1997-178AN ORDINANCE OF THE CITY OF DENTON, TEXAS AUTHORIZING THE CITY
MANAGER TO EXECUTE TWO AMENDMENT OF LEASE AGREEMENTS RESPECTING
REAL PROPERTY, BETWEEN THE CITY OF DENTON AND ENSERCH CORPORATION,
PROVIDING FOR THE DRILLING OF NATURAL GAS STORAGE WELLS INCIDENT TO
THE LAKE DALLAS GAS STORAGE FACILITY, AND FOR A CHANGE OF RENTAL
TERMS, AND PROVIDING FOR AN EFFECTIVE DATE
W~EREAS, the City of Denton has recently acquired certain real
property situated 1n the G~deon Walker Survey, Abstract 1330, in
Denton County, Texas, and
W~EREAS, the City acquired said real property subject to, among
other th~ngs, two certain leases entered into by the City's
predecessors ~n t~tle, Lotta E Callahan and husband Felix W
Callahan, as lessors and Lone Star Gas Company as lessee, which
leases were executed on November 7, 1966 One lease, 1dent~f~ed as
"LS-T-SL %1766, provided for the lease to Lone Star Gas of a
certain 6 89 acre tract of land upon which the Lone Star Gas Plant
is currently situated, whlch lease was recorded at Volume 545, page
35 of the Deed Records of Denton County, Texas, the second lease,
identified as "LS-T-SL #1767, provided for the lease, to Lone Star
Gas of several two (2) acre tracts of land, for well sites for
normal operations of ~n]ectlng and withdrawing gas and other
substances from the subsurface formations under sa~d real property,
whlch two acre tracts are s~tuated near the 6 89 acre tract, which
second lease was recorded at Volume 545, page 31 of the Deed
Records of Denton County, Texas, and
WHEREAS, the City is the present owner of the lessor's interest
in the two leases referred to here~nabove, and is the owner of the
underlying fee simple and reversionary interests in the tracts of
land which are the subjects of the two leases, and
WHEREAS, the City and ENSERCH Corporation (formerly known as
Lone Star Gas Company) desire to amend the two above-referenced
leases to provlde for the drilling of additional natural gas
storage wells for ENSERCH Corporation's natural gas storage project
known as the Lake Dallas Gas Storage Facility, on the tracts of
land covered by the two leases, to amend the two leases to provide
for a~ increase of rental amount, to change the tlme of payment of
rental to the City, and to change lessee's address, and
WHEREAS, ENSERCH Corporation, due to the extensIve growth of
the Denton area, believes that ~t is necessary to dr~ll a further
gas storage well or wells on the tracts described ~n the two leases
here~nabove, to help meet the demands of its customers for natural
gas for the coming winter season, and
WHEREAS, the amendment of the two herelnabove-descrlbed lease
agreements is in the best interest of the City of Denton, NOW,
THEREFORE,
THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS
SECTION I. That the City Manager is hereby authorized to
execute Amendment Of Lease [LS-T-SL #1767] and Amendment Of Lease
[LS-T-SL #1766] by and between the City of Denton as Lessor, and
ENSERCH Corporation, as Lessee, respecting the approximate 12 89
acres of real property described in the two said amendment of lease
documents, copies of both amendment documents are attached hereto
and incorporated by reference herein
~ That the City Manager is hereby authorized to
execute Memorandum Of Lease [LS-T-SL #1767] and Memorandum Of Lease
[LS-T-SL #1766] respecting and summarizing the two Amendment of
Lease documents described in Sectzon I hereof, copies of both
Memorandum Of Lease documents are attached hereto and incorporated
by reference herein
STI_~III That this ordznance shall become effectzve
immediately upon its passage and approval
PASSED AND APPROVED this the ~Q~'%day of ~ , 1997
jA~~ '
ATTEST
JENNIFER WALTERS, CITY SECRETARY
APPROVED AS TO LEGAL FORM
HERBERT L PROUTY, CITY ATTORNEY
LS-T-SL #1766
AMENDMENT OF LEASE
This Amendment of Lease (the "Amendment")is entered into this I q~day of ~t~997,
by and between City of Denton, Texas, (hereinafter sometimes referred to as the "Lessor"), whose
address is 215 East Mcganney, Denton, Texas 76201, and ENSERCH Corporation (hereinafter
sometimes referred to as "Lessee"), a Texas Corporation, whose address is c/o Lone Star Pipeline
Company, 301 S Harwood, Dallas, Texas 75201
Whereas, Lotta E Callahan, et al, as Lessors, and Lone Star Gas Company, as Lessee, entered
into that certain Lease dated November 7, 1966, recorded m Book 545, Page 35, of the Deed
Records of Denton County, Texas (hereinafter referred to as the "Lease"), and
Whereas, Lone Star Gas Company changed its name to ENSERCH Corporation, and
Whereas, Lessor is the present owner of the lessor's interest in the Lease and is the owner of
the underlying fee simple and reversionary interests in the lands covered by the Lease, and
Whereas, Lessor and Lessee desxre to amend the Lease to provide for the drilling of storage
wells for Lessee's natural gas storage project known as Lake Dallas Storage on the lands covered by
the Lease, to change Lessee's address and to change the annual rental,
NOW, THEREFORE, for and in consideration of the sum ofTen Dollars ($10 00) cash in
hand paid by Lessee to Lessor, the receipt, adequacy and sufficiency of which is hereby
acknowledged, and of the covenants and agreements hereinafter made, Lessor and Lessee hereby
agree to amend the Lease, effective July l, 1997, as follows
1 The second sentence of the first paragraph on page 3 shall be deleted and the following
substituted m place thereof "Dunng the term of ttus lease, Lessee agrees to pay to Lessor, c/o City
Manager, City of Denton, Texas, 215 East Mc~nney, Denton, Texas 76201, on or before July l,
1997 and thereafter, on or before July 1" of each succeeding year, the sum of Four Thousand Nine
Hundred Sxxty and 80/100 Dollars ($4,960 80) as annual rental for the above described land
Beglnmng wath the rental payment due July 1, 2003, and each five year period thereafter, the rental
amount shall be adjusted e~ther upward or downward, with a 5% per year ceiling or floor, in
accordance vath the annual average percent change In Consumer Price Index of the Bureau of Labor
Statistics of the Umted States Department of Labor, Utility (p~ped) Gas, using 1997 as the base year
The adjustments in the annual rental are deternnned by multiplying $4,960 80 by a fraction, the
numerator of which is the index number for the last calendar year that ended immediately before the
year m which the adjustment is to be made and the denonnnator of which ~s the index number for the
calendar year 1997 In the event the numbers are revised by the Bureau of Labor Statistics, then the
annual rental shall be adjusted to reflect such rewsion In the event the index is d~scontlnued, the
patties shall use a mutually agreeable index using the most nearly comparable statist;cs pubhshed by
a recognized financial authority"
2 The fou~h sentence of the first paragraph on page 3 shall be deleted and the followtng
substituted m place thereof "Not,ce shall be g~ven to Lessee by cemfied marl addressed to
ENSERCH Corporation c/o Lone Star P~pehne Company, Attn Reservoir Eng~neenng, 301 S
Harwood Street, Dallas, Texas 75201 or to such officer of any successor or assign thereof"
3 By adding the following sentence to the first full paragraph on page 2 "Lessee shall have
the right to drill, mmnta~n and operate natural gas storage wells on the premtses aforesa, d for the
injection ancVor wtthdrawal of natural gas"
The Lease shall remam m full force and effect as here~n amended
~q WITNESS WHEREOF, th~s Amendment is executed by the pames hereto as of the day
and year first written above
"Lessor"
ATTEST C~ty of Denton, Texas
Jenmfer Walters, City Secretary c_5 Ted Benavtdes, C~ty Manager
APPROVED AS TO LEGAL FORM
Herbe~ I~ ~ro~y, C~ty Attorney
"Lessee"
ENSERCH Corporatmn
By ~~~
Pnnted Name c~rj~ B±egler
T~tle Chairman
1766 - Page 2
STATE OF TEXAS §
COUNTY OF DALLAS §
BEFORE ME, the undersigned aut-homy, a Notary Pubhc Ln and for the State of Texas, on
this day personally appeared ,~/~. Le.~, ~.Z~/e cd ]~£ , (~/~,q, A'//?~q/~J of
ENSERCH Corporation, a Texas corporatio~n, known to me to be the person whose name is
subscribed to the foregoing instrument, and acknowledged to me that he executed the same for the
purposes and consideration therein expressed, in the capacity therein stated, and as the act and deed
of said corporation
GIVEN IJ/N~ER MY HAND AND SEAL OF OFFICE, on this the~/__/__~ay of ~///~,,~ a~,
1997
~ Comm,ssmn Expires ~ z/~ /
~' October 31, 2000
Notary Puhh and for the
State of Texas
STATE OF TEXAS §
COUNTY OF DENTON §
BEFORE ME, the undersigned authority, a Notary Public m and for the State of Texas, on
this day personally appeared Ted Benavldes, City Manager of City of Denton, Texas, a mumcipal
corporation acting by and through its City Manager, known to me to be the person whose name is
subscribed to the foregoing instrument, and acknowledged to me that he executed the same for the
purposes and consideration therein expressed, in the capacity therein stated, and as the act and deed
of said corporation
GIVEN UNDER MY HAND AND SEAL OF OFFICE, on tlus the/el day of~
1997
· .-,,~'"'~ ANN FORSYTHE
~ V~z .~J~,* My Oommleelon Explrea 05-00 1998~ State of Texas
1766 - Page 3
[LS-T-SL %1766]
~OPa~NDDI~ OP LEASE AMENDMENT
STATS OF TEXAS
§ ~OWN A~L MEN SY THSSE PRSSSNTS
COUNTY OF D~N §
This Memorandum of Leaee Amendment ("Notice") shall be effective concurrently with
that certain Lease Amendment ("Amendment") dated effective July 1, 1997, by and
between City of Denton, Texas, as Lessor, whose mailing address is 215 East
McKin~ey, Denton, Texas 76201, a~d SNSERCH Co~oration, a Texas Co~orstion, whose
address is c/o Lone Star Pipeline Company, 301 S Harwood, Dallas, Te~s 75201, as
This A~endment entered into between Lessor and ENSER~ Co~oration pertains to and
covers those same certain lands ("S~Ject Lands") described in that certain Lease
dated November 7, 1966, recorded in Seek $45, Page 3S, of the Deed Records of Denton
Count~, Texas ("Lease") This Amendment provides in part that Lessor has granted
ENSERCH Co~oration tM exclusive right to drill storage wells for Lessee's ~tural
gas stora~ project known as Lake Dallas Storage on the land covered by tM Lease
A fully executed copy of tM Lease is in possession of both Lessor and ENSERCN
Co~oration st their respective addresses
CITY~EX/~
ATTEST
Jennifer Walters, y
APPROVED ASTO LECaALFORM
HERBERT L PROUTY, CI~ ATTO~EY
STATE OF TEXAS
COUNTYOFDENTON§
Th~s ~nst~ment was acknowledged before me, Notary Public, th~s the day of
June, 1997, by Ted Benavides, City Manager of City of Denton, Texas, a municipal
co~oration, for the purposes and consideration there~n e~ressed, ~n the capacity
therein stated, and as the act and deed of sa~d co~orat~on
IN WITNESS WHEREOF, I hereunto set my hand and
My commission expires ~'~ ~' ~ offi~l seal
~ ~,, ~N FORS~HE ~ Notary P
LS-T-SL #1767
AMENDMENT OF LEASE
Tlus Amendment of Lease (the "Amendment") is entered into this l*q'~day of &l,-~, 1997, by
and between City of Denton, Texas, (hereinafter sometimes referred to as the "Lessor"), whose address
IS 215 East McKmney, Denton, Texas 76201, and ENSERCH Corpor~on (hereinafter sometimes referred
to as "Lessee"), a Texas Corporation, whose address is c/o Lone Star Pipeline Company, 301 S Harwood,
Dallas, Texas 75201
Whereas, Lotto E Callahan, et al, as Lessors, and Lone Star Gas Company, as Lessee, entered into
that ceaam Lease dated November 7, 1966, recorded m Book 545 Page 31, of the Deed Records of Denton
County, Texas (hereinafter referred to as the "Lease"), and
Whereas, Lone Star Gas Company changed its name to ENSERCH Corporat, on, and
Whereas, insofar as the Lease covers the tracts of land described on Exhibit "A" attached hereto
and incorporated hereto, Lessor is the present owner of the lessor's interest m the Lease and is the owner
of the underlying fee simple and reversionary interests m such tracts, and
Whereas, Lessor and Lessee desire to amend the Lease to proxqde for the drilling of natural gas
storage wells for Lessee's natural gas storage project known as Lake Dallas Storage on the tracts covered
by the Lease, to change Lesseo's address and to change the annual rental,
NOW, THEREFORE, for and m consideratmn of the sum ofTen Dollars ($10 00) cash in hand
prod by Lessee to Lessor, tho receipt, adequacy and sufficiency of which is hereby acknowledged, and of
the covenants and agreements hereinafter made, Lessor and Lessee hereby agree to amend the Lease only
insofar as it covers the tracts desonbed on Exhibit "A" attached hereto, effecuve July 1, 1997, as follows
1 The tlurd and fourth sentences of the second paragraph on page 2 shall be deleted and the
following substituted m place thereof "In the event that subsequent to the commencement of gas storage
operaUons it may be necessmy to rework, treat, recomplete, or service any of the aforesmd wells or to drill
adrht~onal wells, then Lessor shall permit Lessee to use two (2) acres in the form of a square around each
of the three (3) well sites on the tracts described on Exhibit "A" in order to carry out smd reworking,
treating, recomplet~on, dnlhng or other operations Lessor shall not erect any buddings, tanks, or structures
of any land on smd two-acre tracts reserved for such purposes Lessor shall have the right on that part of
the leased tracts lying outside the current chmn link fences surrounding each of the three well sites, to
reasonably, w~thout interference to Lessee, spread on the surface or inject bio-sohd materials in the soil,
prowded, however, such spreading or m. lectmg of bio-sohd matenals shall not disturb or soften the soil to
the extent that dnlhng or reworkang rigs will not have a solid pad on which to work"
2 The second sentence of the fourth paragraph on page 2 shall be deleted and the following
substituted m place thereof "Dunng the term of flus lease, Lessee agrees to pay to Lessor, c/o City
Manager, City of Danton, Texas, 215 East McKlnney, Denton, Texas 76201, on or before July l, 1997
and thereafter, on or before July 1't of each succee&ng year, the sum of Four Thousand Three Hundred
Twenty and No/100 Dollars ($4,320 00) as annual rental for the three well locations on property described
on Exhibit "A" to this Amendment of Lease Begmmng with the rental payment due July l, 2003, and
each five year period thereafter, the rental amount shall be adjusted either upward or downward, with a
5% per year ceiling or floor, m accordance with the annual average percent change in Consumer Price
Index of the Bureau of Labor Statistics of the United States Department of Labor, Uttlity (piped) Gas,
using 1997 as the base year The adjustments m the annual rental are determined by multiplying $4,320 00
by a fracuon, the numerator of wtuch is tho index number for the last calendar year that ended immediately
before the year m winch the adjustment is to be made and the denominator of which is the index number
for the calendar year 1997 In the event the numbers are rexased by the Bureau of Labor Stat~stms, then
the annual rental shall be adjusted to reflect such revision In the event the index is discontinued, the
parties shall use a mutually agreeable index using the most nearly comparable statistics published by a
reeogmzed financial authority"
3 The fourth sentence of the fourth paragraph on page 2 shall be deleted and the following
substituted in place thereof "Notice shall be given to Lessee by certified mad addressed to ENSERCH
Corporation eye Lone Star Pipeline Company, Attn Reservoir Englneeung, 301 S Harwood Street, Dallas,
Texas 75201 or to such officer of any successor or assign thereof"
The Lease shall remmn in full force and effect as herein amended
IN WITNESS WHEREOF, th~s Amendment is executed by the parties hereto as of the day and
year first written above
"Lessor"
ATTEST City of Denton, Texas
Jennifer Walters, City Secretary~ Ted Benaxades, City Manager
APP V, ~.~ GAL FORM
BY ~r~b~J~pr~o~ty, ~ty Attorney
"Lessee"
ENSERCH Corporation
Printed Name ~
Title Chairman
1767 - Page 2
STATE OF TEXAS §
COUNTY OF DALLAS §
BEFORE ME, Re undet~gned authority, a Notary Pubhc tn and for the State of Texas, on this
daypersonallyappeared l) ~.( ~ L~f), f~ fJ /o~' , ( ~ ~ fl , z: /'2/ // /c, of ENSERCH
Corporation, a Texas corporation, k~own to me to be the person whose name is subscribed to the
foregoing instrument, and acknowledged to me that he executed the same for the purposes and
consideraaon thereto expressed, m the capacity thereto stated, and as the act and deed of smd corporatmn
GIVEN UNDER MY HAND AND SEAL OF OFFICE, on ttus th~/~'~y of 4/¥//~ z/_~
1
997
//
t"~,,~ ~" 0*t0b*r 31, 2000 N°ta~yPubhc~an~df°rthe
State of Texas
STATE OF TEXAS §
COUNTY OF DENTON §
BEFORE ME, the tmderslgned authority, a Notary Pubhc m and for the State of Texas, on this
day persona~y appeared Ted Benawdes, City Manager of City of Denton, Texas, a mummpal corporation
acting by and through Rs City Manager, known to me to be the person whose name is subscribed to the
foregoing instrument, and acknowledged to me that he executed the same for the purposes and
consideration thereto expressed, m the capacity thereto stated, and as the act and deed of smd corporation
GIVEN UNDER MY HAND AND SEAL OF OFFICE, on this the ~'~ay of ~g&d~,~ 1997
~ &~ ~ ANN FoRgYTHE ~
~ el ~/~} Notary Pul~lg, Sate Of Texas ~ State of Texas
1767 - Page 3
Exhibit "A'
Attached to and made a part of that certain Amendment of Lease dated
, 1997, by and between C:ty of Denton, Texas, and
ENSERCH Corporation
Two (2) acres m the form ora square around each of the following three (3) well sites
Lake Dallas Gas Storage Umt #2 660' FNL and 3440' FWL of the G Walker Survey
Lake Dallas Gas Storage Umt #3 1900' FNL and 5470' FWL of the G Walker Survey
Lake Dallas Gas Storage Umt #6 1050' FNL and 4100' FEL of the G Walker Survey
A-1330, Denton County, Texas
END OF EXHIB1T
1767 - Page 4
[LS-T-SL %1767]
MEMOP.%ND~M OF LEASE ~ENDMENT
STATE OF TEXAS
§ KNOWN ALLMEN BY THESE PRESENTS
COUNTY OF DENTON
This Mpmorandum of Lease Amendment ("Notice") shall be effective concurrently with
that certain Lease Amendment ("Amendment") dated effective July 1, 1997, by and
betweeD City of Denton, Texas, as Lessor, whose mailing address is 215 East
McKinney, Denton, Texas 76201, and ENSERCH Corporation, a Texas Corporation, whose
address ia c/o Lone Star Pipeline Company, 301 S Harwood, Dallas, Texas 75201, as
Lessee
This A~endment entered into between Lessor and ENSERCH Corporation pertains to and
covers, those same certain lands ("Subject Lands") described in that certain Lease
dated November 7, 1966, recorded in Book 545, Page 31, of the Deed Records of Denton
County, Texas ("Lease") This Amendment provides in part that Lessor has granted
ENSERCH Cor~oretion the exclusive right to drill storage wells for Leaaee's natural
gas star&ge project known as Lake Dallas Storage on the land covered by the Lease
A fully executed copy of the Lease is in possession of both Lessor and ENSERCH
Corporation at their respective addresses
LESSOR
CITY OF DENTON, TEXAS
By ~y Manager
ATTEST
jennifer Walters, City Secretary
APPROVED AS TO LEGAL FORM
HERBERT L PROUTY, CITY ATTORNEY
,
STATE OF TEXAS
§
COUNTY OF DENTON
This instrument was acknowledged before me, Notary Public, this the ~';''- day of
June, 1997, by Ted Benavides, City Manager of City of Denton, Texas, a municipal
corporation, for the purposes and consideration therein expressed, in the capacity
therein stated, and as the act and deed of sa~d corporation
IN WITNESS WHEREOF, I hereunto set my hand and official seal
My commission expires ~