CityBlock442t, withinDallas Dallas Texas. County, (Dallas Account 00000322717000000) Number: CAD TRACT 109: out Texas, of the Dickerson County, 49.03acresof land,more or less,locatedin Dallas parkerSurvey, owned by the Cityof as all the land presently 1113,described Abstract of to City Elock4422,according the OfficialMap Records Dallas within Dallas Daffas Texas. County, (Dallas Number;00000322732000000) CAD Account TRACT 110: out Texas, of the Dickerson County, 10.37acresof land,more or less,locatedin Dallas Deed Warranty in described that certain 20.16acres 1113,being Abstract Parker Survey, Trustees Bankin Dallas, FirstNational t944,from MissOnaBrownandthe datedJuly1,9, 6L3, in Texas, recorded Volume2487 Page , for the A. J. BrownTrustto the Cityof Dallas, Texas, and beingall that land within City Block4682,as County, Dallas DeedRecords, Texas, County, Dallas 67, in recorded Volume19,Page Map Records, lying within the that AND EXCEPT portion of such City Blockherein described LESS Field Airportand boundary Love of portionof such a ANDEXCEPTtract of 0.344acreslyingin the most south-eastern LESS herein described. CityBlock (Dallas Number: 004682000001A0000) Account CAD 111: TRACT 0.21acresof land, more or less,beingLot 9, BlockA/4673,of the ShoreCrestRevised No. in Texas, described Volume8624I, Page3671,Document addition,City of Dallas, Texas. Dallas, Drive, alsoknownas 3512Shorecrest (Dallas 00000333883000000) Account Number: CAD

.,$$: Oil and Gas Lease- Group I Tracts

Page37 of 52


112: TRACT

Acres of beingLots3 & 4, Block26/2378, the LoveField of 1.43acres land, moreor less, No' 3599,Document in described Volume91033, Page Texas, city of Dallas, addition, Texas' Dallas, Drive, Denton as alsoknown 8L14 00000214909000000) Number: (Dallas Account CAD

113: TRACT

and A-1075, being Survey, in situated the H.H.Newton of 3.50acres land,moreor less, in described that acres 7,1.0 of as furtherdescribed a portion a tractof landcontaining M' Edwin Farrow GeneFarrow, 16, L973,lromErnest DeeddatedApril certainWarranty Deed 1084, e in recorded Volum 737t4,Page to B. andWilliam Farrow the Cityof Dallas portionof suchtract whichlieswithinthe and Texas, beingthat County, Dallas Records, A-1075. H.H.NewtonSurvey, 00000818280000000) Number: (Dallas Account CAD

1.14: TRACT

out Texas, of the JohnHowell County, in located Dallas of 66.5acres land,moreor less, 6, Deeddated October t952, as 584,described "Tract5" in Warranty Abstract Survey, in recorded Company, T. from K. E. Brutonand wife, Alzena Brutonto DallasGravel Texas' County, Dallas Records, 275,Deed 374I,Page Volume 00000818284000000) (Dallas Number: Account CAD

115: TRACT

of the Block beingLot -, of 0.44acres land, moreor less, Page in described Volume Texas, City addition, of Dallas, Texas' Pl., alsoknownas7511Hines Dallas, 00000502930000000) (Dallas Number: Account CAD

No' ' Document

116: TRACT

of the Block beingLot -, 0.92acresof land, more or less, Page in described Volume Texas, City addition, of Dallas, Texas. Dallas, alsoknownas500 ProfitDrive, 00000779464000000) Number: (Dallas Account CAD

No' ' Document

117: TRACT

Block F/794O,of the 0.03 acres of land , more or less, being Lot -, , Page in Texas,described Volume addition,City of Dallas, Dallas, Lane, alsoknownas 9L0 W' Mockingbird , No. Document Texas. 00000778538000000) Number: (Dallas Account CAD

118: TRACT

Block D/7940, of the 0.gg acres of land , more or less, being Lot Page in Texas,described Volume---addition,City of Dallas,

00000778510000000) Number: (Dallas Account CAD

if.t il'

Oil and Gas Lease- GrouP I Tracts

Page38 of 52


TRACT 119:

1.62acres land, moreor less, of Block beingLot , of the No. Texas, in Page addition, of Dallas, City described Volume , Document Freeway, Dallas, Texas. alsoknownas7000W. JohnCarpenter (Dallas Account Number: CAD 00000778438000000)

TRACT 120:

Block7926,of the ArlingtonPark 0.60 acresof land , more or less,beingLot No. 4 addition,City of Dallas, in Estates Texas, described Volume0179, Page0604, Dallas, Texas. Document No. Crossing Road, , alsoknownas1501Record (Dallas Number: CAD Account 00000778072000100)

TRACT 121:

of Block 7701,of the 1.51acres land, moreor less, beingLot addition, Cityof Dallas, Texas, in Page described Volume alsoknownas4151Halifax Dallas, Texas. Street, (Dallas Number: CAD Account 00000766216000000)

No. , Document

122: TRACT

0.63acres land, moreor less, of beingLots - 87,Block 84 5629, the of addition, Cityof Dallas, Texas, in No. described Volume Page , Document also known L258 as Hollow Drive, Dallas, Texas. Sleepy (Dallas CAD Account Number: 00000423232000000)

TRACT 123:

1.40acres land, moreor less, of Park beingLot 1,1,Block 2/6366, the ZaleIndustrial of addition,City of Dallas, Texas, in No. described Volume9472I, Page3044,Document alsoknownas3040lrvingBlvd., Dallas, Texas. (Dallas Account Number: CAD 00000575963000100)

TRACT 124:

2.71. acresof land, more or less,beingLot Block , of the addition, Cityof Dallas, Texas, described Volume in Page No. , Document knownas3031Pegasus also ParkDrive, Dallas, Texas. (Dallas Account Number: CAD 00000575977000000)


1.94acres land, moreor less, of beingLot 11, Block P/7977of the Arlington ParkEstates addition, Cityof Dallas, Texas, described Volume2002006, in Page 8166,Document No. alsoknownas5400Riverside Drive,Dallas, Texas. (Dallas Account CAD Number: 00000777885000000)

TRACT 126:

0.43 acresof land, more or less,beingLot 4, Block2367& A/2367,of the addition, Cityof Dallas, Texas, described Volume in Page No. . Document alsoknownas6904MohawkDrive,Dallas, Texas. (Dallas CAD Account Number: 00000214585000000)

ri{',i :

Oil and Gas Lease- Group I Tracts

Page39 of 52



0.16 acresof land , more or less,beingLot 30, Blockof the addition, of Dallas, City Texas, described Volume in Page No. . Document alsoknown 5523 Arlington Park as Drive, Dallas, Texas. (Dallas Account CAD Number: 00000776788500000)

TRACT 128:

0.06 acresof land , more or less,being Lot 32, Block2/7975,of the ArlingtonPark Estates addition, Cityof Dallas, Texas, described Volumeg7}t6, Page in 7245, Document No. as Park Drive, Dallas, Texas. , alsoknown 5511Arlington (DaIlasCAD Account umber;O0OOO77 N 6794000000)

TRACT 129:

0.16acres land, moreor less, of beingLot40, Block ParkEstates , of the Arlington addition,City of Dallas, Texas, described Volume97016,Page1.245, in Document No. alsoknown 1708Briar as CliffRoad, Dallas, Texas. _t (Dallas CAD Account umber:0OOOO77 N 7784000000)

TRACT 130:

0.11 acresof land, more or less,beingLots4t & 42,Blockof the Arlington Park Estates addition, Cityof Dallas, Texas, described Volume97016, in Page 1245, Document No. CliffRoad, Dallas, Texas. , alsoknownasL7L4Briar (Dallas CAD Account umber:OOOO0777 N 787000000)

TRACT 131:

7.591acresof land,more or less,in the WilliamA. Downing Survey, 4-391,Dallas County, Texas, and beingthat tract of land conveyed November 1964by Pearl on tL, Gassett TheCityof Dallas Warranty to by Deedrecorded Vol0me452,Page in 962,Deed Records, Dallas County, Texas. (Dallas Account CAD Number: 00000815830000000)

TRACT 132:

2.82 acresof land , more or less,being Lot Block4708, of the Grauwyler Park addition, Cityof Dallas, Texas, described Volume in Page No. , Document alsoknownas 7600HarryHines Blvd., Dallas, Texas. _, (DaIlasCAD Account umber:0000033134000000) N 5


t6.752acresof land, more or less,locatedin Dallas County,Texas, out of the Miles Bennett Abstract and beingfurther described "Grauwyler Survey, 52, as Park"according to that certainplat map recorded Volume58, Page95, Map Records, in Dallas County, Texas. (Dallas CADAccount umber:0000033516000000) N 1

Oil and Gas Lease- Group I Tnacts

Page40 of 52


134: TRACT

alsoknownasthe WestLove E/4078, beingLot 1, Block of 1.91acres land, moreor less, Page in described Volume Texas, City addition, of Dallas, FieldLibrary Texas' Dallas, Blvd., Hines Harry alsoknownas77OO No. Document _, 004708000E0010000) Number: (Dallas Account CAD

TRACT 135:

L.47 acresof land , more or less,being Lot 3, 4, 5 & 12-16,Block1/4650,of the Page--' in described Volume Texas, City of Dallas, addition, Texas. Dallas, Drive, Mohawk , alsoknownas7911 No. Document 00000333061000000) (Dallas Account Number: CAD

136: TRACT

E. out Texas, of the Thomas Manning County, in of 10.9acres land,moreor less, Dallas as in expressed two (2)tracts follows: 958,being Abstract Survey, E. out of the Thomas Manning of 136A:10.0acres land,more or less, TRACT Beverly Thomas in described WarrantyDeeddatedJuly31, 1894,from Survey, 604,DeedRecords, in recorded VolumeL79,Page to Kendall Thecity of Dallas, and Texas; County, Dallas E. out of the Thomas Manning of 1368:L]2 acres land,more or less, TRACT in warranty DeeddatedAugust7, 1894,from Abstract 958,described survey, John Fieldto The city of Dallas,recordedin Volume 179, Page606, Deed Texas; CountY, Dallas Records, the AND EXCEPT portionsof such two tracts which lie (i) south of the LESS and (ii) north of Texas, Road,Dallas, Crossing right of way of Record northern Railroad; Rock lsland& Pacific rightof way of Thechicago, the southern of 10.9acres land,moreor less. Leaving (Dallas Number: 00000778072000000) Account CAD


out Texas, of the ArcherFyke County, in of acres land,moreor less, Dallas 22.479 t7,2003, DeeddatedDecember Warranty in described Special 481, Abstract Survey, LLC, Partners, recorded Capital Broadcasting LP, Partners, to First AM from Dallas Radio county,Texas. Dallas Records, Public 7297,Official in Volume2oo4ot7 Page ,

Number: 00000815806000100) (Dallas Account CAD does set the Notwithstanding tract descriptions forth above,this leasecovers,and Lessor gas lease, of the all underthe terms of this oil and herebygrant,leaseand let unto Lessee 137 tracts,togetherwith all of Lesso/sright,title, and interestin and to all abovedescribed and strips and gores between the tracts herein adjacent streets, alleys, rights-of-way, and any abutting properties,whether located inside or outside of said tracts, described lying within any and all of the of togetherwith all of the mineraland royaltyinterests Lessor Texas. County, above,in Dallas to referred in the tract descriptions surveys

tr' Oil and Gas Lease- Group I Tracts

Page4l of 52



Definitions "We", 'bs", "our" or "the City" meansthe City of Dallas. "You" or "your" means the vendor, contractor, tenant, consultant, engineer, architect, or other party to a contract with us. "C6ntract" means the contract, purchase order, Invitation for bid, or similar memorandum. o'K" means $1,000and "M" means$1,000,000 General Requirements maintain in effect not less than the following coverages You shall, at your own expense, and limits of insurance, which you shall maintain with insurers, policy forms and deductibles satisfactoryto us. If your coveragefails to comply with these requirements,you agreeto amend, supplementor endorsethe existing coverageto comply, at no additional cost to us, and to maintain such insurance through the end of the contract, warranty period, or other specified time period, whichever is longer. All policies must be written through a licensed company admitted and authorized by the Texas State Board of Insurance to transact that class of insurance business in the State 'A-' 'VII' by A. M. Best Company, If the rating of Texas, with a minimum rating of of any insurer should fall below this standard,you shall causethe policy to be replaced promptly by an acceptable insurer' All policies shall designatethe below mentioned parties as "Additional Insureds," either 'blanket additional insured' endorsement,or by specific endorsement. by a "the Citv of Dallas and its electedofficials. employees"agents& representatives." All policies shall waive the insurer's right of subrogationagainst the City. If any policy is in excessof a deductible or self-insuredretention (SIR), the amount of such deductible or SIR must.be clearly identified, and may not exceedone (l%) percent of your net worth. We reserve the right to reject any unreasonabledeductible or SIR, or require you to provide a reasonablebond at no additional cost to the City. All policies must be primary with respectto coverageprovided for the City. All policies must be non-contributory with other coverage or self-insurance available to the City.


B-l Page



Workers'Compensation Employer'sLiabilitv Insurance Liabilitv * General Commercial Limit any one Occurrence Injury & Personal Advertising (perlocationor per project) Policy Aggregate Aggregate Operations & Products Completed





*This applies or you provideonly trucking(no premises operations unless (see operations below)' or otherthandriving,loading/unloading), garage mustbe writtenon an All Liability policies,exceptPollution& Professional, ,,Occurrence and Occurrenoe" "ClaimS-Made" Form." Both "Modified defaultif your and Policiesarenot acceptable, you will be in contractual or is insurance "Modified Occurrence" "ClaimsMade."If thePollutionor Datemustbe on the Liability policy is Claims-Made, Retroactive Professional serviceto us, or the dateof your first professional or beforethe contractdate first work that may give rise to a pollution to your first exposure pollutants,or liability claim, relatedto our contract. limits of all Liability policiesshallbe "per project"or "per location," Aggregate by limit is reduced 25% or more by reserved ur upptopriate.If any aggregate the you must notiff us andpromptly reinstate required and/orpiid "lui-t, aggregates. of costsin excess policy All Liability policiesmustprovideunlimiteddefense limits. All Liability policies shall nameus and otherpartiesshownin the foregoing for as "GeneralRequirements" "Additional Insureds,"including coverage OPerations. Products/Completed


B-2 Page


Liability coveringthe indemnification All Liability shall includeContractual provisions our contract. of independent by All Liability policiesshallcoverlosscaused your subcontractors, goodsor servicesin or suppliers otherpartiesproviding contractors, with our contract. connection provision. of All Liability policiesmustcontaina "severability interests" insureds. between All Liability policiesmustcovercross-suits grading, filling, backfilling,roador similar involveexcavation, If your operations of for no construction, Liability policy may containexclusions hazards excavation' or underground collapse explosion, grading,filling, backfilling,roador similar involveexcavation, If your operations or for no construction, Liability policy may containany exclusion subsidence earthmovement. repairor similar reconstruction, involveany construction, If your operations for work, no Liability policy may containany exclusion suchwork. (3) Business AutomobileLiability *
Limit for each accident


must apply to all vehicles(owned,non-owned,or hired) operatingon Coverage our or our site/location, transporting peopleor properfyoff our site, except commutingin personalvehiclesto by vehiclesoperated you or your employee(s) our parking facilities, in which caseyou must only carry Employer'sNon(samelimit), and ensurethat suchvehicle(s)arepersonally Ownershipcoverage insured. cargo. on is Auto pollutionliability coverage required vehicleshaulinghazardous *If your operations solely a garage and (vehiclemaintenance repair),you must are Auto Liability, but the Garage carry GarageLiability, insteadof Business Liability must not be limited to autoliability only, and the samelimit applies. (4) Excess UmbrellaLiability (asapplicable) / area) (outsideair operations LandsideOperations






and primaryLiability insurance, of mustapplyin excess all required Coverage Liability insurance. mustbe at leastasbroadasthe underlying

(as (5) Professional Liabilitv Insurance applicable) you will providein service Your policy mustcoverthetypeof professional fulfilling your contractwith the City.


(as (6) PollutionLiability Insurance applicable)

$ 1 0M

lead, mold (including any work which If you have any exposureto asbestos, could, if not performed properly, lead to mold or fungal contamination), petroleum products,contaminatedsoils, or other pollutants, you shall provide appropriate Pollution Liability or Environmental Impairment insurance.

(TlControl of Well


Your Policv must cover the cost of controllins a well that is out of oontroLre: Adiline or restora recoverv for ttre Ooera of equipment. expe

NotwittrstanAins th coveragesuntesso

'] J'LIi;




D. Additional Requirements of and contractors, employees independent leased co-employees, or All employees, performingwork for us, or enteringupon our premises, and subcontractors vendors, by evenif not required law. by mustbe covered WorkersCompensation, operatoror will hoist or move propertyof othersin connection If you area cranelrigging from deleted you musthave"care,custody& control" exclusion with our contract, at your Commercial General Liability policy, or provideRigger'sLiability coverage or to cost leastequalto thehighestreplacement of materials be hoisted moved. E. Certification of Insurance You shall causeyour agent,broker or insurerto enterany restrictiveor exclusionary that provisionsor endorsements may affect you, us, and thoserequiredto be namedas AdditionalInsureds. upon our request, furnish copiesof your policies,certifiedby an to You further agree, within ten (10) daysof request. representative the insurer(s), of authorized deemed or to shallnot be subject limitations,conditions restrictions Any policy submitted Requirements be fulfilled by to with the intent of the Insurance inconsistent Contractor. of it requiretheuseof Subcontractors,will be the soleresponsibility Shouldthis Contract with all are the GeneralContractorto verifu that suchSubcontractors in compliance all requirements.The GeneralContractorassumes liability for contractualinsurance requirements. who do not meetthe insurance thosesubcontractors








termsaregiventhe following meanings: The following defined

and includingbut not limited to attorneys' all (a) Costsmeans costsandexpenses removal, of fees,andexpenses investigation, expertwibress fees,litigationcosts, consultants' action. plan or environmental or response remedial or remediation, otherrequired any (b) ImpactClaim means claim,suit,judgment,penalty,fine, loss, Environmental (including for citation,notice,cost,or expense proceeding, request information, administrative mitigation, response, removal, study,cleanup, any costsof investigation, but not limited to fees, fees,contractor's monitoring, consultant's restoration, disposal, transportation, remediation, on or out to, fees)which arises of, is related alleges, is based the presence, andattorney's or escape, dispersal, disposal, Release, or storage, actualor threatened treatment, handling, Substance SolidWasteat or from the Land,or any effecton or of any Hazardous migration wildlife. (c) Laws meansall federal,stateand local laws, court or Environmental FAA advisorycircularsand ordinances, statutes, rules,regulations, decisions, administrative policies, ordersand any administrative decrees, administrative bulletins,court ordersand now or hereafterin effect relating to the environment, guidelinesor guidancedocuments or Substance Solid safety,industrialhygiene,anyHazardous wildlife, public health,occupational presence, manufacture, Waste(including,without limitation, the disposal,generation, treatment usethereofat the Land),or the or production, release, storage, processing, and as in effect from time to conditionson, underor aboutthe Land, as amended environmental time. defined (i) niaterials and substances (d) Substances means all chemicals, Hazardous "hazardous wastes,""hazardous substances," of "hazardous as or includedin the definition "restricted hazardous wastes," wastes," "toxic substances," hazardous materials," "extremely or "pollutants," substances," wordsof similar "regulated "toxic pollutants," "contaminants," materialsand import, underany applicableEnvironmentalLaw; (ii) all other chemicals, authority, including, that areprohibited,limited or regulatedby any governmental substances radioactive (includingnaturallyoccurring radioactive materials without limitation,asbestos, containing and petroleumproducts,and substances compounds materials),petroleum, and polychlorinated biphenyls, (iii) "Oil and GasWaste"asdefinedby the TexasNatural Resources Code.



pumping,pouring,emitting, (e) Release means depositing, any spilling,leaking, leaching, or into the injecting, escaping, dumping, disposing emptying, discharging, may enterthe environment. suchthat a release environment, threatof release or and (0 meaning in the Resource as Conservation Solid Wasteshallhavethe same Recovery Act, and the TexasHealthand SafetyCode. and Environmental Representations Warranties. 2. Lessee the warrants,and covenants following: represents, Lessee

(a) hasobtainedand throughoutthe Term shall obtain and maintainall Lessee registrations, other authorizations requiredunder permits,exemptions, and licenses, provide any noticesrequiredunder Environmental Laws for Laws and shall Environmental and to at shall requireits sublessees contractors conductingits operations the Land. Lessee permits,exemptions, registrations and other authorizations obtainand maintainall licenses, at requiredunderEnvironmentalLaws for conductingoperations the Land. (b) shallcomplyandshallcause its employees comply,andshall all to Lessee or under its contractors, sublessees otherparties exercise besteffortsto cause agents, a provision Lessee's directionand controlto comply,and shallincludein all subleases contractors, sublessees otherparties or to requiring sublessee complyand all employees, the (and Laws pertaining Lessee's to controlto complywith all Environmental undersublessee's directionand control) use of and operations the at includingthird partiesunderLessee's Land. (c) of Lesseeshall not cause, contributeto, or permit any Release any Hazardous agents, sublessees or or contractors, Substances Solid Wasteby Lessee its employees, or directionand control, on, at, or from the Land, exceptin otherpartiesunder Lessee's compliance with EnvironmentalLaws. (d) prior to vacatingor surrendering portion of the Land or as sooner Lessee, any requiredby EnvironmentalLaws or this Lease,shall removeand disposeof, and shall require sublessees, its employees and exerciseits reasonable efforts to requireits agents,contractors, directionand control at the Land to removeand dispose of, or any otherparty under Lessee's ponds,vessels, placedby Lessee or any material,debris,tanks,equipment, and/orcontainers its agents, sublessees, any otherparty under Lessee's or direction and control at contractors, (as the Land that are composed or containSolid Wasteor Hazardous of Substances distinct from actualReleases which haveresultedin contamination the environmentand are of Actions),at no costto Lessorand in subject Section Response Compliance to 5, and compliance with EnvironmentalLaws. (e) Lessee will not createany wildlife attractions coveringsor without appropriate othermitigation measures.

Rieht of Entry and Inspection.

(a) times,and in the City's sole The City shallhavethe full right at all reasonable the siteswhereLessee's are locatedfor the purpose of operations discretion, enter to



Page C-2


and/orregulatorycomplianceaudit' The investigation, conductingan inspection,assessment, including test, may performtestingof the Land as needed, City or its authorizedagents The of analyses air, soil, water,andwastedischarges. boringsof the groundand chemical hoursnoticeof writtennotice,includingat leasttwenty-four Q$ City;ill provideadvance exceptin to plannedintrusivetestingto Lessee the extentpracticalunderthe circumstances, shallhavethe right to whennoticeshallnot be required.Lessee of emergencies, iase the accompany City when any suchtestingis performed,and Lesseeshall have the right to of results such and split samples copiesof all non-privileged expense, obtain,at Lessee's reports. includingany non-privileged testing, its and (andshallrequireits employees shallexercise (b) shallcooperate Lessee or sublessees, any other third party under contractors, bestefforts to require its agents, to access the City in and controlto cooperate) allowingpromptreasonable direction Lessee's solelyresponsible remains testing. Lessee auditor assessment to conductsuchinspection, any notwithstanding inspection,audit, or assessment. compliance, for its environmental 4. Information to be Provided.

citation,order,warning, (a) receivesany notice,correspondence, If Lessee complaint,inquiry, claim or demandthat is not legally privileged,madeconfidentialby of (i) applicablelaw, or protectedas tradesecrets concerningany allegedRelease Hazardous from the Land, from the Land, or into the environment or Substances Solid Wasteat, on, or or agent,contractor,sublessee, any otherparty or or (ii) allegingthat Lessee any employee, underLessee'sdirectionandcontrolhasviolatedor is aboutto violateany Environmental at or Law(s) pertainingto Lessee third party operations or useof the Land, or (iii) asserting partyunderLessee's directionand controlis liable for the costof or thatLessee any or Substances Solid Wasteon, at, or of of or remediation investigation a Release Hazardous providewritten noticeto the City of the same, shall immediately from the Land, Lessee includinga copy of any relateddocuments. with any submittalto any (b) shallprovideto the City simultaneously Lessee of copy (includingexhibitsand attachments) any reports governmental agency,a complete Laws, and which are not legally privileged,made or noticesrequiredby Environmental regarding(i) allegedfailure to as law, or protected tradesecrets, by applicable confidential Substance, of Laws and/or(ii) the Release any Hazardous Environmental comply with any of the pastor present arisingout and/orSolid Waste,in, on, or into the environment, directionand or at operations or use of the Land by Lessee any party underLessee's control. within two (2) of (c) Lessee, the request the City, shall make available, at and documents materials any or all of the substantive daysof written request, business by that are legally privileged,madeconfidential or materials (excepting thosedocuments or eitherparty hasprepared that protected tradesecrets) as law, or otherwise applicable causedto be preparedpursuantto any EnvironmentalLaws or submittedto any at status operations or of compliance to agencypertaining the environmental governmental including,without limitation,any and all records,testresults,studies useof the Land, conditionsrelatingto the use,storage, regarding environmental and/orother documentation and/orSolid Wasteat the Land by eitherparty Substances of or treatment any Hazardous


(including its employees and third parties under its direction and control) on or under the Land. (d) Each party shall provide the other with reasonableadvance notice of any scheduledmeeting with any governmental agency regarding, in whole or in part, compliance or alleged non-compliance with Environmental Laws or use of or operations at the Land. (e) The City reservesthe right to notify and/or consult any appropriate governmental authority or agenciesregarding conditions of or on the Land and/or concerns relating to Lessee'soperations at oruse of the Land, including operations of Lessee's or employees, agents,contractors,sublessees, any other third party under Lessee's control, if the City believes those conditions or operations do or may violate applicable Environmental Laws, may pollute or contaminate the environment, or may adversely affect the health, welfare, or safety of persons. 5. Responseand Compliance Actions.

(a) If the Land or other property is or becomescontaminatedor otherwise on, at, damaged or injured, as a result of a Releaseof Solid Waste or Hazardous Substances or or from the Land by Lesseeor by its employees,agents,contractors, sublessees, any other party under Lessee'sdirection and control, then Lesseeshall (i) orally notify the City immediately of such contamination or damage upon Lessee'sdiscovery of such contamination or damage, (ii) promptly take reasonableactions to control any such Release or contamination, and (iii) immediately take all reasonableactions necessaryor required under Environmental Laws to mitigate any immediate threat to human health or the environment. Lessee shall then undertake any further repairs or corrective actions, in a timely manner and in full compliance with Environmental Laws, as are necessary to remove or remediate contamination to, at a minimum, return the Land to its prior condition. (b) If Lesseedoes not take immediate or other timely action as necessaryto mitigate or prevent any imminent actual or potential threat to human health or the or environment causedby Lessee or its agents, contractors, sublessees, any other party under Lessee'sdirection or control, then the City, in addition to its rights and remedies described elsewherein this Lease, at its election, may enter the Land and take whatever reasonableaction to eliminate the threat and/or return the Land to at least its prior condition, as applicable. All Costs associatedwith any action by the City in connection with this Section shall be subject to the reimbursement and indemnification requirements of this Article. 6. CorrectionofEnvironmentalNon-Compliance.

(a) In the event that Lessee is alleged to be in non-compliance with any applicable Environmental Laws (as is determined by any governmental agency with enforcement authority regarding such alleged non-compliance) and provided that the situation or condition in question does not (as is determined by any governmental agency with enforcement authority regarding such alleged non-compliance) require immediate action to prevent or mitigate contamination, harm to human health or the environment, then


and in to the City agrees notify Lessee writing of the allegednoncompliance shall require receiptof that within thirty (30) daysof Lessee's to suchnon-compliance Lessee address shallhavethe opportunityto take notice.Within that thirty (30) day period,Lessee to whateveractionis necessary correctthe allegedviolationand/orreturnthe Land to at to or leastits prior condition,as applicable, providethe City a binding commitment do so within a reasonable time. (b) actionor providea bindingcommitment If Lessee doesnot takesuchcorrective enterthe Land andtakesuch within the thirty (30) day period,the City may, at its election, noncompliance and/orto remediate necessary correctthealleged to measures theCity deems as with any actionby the All all expense. Costsassociated any related contamination, at Lessee's and with this Sectionshall be subjectto the reimbursement indemnification Cify in connection requirements this Article. of the (c) is so or Nothingin this Section intended shallbe construed as to prevent City in reasonable discretion,any rights grantedor availableelsewhere this from exercising,in its Exhibit C or this Lease. action any or Corrective Action Process. Beforecommencing remedial corrective 7. preventive 5, actionrequired underSection underthis Article, and exceptfor immediate from theCity. The work shall Actions,Lessee shallobtainapproval andCompliance Response all and expense, the City shallhavetheright to reviewand inspect such be performed Lessee's at and of work at any time usingconsultants representatives the City's choice. Lesseeshall the removeor remediate Land to, at a minimum, returnthe Land to its prior condition. makeall tests, reports, and studies and shallprovideall shall,at Lessee's expense, Lessee governmental requiredpursuantto the agencyas may be informationto any appropriate but to response actions.This obligationincludes is Laws pertaining Lessee's Environmental for site and/orremediation not limited to any requirements a site characterization, assessment plan that may be necessary. is Lessee shallreimburse Lessorfor all deed In the eventdeedrecordation necessary, feesincurredin connection with suchaction. recordation feesand attornevs' In the eventLessoror the City undertake any action or incur any costsin the exercise by of their rights under this Exhibit C, Lesseeshall reimbursethem in the mannerdetermined is discretionat the time suchreimbursement sought,for all them in their reasonable repairs,correctiveaction and costsassociated with suchresponse, reasonable documented including but not limited to consultants' fees,contractors'fees, and/orremediation, by attorneys'fees,penalties,costsof investigation other costsincurredhereunder the City or or its agents. Environmental Indemnification. Notwithstanding otherprovisionto the any 8. agreesto indemnify and hold harmless Lessorfrom and againstany and all contrary,Lessee (including penalties,fines, suits,actions,administrative proceedings claims,demands, judgments,loss, damages, government reached, informal proceedings), settlements orders, (including but not limited to reasonable and documented liabilities,costs,and expenses and consultants' fees,litigation costs,expertwitnessfees,and expenses of attorneys' removal,remediation, other requiredplan or response or action) to the extent investigation,
Page C-5


resultingfrom (i) the breachof any representation warrantyset forth in the Leaseor any of or its exhibitsby Lessee any employees, agents, or contractors, sublessees, any otherparty or underLessee's directionandcontrol,(ii) the failureof Lessee meetits obligations to under this Article, (iii) the violationof any Environmental Law by Lessee its agents, or contractors, sublessees, any otherpartyunderLessee's or directionand control,or (iv) documented loss by Lessorto a third party or governmental entity from any EnvironmentalImpact Claim, to the extentresultingfrom the operations, activities,actionsor inaction of Lessee its or employees, partyunderLessee's agents, contractors, sublessees, any other or direction and controlat or relatedto the Land. In the eventthat Lessee fails or refuses defendthe City as providedin this Exhibit to have full right to undertake own defense C, they shall its and to settleany suchclaimsand/or lawsuits.In suchevent,Lessee shallbe liableto them,and shallpromptlypay any resulting judgmentagainst, settlement them,and shallreimburse or by them for all reasonable attorneys' feesand costsin undertaking suchdefense and/orsettlements. Reimbursement. In the eventLessorundertakes action,includingbut not 9. any limited to response correctiveaction,repairs,or remediation,in the exercise their rights or of underthis Article, Lesseeshall reimburse upon written notice by the City, for all costs it, they incur in association with suchaction. Lessee acknowledges exceptas other expresslyset forth in that premises IS without any express implied this Lease, Lessee takingthe leased is AS or warranty,providedhowever, Lessor agrees Lessee not responsibility any claimor that is for expense relating to the clean-upof any environmental contamination existing on the Landsat the time this Leaseis executed, any future environmental or claim relating to spills or other discharges Lessoror tenants the Lessorthat occur after the dateof the Lease. by of
10. 6'Asfs" Status

Environmental Notices Noticesto the City providbdfor underthis Exhibit C IL must be madein writing and eitherdeliveredby hand or mailed by certified mail, return receiptrequested, addressed follows: as Mark Duebner ExecutiveGeneralManager Room 4D North, Dallas City Hall 1500Marilla Street Dallas,T){7520l 12. Survival of EnvironmentalProvisions. Unlessspecificallystated elsewhere herein,the provisionsof this Article, including the representations, warranties, covenants and indemnitiesof Lessorand Lessee. intendedto and shall survive the terminationof the are Lease.


Page C-6


Sign up to vote on this title
UsefulNot useful