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Home My WebLink AboutResolution - 2002-R0208 - Contract Of Sale - RJD Management Co., Inc. - 05/23/2002Resolution No. 2002-KO208 May 23, 2002 Item No.23 RESOLUTION BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF LUBBOCK: THAT the Mayor of the City of Lubbock BE and is hereby authorized and directed to execute for and on behalf of the City of Lubbock a Contract of Sale between the City of Lubbock, Seller, and RJD Management Co., Inc., Buyer, and any other related documents. The Contract of Sale provides for the purchase of property described as oil, gas and/or mineral leases and associated personal property located in Garza County, Texas in the vicinity of Lake Alan Henry, and known as the J.C. Dorward Lease and the J.C. Dorward "B" Lease. Said Contract is attached hereto and incorporated in this Resolution as if fully set forth herein and shall be included in the minutes of the Council. Passed by the City Council this 23rd d; ATTEST: Rebecca Garza, City Secretary AS TO CONTENT: Director of Public Works APPROVED AS T FORM: Richard K. Casner Natural Resources Attorney 1/Richards/Contract of Sale.RJDMgnmt.Res May 9, 2002 Linda Hart Conveyancing instruments Page 1 From: Richard Casner To: Becky Garza; Linda Hart Date: 5/23/02 10:36AM Subject: Conveyancing instruments Linda and Becky - It is my suggestion that, contrary to the office of City Secretary rules, that only one original of real property conveyancing instruments be executed. The original will be provided to the Grantee/Assignee for recordation in the Real Property Records of the applicable county. Instead of an original, we will keep a copy of the fully executed and acknowledged instrument in the Secretary records. Please call me if you have any questions or comments. Thanks-RKC CC: Anita Burgess; Ed Bucy rre Xb624*11S. Sale of City owned OA. Gae andlor 1NMfM L#awa-Gare County ASSIGNMENT AND BILL OF SALE KNOW ALL MEN BY THESE PRESENTS, THAT: The City of Lubbock, hereinafter referred to as "City' or "Assignor", for the sum of TEN DOLLARS ($10.00) and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, does hereby sell, convey, assign and transfer, without warranties or covenants of title, pjD MANAGEM= CO., INC. P.O. DRAWER 2130, LUBBOCK,TX.79408 either. express or implied, to with address of hereinafter referred to as "Assignee", all of Assignors right, tide and Interest in and to the Oil and Gas Interests described In EXHIBIT "A", attached hereto and made a part hereof, INSOFAR AND ONLY INSOFAR as these Oil and Gas Interests, as defined and described in Exhibit 'A". cover the lands and wells described therein, less and except those lands described in EXHIBITS `B" and 'C', attached hereto and made a part hereof, and all associated material and equipment thereon and as described in Exhibit 'D', attached hereto and made a part hereof (hereinafter collectively referred to as the 'Subject Properties). It is understood and agreed that this Assignment and Bill of Sale shall be subject to the following terms and conditions: 1. Assignee hereby acknowledges that it has inspected the Subject Properties, and accepts the same "AS IS", "WHERE 1S" and 'WITH ALL FAULTS' and that Assignor makes NO WARRANTY OR REPRESENTATION, EXPRESS OR IMPLIED, AS TO THE QUALITY, CONDITION, TITLE, MERCHANTABILITY OR SERVICEABILITY OF SAID WELLS AND EQUIPMENT OR ACCESS TO ALL OR ANY PART OF THE SU13JECT PROPERTIES. 2. This Assignment and Bill of Sale is subject to all valid contracts, agreements or orders pertaining to the Subject Properties. Further, Assignor hereby assigns to Assignee all of Assignors right, i.7 06242RSsalere.doc rrr; 4652.0i . s*4 of 6mAd OIL Gas W4kr tmnal Lbw"44= C*WtY tats and interest in all agreements insofar and only insofar as they pertain to the Subject Properties. Assignor reserves all of its right, title and interest in all agreements Insofar as they pertain to lands not assigned. 3. Assignor shall retain all claims and causes of action it may have against third parties relating to the Subject Properties and arising prior to the Effective Time, and Assignor shall be entitled to any proceeds attributable thereto. 4. The Subject Properties have been utilized for the purpose of exploration, development, and production of oil and gas. The Assignee acknowledges that there may have been spills of oil, salt water or other materials in the past from and/or on the Subject Properties. In addition, some oil field production equipment may contain asbestos and/or Naturally Occurring Radioactive Material (hereinafter referred to as "NORM*). In this regard, the Assignee expressly acknowledges that NORM may affix or attach itself to the inside of wells, materials, and equipment as scale, or in other forms, and that the subject properties may contain NORM and that NORM -containing material may be buried or otherwise disposed of on the surrounding properties. The Assignee also expressly acknowledges that special procedures may be required for the removal and disposal of asbestos and NORM from the equipment and properties where it may be found and that the Assignee assumes all liability for assessment, removal and disposal of any such materials and associated activities. THE ASSIGNEE UNDERSTANDS, ACKNOWLEDGES, AND AGREES THAT THIS ASSIGNMENT AND BILL OF SALE IS MADE ON AN "AS IS", "WHERE IS" AND "WITH ALL FAULTS" BASIS AND THE ASSIGNEE RELEASES CITY, ITS OFFICERS, AGENTS, EMPLOYEES, OR ELECTED OFFICIALS, STEPHENS S JOHNSON OPERATING COMPANY, AND THE BRAZOS RIVER AUTHORITY FROM ANY AND ALL LIABILITY WITH RESPECT THERETO WHETHER OR NOT CAUSED BY, RELATED TO OR ATTRIBUTABLE TO THE NEGLIGENCE OF ANY KIND, TYPE OR DEGREE, INCLUDING WITHOUT LIMITATION, GROSS NEGLIGENCE, OF CITY, ITS OFFICERS, AGENTS, EMPLOYEES, OR ELECTED OFFICIALS, STEPHENS & JOHNSON OPERATING COMPANY, AND THE BRAZOS RIVER AUTHORITY. WITHOUT LIMITING THE ABOVE, THE ASSIGNEE WAIVES ITS RIGHT TO 19 032-02R6sWw0.doe iT9 fi682.o21ti5. Sate of Gty CS d OIL Gas w&or MnGrM I.6""4a= county RECOVER FROM CITY, ITS OFFICERS, AGENTS, EMPLOYEES OR ELECTED OFFICIALS, STEPHENS & JOHNSON OPERATING COMPANY, AND THE BRAZOS RIVER AUTHORITY AND FOREVER RELEASES AND DISCHARGES CITY, rM OFFICERS, AGENTS, EMPLOYEES OR ELECTED OFFICIALS, STEPHENS & JOHNSON OPERATING COMPANY, AND THE BRAZOS RIVER AUTHORITY FROM ANY AND ALL DAMAGES, CLAIMS, LOSSES, LIABILITIES, PENALTIES, FINES, LIENS, JUDGMENTS, COSTS, OR EXPENSES WHATSOEVER, (INCLUDING, WITHOUT LIMITATION, ATTORNEY'S FEES AND COSTS), WHETHER DIRECT OR INDIRECT, KNOWN OR UNKNOWN, FORESEEN OR UNFORESEEN, WHETHER OR NOT CAUSED BY, RELATED TO OR ATTRIBUTABLE TO THE NEGLIGENCE OF ANY KIND, TYPE OR DEGREE, INCLUDING WITHOUT LIMITATION, GROSS NEGLIGENCE, OF CITY, ITS OFFICERS, AGENTS, EMPLOYEES, OR ELECTED OFFICIALS, STEPHENS & JOHNSON OPERATING COMPANY, AND THE BRAZOS RIVER AUTHORITY THAT MAY ARISE ON ACCOUNT OF OR IN ANY WAY BE CONNECTED W1TH THE PHYSICAL CONDITION OF THE SUBJECT PROPERTIES, ACCESS OR LACK OF ACCESS TO AND FROM THE SUBJECT PROPERTIES, OR ANY LAW OR REGULATION APPLICABLE THERETO, INCLUDING, WITHOUT LIMITATION, THE COMPREHENSIVE ENVIRONMENTAL RESPONSE, COMPENSATION AND LIABILITY ACT OF 1980, AS AMENDED (42 U.S.C. $§ 9601g. se�„ 3..), THE RESOURCE CONSERVATION AND RECOVERY ACT OF 1976 (42 U.S.C. §$ 6201!91. SM.), THE CLEAN WATER ACT (33 U.S.C. §§ 466 $j. $4S.j. THE SAFE DRINKING WATER ACT (14 U.S.C. §§ 1401-1450), THE HAZARDOUS MATERIALS TRANSPORTATION ACT (49 U.S.C. §§ 801 g1. Secq.), AND THE TOXIC SUBSTANCE CONTROL ACT (15 U.S.C. §§ 2601-2629). ASSIGNEE HEREBY AGREES TO INDEMNIFY, DEFEND, AND HOLD HARMLESS CITY, ITS OFFICERS, AGENTS, EMPLOYEES AND ELECTED OFFICIALS, STEPHENS & JOHNSON OPERATING COMPANY, AND THE BRAZOS RIVER AUTHORITY FROM AND AGAINST ALL CLAIMS, DEMANDS, AND CAUSES OF ACTION, INCLUDING WITHOUT LIMITATION, ANY DAMAGES, CIVIL FINES, PENALTIES, COSTS OF CLEAN-UP OR PLUGGING LIABILITIES 7 052•02""ismdoc 11 tl AWd.- iWKJ. 441- at Vjly uwnou w, vaa y«ru �w,iw« ,.waoa-vada �.w.u, FOR OR RELATED TO THE SUBJECT PROPERTIES, BROUGHT BY ANY AND ALL PERSONS, AND INCLUDING, WITHOUT LIMITATION, ANY PRIVATE CITIZENS, PERSONS, ORGANIZATIONS, AND ANY AGENCY, BRANCH OR REPRESENTATIVE OF FEDERAL, STATE OR LOCAL GOVERNMENT, WHETHER OR NOT CAUSED BY, RELATED TO OR ATTRIBUTABLE TO THE NEGLIGENCE, OF ANY WND, TYPE OR DEGREE, INCLUDING WITHOUT LIMITATION, GROSS NEGLIGENCE, OF CITY, ITS OFFICERS, AGENTS, EMPLOYEES OR ELECTED OFFICERS, STEPHENS & JOHNSON OPERATING COMPANY, AND THE BRAZOS RIVER AUTHORITY, ON ACCOUNT OF ANY PERSONAL INJURY OR DEATH OR DAMAGE, DESTRUCTION, OR LOSS OF PROPERTY, DAMAGE TO PROPERTY RIGHTS (INCLUDING ROYALTY INTERESTS), OR CONTAMINATION OF NATURAL RESOURCES (INCLUDING SOIL, SURFACE WATER OR GROUND WATER) RESULTING FROM, ARISING OUT OF, CAUSED BY, RELATED TO, OR CONNECTED WITH THE OWNERSHIP OR OPERATION OF THE SUBJECT PROPERTIES OR THE PRESENCE, DISPOSAL OR RELEASE OF ANY MATERIAL OF ANY KIND FROM THE SUBJECT PROPERTIES ARISING EITHER BEFORE OR AFTER THE TIME THE SUBJECT PROPERTIES ARE CONVEYED TO THE ASSIGNEE. S. It is the intention and agreement of Assignor and Assignee hereunder that the provisions of this Assignment and Bill of Sale be severable. Should the whole, or any portion of a section or paragraph, be judicially held to be void or Invalid, such holding shall not affect other portions which can be given effect without the invalid or void portion. 6. Assignor shall execute and deliver this Assignment and Bill of Sale to the Assignee promptly after the occurrence of the following: a. This Assignment and Bill of Sale shall have been executed by an authorized representative of the Assignee. b. The Assignee shall have delivered to Assignor a copy of fully executed Form P -4s for subject wells, as described on attached exhibits, which has been approved by the Texas Railroad Commission accepting the Assignee as the new operator of said wells. 8 052-MRSNWa dw l79 aICS2 02/RS. Sal* of City Owned Ok Gas WWI& MOWW t.8ats348rza CGUM 7. The City expressly reserves from this Assignment and Bill of Sale an easement over and across the Subject Properties to overflow, flood or cover such lands and to eliminate access to such lands, at any time and from time to time, with or due to flood, slack or backwater related to the maintenance and operation of and for the storage of water in the reservoir in Garza and Kent Counties, Texas, known as Lake Alan Henry. 8. Portions of the Subject Properties are surrounded and/or isolated by lands not assigned herein. Assignee has examined the Subject Properties and has satisfied itself that it has material access to the Subject Properties, and all parts thereof, subject to the easement reserved in paragraph 7, above. Assignor makes no representation or warranty that Assignee may have, at all times or any times, access to the Subject Properties or any part thereof. TO HAVE AND TO HOLD unto Assignee, its successors and assigns forever the Subject Properties and all right and obligations pertaining thereto. This Assignment and Bill of Sale is made without- warranty of any kind, express or implied - 9 0942RSaetarSAW ITB #W2.OT/ft$, Sala of City Owned Od. Gas wAW AA 0 Lwsaa-Gaffs County 1N WITNESS WHEREOF, this Assignment and Bill of Sale is dated this day of . 2002 but effective for all purposes as of the last calendar day of 29 1 Ift 2002 at 5:00 p.m., Central Daylight Savings time. ("Effective Time"). A� a�- Title: PRESIDENT Date: APRIL 30, 2002 Tax identification No: 175-1574924-4 "2-o29s461w..aee 10 ASSIGNOR: MARC MCDAL,-MAYOR Date. 23, 2002 ATTEST: Q. �' 1�2�' Rebecca Garza, City Secretary OVEO T TENT: erry Eilerbrook Managing Director of Public APPROVED AS FORM: Richard K. Casner Natural Resources Attorney ITB *04142 A,5 She of City own" 011, Gas soar" M106M teases-ciarfa GOUMV STATE OF TEXAS COUNTY OF t"bOCL —Li. YWA— This instrument was acknowledged before me on the day of tI , 2002 by LOU DlRq T nTFKFMPFR , PRFSTnFNT Cf AS corporation. on behalf of said corporation. ...�� KARIE E. RODRIGUEZ Wary Public, State of Texas My Commission Expires 08.6.2002 STATE OF TEXAS COUNTY OF LUBBOCK - —Y)k - U::2=� Notary Public in and for the State of Texa MAR C 0UGAL This 'instrument was acknowledged before me on the —day of , 200_ byXXM Awl as Mayor of the City of Lubbock. CELIAWEBS Notary lic in and for the State of Texas N w of Tom M Y EON ti 11 062-o2ltsaaktsAoc Ire sas2-6iRs. Selo of City owned oil. Gas sndror Mtr+sral Laawfi-Garza county Resolution N0. 2002—R Exhibit "A" All of Assignor's right, title and Interests in the oil, gas and/or mineral leases, owned by it covering (i) the Northwest Quarter of Section 138, Block 5, H.&G.N, Ry. Co. Survey, Abstract No. 834, Garza County, Texas, less and except those lands described In Exhibit "B"; and (Ii) the Northeast Quarter of the Southwest Quarter and the West One-half of the Southwest Quarter of Section 137, Block 5, H.&G.N. Ry. Co. Survey, Abstract 91, Garza County, Texas, less and except those lands described in Exhibit "C" , including without limitation, all right, title and interest in and to the below described Oil, Gas and/or Mineral Leases, insofar and only insofar as said leases cover the above-described lands: Oil, Gas and Mineral Lease, dated April 17, 1943 from J.C. Dorward and wife, Hattie Dorward, Lessors, to Ira L. Duckworth, Lessee, recorded in Volume 6, Page 158. Oil and Gas Records, Garza County, Texas, covering the lands more particularly described therein. Oil, Gas and Mineral Lease, dated November 20, 1947, from C. Koen and wife, Thressia Koen, Lessors, to Humble Oil and Refining Company, Lessee, recorded In Volume 11, Page 471, Oil and Gas Records, Garza County, Texas, covering the lands more particularly described therein. Oil, Gas and Mineral Lease, dated November 24, 1947, from Gertrude Stevens, Alton A. Stevens, Elton V. Stevens and Raymon B. Stevens, Lessors, to Humble OR and Refining Company, Lessee, recorded in Volume 11, Page 487, Oil and Gas Records, Garza County, Texas, covering the lands more particularly described therein. Oil, Gas and Mineral Lease, dated July 11, 1941, from J.C. Dorward and wife, Hattie Dorward, Lessors, to Sun Oil Company (a New Jersey corporation), Lessee, recorded In Volume S. Page 61, 011 and Gas Records, Garza County, Texas, covering the lands more particularly described therein. The rights described above are collectively referred to In this Assignment and Bill of Sale as the "Olt and Gas Interests". 12 052-M96alere.doc ase J.C. Dotward J.C. Dorward J.C. Dorward J.C. Dorward J.C. Dorward J.C. Dorward J.C. Dorward 4B'1 052 MRSssimaaoa I Its K(id��ilfl'(�1. .111111 NI Wy NSM IOY \rN� W� �.�ww mw. w.w rwwo-wu..a v.......r Ex ibit'"K Part 11 Well and Equipment listing: Railroad Commission Lease No. 01175 01175 01175 01175 01175 01175 60016 13 Well No. 1 2 3 4 7 8 1 as #052 -CMS. Sale of Gry Owned Ok. Cas mWor Wowid Lewes -Garza Cow+ty Resolution No. 2002—R Exhibit `B" BEING a tract of land out of the Southwest Quarter of Southwest Quarter (SW/4SW/4) and North One-half of Southwest Quarter (N12SW/4) Section 137, Block 5 of the H.BG.N. R.R. Co. Survey in Garza County, Texas, and being a part of that certain 341.32 acre tract of land described, by metes and bounds, as Reservoir Areas A, B. C. D, E, in a General Warranty Deed from Estine O. Blakey, John Clinton Blakey, James Edward Blakey and Carolyn Estine Blakey to the City of Lubbock, Texas, dated December 19, 1994, and recorded In Volume 194. Page 269 of the Deed Records of Garza County, Texas, and also being a part of that certain 557.02 acre tract of land described, by metes and bounds, as flood and Restrictive Easements A. B, C, and D in a Restrictive Easement and Flood Easement by and between Estine D. Blakey, John Clinton Blakey, James Edward Blakey and Carolyn Estine Blakey and the City of Lubbock, Texas, dated December 19, 1990, and recorded in Volume 194, Page 313 of the Deed Records of Garza County, Texas; the herein described tract being all portions of the said 341.22 acre tract and 557.02 acre tract which are a part of the said Southwest Quarter of Southwest Quarter (SW/4 of SW/4) and North One-half of Southwest Quarter (N/2 of SW/4) Section 137 and which lie below elevatien 2245 feet above mean sea level, City of Lubbock. 14 652-02RSsMOMAW n'8 #105 _MR S. Sw of chy owrwd 00. Ga _KW M Wal LOOSM WM 4.;mnry Exhibit -C* Resolution No. 2002—R BEING a tract of land out of the Northwest Quarter (NW/4) Section 138, Block 5 of the HAG.N. R.R. Co. Survey in Garza County, Texas, and being a part of that certain 341.32 acre tract of land described. by metes and bounds, as Reservoir Areas A, B. C. O, E, in a General Warranty Deed from Estine D. Blakey, John Clinton Blakey, James Edward Blakey and Carolyn Estine Blakey to the City of Lubbock, Texas, dated December 19. 1990, and recorded in Volume 194, Page 269 of the Deed Reco yrds of Garza County, Texas, and also being a part of that certain 557.02 acre tract of land described, by metes and bounds, as Flood and Restrictive Easements A, B, C, and D in a Restrictive Easement and Flood Easement by and t between Estine D. Blakey, John Clinton Blakey, .fames Edward Blakey and Carolyn Estine Blakey and the City of Lubbock, Texas, dated December 19. 1990, and recorded in Volume 194, Page 313 of the Deed Records of Garza County, Texas; the herein described tract being all portions of the said 341.32 acre tract and 557.02 acre tract which are a part of the said Northwest Quarter (NW/4) Section 138 and which lie below elevation 2243 feet above mean sea level. City of Lubbock. 15 052.MUSIOMOM Re ave -wKs, sale at Gay owned oe, use &ww mineral, aasa ana County Exhibit "D* Resolution No. 2002—R Located at H & M Yard, Post. Texas: 1. 152 joints at 2 3/8" steel flowline, more or less, various quality. Located at Strawn Transport Yard. Post, Texas: 1. 120 joints 2 3/8" tubing, more or less 2. 265 3W rods, more or less 16 W2.02Rssabn.doc