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Wellsite-ES071012 DF AP 1 PIPELINE EASEMENT AND RIGHT OF WAY AGREEMENT STATE OF TEXAS § § KNOW ALL PERSONS BY THESE PRESENTS: COUNTIES OF TARRANT AND DALLAS This Pipeline Easement and Right of Way Agreement ( "Agreement ") is by and between GREENWAY - GRAPEVINE /COPPELL PARTNERS L.P. ( "Grantor ") and TEXAS MIDSTREAM GAS SERVICES, LLC ( "Grantee "). RECITALS A. Grantor is the owner of the surface of certain lands (the "Land "), part of which is described on Exhibit A attached hereto ( "Easement Tract "). B. Grantee wishes to receive a right of way and easement (the "Easement ") across a portion of the Lands as such right of way and easement is more particularly described on Exhibit A. C. Grantor wishes to grant the Easement to Grantee and Grantee wishes to accept the Easement and use the Easement, all pursuant and subject to the terms of this Agreement. GRANT OF EASEMENT AND AGREEMENT Now therefore, for and in consideration of $100.00 and other good and valuable consideration (including additional cash consideration [the "Initial Consideration "] to be paid by Grantee concurrent with the execution and delivery of this Agreement by Grantor), the receipt and sufficiency of which are hereby acknowledged, Grantor and Grantee agree as follows: 1. Grant of the Easement. Grantor hereby grants, sells and conveys to Grantee, its successors and assigns, a Easement under and across the Easement Tract, to lay, construct, inspect, maintain, repair, operate, alter, abandon in place and remove at will, in whole or in part, a pipeline (the "Pipeline ") for the transportation of oil, gas, petroleum and other gases, fluids or substances which can be transported through an underground pipeline and all underground appurtenant facilities thereto, including without limitation, all, valves, fittings, graphite and steel anodes and other underground devices for the control of pipeline corrosion, and similar appurtenances as may be necessary or convenient in the operation of said pipeline(s), as well as those legally required above- ground "pipeline warning" signs (the "Surface Signs ") located within the Easement Tract (collectively, the "Equipment "), over, across, under and upon the Easement Tract. 2. Temporary Construction Easement. Grantor also grants to Grantee a temporary construction easement (the "Temporary Construction Easement ") over, across and through a tt 4 meitiztlik strip of land running along adjacent adjacent to the Easement Tract as shown on Exhibit A.. w.m Grantee shall give at least 72 hours written notice to Grantor prior to the commencement of construction of the Pipeline or any part thereof. The Temporary Construction Easement granted PIPELINE EASEMENT AND RIGHT OF WAY - PAGE 1 herein will terminate and cease upon completion of the installation and testing of the Pipeline and Equipment or March 1, 2008, whichever is earlier. Notwithstanding anything herein to the contrary, all components of the Pipeline and Equipment (other than the Surface Signs) shall be constructed at a depth of seven (7) feet or more below existing grade. 3. Grantee' s Use of the Easement. Grantee shall have all of the rights and benefits necessary and convenient for the full enjoyment and use of the Easement and the rights herein granted, including, without limitation, the right of ingress to and egress to and from the Easement and the right from time to time to cut all trees, undergrowth and other obstructions that, in Grantee's reasonable judgment, may injure, endanger or interfere with the Grantee's use of the Easement Tract. Subject to Paragraph 8(b) below, Grantor shall not construct nor permit to be constructed, any house, building or any other structure or facility on the Easement Tract without the express prior consent of Grantee, such consent not to be unreasonably withheld. If certain trees are marked by Grantor as "To be Preserved ", Grantor and Grantee agree to work in good faith to preserve such trees to the extent possible. Grantor agrees not to impound water over the Easement without the prior approval of Grantee. 4. Covenants Running With The Land. This Agreement, together with the other provisions of this grant of Easement, shall constitute covenants running with the land, binding upon and inure to the benefit of Grantor and Grantee, and their respective heirs, legal representatives, successors and assigns. Grantee's rights hereunder may be assigned in whole but not in part. 5. Surface Damage Payments. The Initial Consideration paid by Grantee to Grantor includes any and all damages that may be sustained by original construction of the Pipeline within the Easement, including without limitation, cutting trees and damages to land, trees, fences and growing crops (to the extent allowed hereafter). After the original construction of the Pipeline, and if not repaired in the normal course of business, Grantee will pay to the owner of the Land and, if leased, to his tenant, actual damages done to timber, fences, growing crops, landscaping, driveways, parking areas and other surface features and improvements by reason of entry to repair, maintain and remove said Pipeline, or for any future construction within the Easement done by Grantee. 6. Reversion. The Easement granted herein, and all rights and privileges in connection herewith, shall automatically revert to Grantor, its successors and assigns, if and when the Easement shall cease to be used by Grantee for the aforesaid purposes for a period of twelve (12) consecutive months without suspension of use for regulatory reasons or events of force majeure. 7. Indemnity. Grantee hereby indemnifies and holds harmless Grantor, its successors and assigns and all such parties' officers, directors, trustees, shareholders, beneficiaries, partners, and shareholders (collectively, "Grantor Parties ") from and against and all loss, cost, liability, expense or obligation of every kind and character, seen and unforeseen, including reasonable attorney's fees that Grantor Parties or any of them may suffer or be threatened with relating to, directly or indirectly, the Pipeline, the Equipment or any use thereof or any use of the Easement by Grantee, its successors or assigns or any third party. PIPELINE EASEMENT AND RIGHT OF WAY - PAGE 2 8. Additional Provisions. (a) Grantee will utilize the Easement Tract only for the Pipeline and Equipment. Except as provided in Paragraph 8(b) below and except for the Pipeline and Equipment, no structures, improvements or impediments shall be constructed on, under or across any portion of the Easement Tract. (b) To the extent that such uses are consistent with applicable laws, rules and regulations, Grantor, its successors and assigns, reserve, retain, and shall have the right to fully use and enjoy the said premises covered by the Easement Tract, including the right to lay out and construct and maintain streets, alleys, landscaping, signage, lighting and lighting poles and equipment, parking lots, fences, walls and utilities across said Easement Tract, provided that such improvements do not endanger or interfere with the normal operation of the Pipeline. Grantor shall notify Grantee at least sixty (60) days in advance of the construction or installation of any improvements on the Easement Tract. Grantor reserves the right to use the Easement Tract in common with Grantee, provided that such use(s) do not endanger or interfere with the normal operation of the Pipeline and Equipment and provided Grantor maintains minimum clearances over the Pipeline, and minimum distances from the Pipeline and Equipment as required by prudent and customary engineering practices, standards, and applicable laws, rules, regulations and codes. Grantor may not erect buildings on or over any portion of the Easement Tract. (c) In addition to the consideration recited above for the grant of this easement, after the installation of the Pipeline and Equipment, Grantee agrees to restore the Easement Tract and any lands within the Temporary Construction Easement, to a condition as good as exists on the date prior to any work, including but not limited to fences, driveways, parking areas, drainage channels, terraces, landscaping, and other improvements damaged by the installation of the Pipeline and Equipment. All installation and restoration work shall be completed by Grantee by March 1, 2008. (d) Grantee shall, at its sole cost and expense, install and at all times maintain the Pipeline and Equipment within the Easement Tract in a good and workmanlike manner. Grantee agrees to repair and restore any damage or injury (including, without limitation, paving, driveways, parking areas, fences, landscaping, and other surface features) to the Easement Tract and the land adjacent thereto (the "Adjacent Land ") caused or occasioned by the installation, operation, maintenance, repair, or removal of the Pipeline and or Equipment. (e) This conveyance is expressly subject to all existing rights -of -way and other matters of record or visible upon inspection of the Easement Tract. It is the intent of the Parties that this Agreement grants Grantee an interest in the surface only, and not in the minerals under the Easement Tract. Accordingly, Grantor expressly reserves and retains a mineral reservation of all of Grantor's and all other existing interests in and to all oil, gas and other minerals on, in or under the Easement Tract. (f) The easements, covenants, and restrictions set forth in this Agreement shall run with the land and shall be binding on Grantor and Grantee, their successors and assigns. PIPELINE EASEMENT AND RIGHT OF WAY - PAGE 3 (h) Nothing contained in this agreement is intended to nor shall it be construed as dedicating any easements or rights to any other party or entity except as expressly set forth herein. (i) If and to the extent that Grantor requires that the Pipeline and /or Equipment be moved or relocated within the Easement Tract, Grantee agrees to cooperate with Grantor and Grantor's plans, provided that all costs and expenses for such a relocation of the Pipeline and/or Equipment shall be borne solely by Grantor. 9. Entire Agreement. This Agreement constitutes the entire understanding among the Grantor and Grantee, their respective partners, members, trustees, shareholders, officers, directors and employees with respect to the subject matter hereof, superseding all negotiations, prior discussions and prior agreements and understandings relating to such subject matter. 10. Counterpart Signatures. Grantor and Grantee may execute this Agreement in any number of counterparts, each of which shall be deemed an original instrument, but all of which together shall constitute but one and the same instrument. The parties agree that facsimile signatures are binding. 11. Notices. All notices given or required under this Agreement shall be given in writing and shall be given either by hand delivery or by depositing such notice in the United States first class mail, postage prepaid, by certified or registered mail, return receipt requested, addressed to the party to be notified at the following address, or such other address as any such party shall from time to time designate in writing: TO GRANTOR: TO GRANTEE: Greenway - Grapevine/ Coppell Texas Midstream Gas Services, LLC. 2808 Fairmount P.O. Box 18162 Suite 100 LB 1 Oldahoma City, OK 73154 -0162 Dallas, TX 75201 Attn: Director — Right of Way Coordination with copy to: R. J. Grogan, Jr. Grogan & Brawner P.C. 2808 Fairmount, Suite 150 LB5 Dallas, TX 15201 PIPELINE EASEMENT AND RIGHT OF WAY - PAGE 4 In witness whereof, Grantor and Grantee have executed this Agreement on the dates set forth in the acknowledgments below. GRANTOR: GREENWAY- GRAPEVINE/ COPPELL PARTNERS L.P., a Texas limited partnership By: GREENWAY NORTHPOINT, INC., a Texas co ation its general partner By: fliq j, Name: a u Title: SCcle.3% f -- GRANTEE: TEXAS MIDSTREAM GAS SERVICES, LLC, an Oklahoma limited liabil' a company, By: 0" N. : James C Johnson jjift itle: Pres.'. - t STATE OF TEXAS § COUNTY OF DALLAS § This instrument was acknowledged before me on the l day of , 2007, by G • fa. . gtDo I , P►ci cle., f' of Greenway - Northpoint, Inc., a Texas corporation, in its capacity as general partner of Greenway- Grapevine /Coppell Partners L.P., a Texas limited partnership, on behalf of said limited partnership. PAlima DYalery ?Welk, Mate ai Teets CCIMMiSSia7A 11,01A ai m_ Okik � IL C t�.�h "1°' 0 _��.._ Votary Public, State of Texas STATE OF OKLAHOMA COUNTY OF OKLAHOMA § This instrument was acknowledged before me on the tW day of Septiamber, 2007, by James C. Johnson, President of Texas Midstream Gas Services, LLC, an Oklahoma limited liability company, on behalf of said limited liability company. s'c a = _ #0'005656 II Mary Public, Stat: o Oklahoma PIPELINE EASEMENT AND RIGHT OF WAY — PAGE 5 EXH0t U DD e , jr . is r"® V 90� ,,St. PROP} UlICa LTD � SECURE LCC :t C°�LOC;t A, LOT 9 /' u FAP ®00U.00 VOL, 20039 09 PG., 9 3480 t t,4÷ ,4÷ 4 0R 1� UJAY O-RAPC v' E / ` A MOD `U 8, . 4 0 �^ OFAP ®0n CC ® VOL NOON PO. NM 4 k 0 ®gy *12 144 r ®� .. - 11V Z. O, 17AY- GPV /CCPPELL MARS M NC /Mt PC2W ADDI u1CM BLOM 9, LOT 9 DFAP- 002.00 Va. 2C227 PO. 5U04 v jl . • V 3 � 1 ° UPI 07 H IMG: THE NORTHEASTERLY UNE OF THAT PARCEL OF LAND AS 1 v> •°, , 0... v w ° o ; ■ DESCRIBED IN VOLUME 96097, PAGE 3964 OF THE DALLAS COUNTY RECORDS BEARS ` o 96 ... ;E55 ® .• 1. S47 °55'31" E (GRID) IN THE STATE OF TEXAS NORTH CENTRAL 4202 ZONE. l f M r V: \ 52871 ACTIVE \187107355\ DRAWING \EXHIBITS \07355_251 _DFW_AP\ WORKING \07355_251 _EXHIBIT_004.00.DWG TEXAS MIDSTREAM GAS SERVICES PROPOSED PIPELINE CROSSING DFAP - 004.00 GREENWAY GRAPEVINE TRACT COUNTY OF DALLAS, STATE OF TEXAS 1 '�,Vn1����qq�� pod/ �/�1�� - �a�++ II��pp��aa DFW AP PAD ROUTE coriN�T LIN oaIGN S CES, ONG. DRAWN BY PDJ 09/17/07 SCALE I .. 200' �'� Stantec Consulting Inc. CHECKED SA 09/17/07 BY 0 100 200 �,. ✓ 2000 S Colorado Blvd PROJECT .Y...� De er ENGINEER Denver, CO 00222 SECTION Tel. 303.758.4059 HEAD C Fett. 303. 2� ' °k3Ls 3- 2,on loc.com REV. DATE BY APP. DESCRIPTION APPROVED ,_ .._. �.. : ,_. _., ___ ..,..,,..,.SHEET 1 OF 3 E X H I T "A" PERM TABLE 6� _ LINE BEARING DISTANCE " L1 S38'08'58 "W 134.47' L2 S41'24'29 "W 192.52' " � L3 S01'48'21 "W 39.18' L4 N49'53'23 "W 51.47' 0' MO�G FiRCL 11iES LL BASIS OF BEARINGS c,0 EECURE LC= BLL.00;3 A LOT S47'58'31 ° E �, FAP ®OOH.O0 26.27' VOL ammo PG. 1 MU POINT OF POINT OF COMMENCEMENT BEGINNING 10' UTILITY 30' PERMANENT 1 V2004244 P12320 4. 10,985Esq.ft. � k 0.252 acres± - � /// Q 9710, uC', 4 ROW �o � / // WAR -amnia f / 0 I VOL COM t PG. 3MO4 POINT OF �' \ � �� � C� TERMINUS \ / ADDITIONAL ��` �� ROW WORKSPACE ® 65 V20 244 ® �� -7 P © �� — — GRES "9QY 0?V/COPPE L PNIMS (LP MCR uHP@IGt1T QD[)O mTOX ELOBLI fl 9@+ZI' 0,7,0282 BLOC g 1 LLO11 ®FAPtO02.00 1 VOA. 02037 PO, 3 ©04 A 30 FOOT WIDE EASEMENT ACROSS A PORTION OF THE PARCEL DESCRIBED IN VOLUME 96097 AT PAGE 3964 OF THE RECORDS OF DALLAS COUNTY, TEXAS, IN THE JACOB WILCOX SURVEY, ABSTRACT 1716D, TRACT 4, 15 FEET ON EACH SIDE OF THE FOLLOWING CENTERLINE; COMMENCING ON THE NORTHWESTERLY CORNER OF SAID PARCEL, THENCE S 47'58'31 E ALONG THE NORTHEASTERLY BOUNDARY OF SAID PARCEL, A DISTANCE OF 26.27 FEET TO THE POINT OF BEGINNING; THENCE S 38'08'58" W, A DISTANCE OF 134.47 FEET; THENCE S 41'24'29° W, A DISTANCE OF 192.52 FEET; THENCE S 01'48'21" W, A DISTANCE OF 39.18 FEET TO THE POINT OF TERMINUS ON THE SOUTHWESTERLY BOUNDARY OF SAID PARCEL FROM WHICH A SOUTHWESTERLY CORNER OF SAID PARCEL BEARS N 49'53'23" W, A DISTANCE OF 51.47 FEET. THE SIDELINES OF SAID EASEMENT SHALL BE PROLONGED OR SHORTENED TO COMMENCE AT SAID NORTHEASTERLY BOUNDARY AND TERMINATE AT THE SAID SOUTHWESTERLY BOUNDARY TO ELIMINATE ANY GAP OR OVERLAP. CONTAINING APPROXIMATELY 10,985 SQUARE FEET OR 0.252 ACRES. AOOOO e 1 r /� Tr " ° / 5896 ��, ° °° 6' °° °FeSSIo� °° q� / V. \52871 \ ACTIVE \187107355 \DRAWING \EXHIBITS \07355_251 _DFW_AP \WORKING \07355_251 _EXHIBIT_004.00.DWG EASEMENT TABL — — CENTERLINE LENGTH 366.17' 22.19 RDS. TEXAS MIDSTREAM GAS SERVICES EASEMENT AREA 10,985 S.F. 0.252 AC. TEMP, WORKSPACE PROPOSED PIPELINE CROSSING 00 AWL. WORKSPACE 48,092 S.F. 1.104 AC. DFAP- 004. GREENWAY GRAPEVINE TRACT Fag)/ COUNTY OF' DALLAS, STATE OF TEXAS 30' PERMANENT EASEMENT DFW AP PAD ROUTE DOWNTOWN DESIGN SERVICES, N DRAYrN BY POJ 09/17/07 SCALE: 1' a 200' Stantec Consulting Inc. CHECItED ///'''w��� BY SA 09/17/07 xi x,,/ PROJECT 1 �� 200 'fl 2000 S Colorado Blvd ' St, 2 -300 ENGINEER a Denver, CO 80222 Yi� }(� TeL 103.758.4058 S ' FoR. 103.758.4828 REV HEACTD cS . R'_dFcssS m aslo°leawm , DATE BY APP. DESCRIPTION APPROVED —_'_ "" _'_ P SHEET 2 OF 3 J ADD TABLE p 8� I as as UNE BEARING DISTANCE qv:. s .. � L5 S47 °563'31 "E 150.34' L6 538'08'58 "W 127.99' L7 S41 °24'29 "W 191.81' LB N48'35'31 "W 150.00 L9 N4124'2J "E 187.54 L10 N38'08 °58"E 133.88' P � � , S �i CACUG 0 PR `8ES L70 BASIS OF BEARINGS ��� SECURE LC= S4T58'31 "E / ,- BILOCX A ' LOT 9 r C GAP ®005.00 41.30 VOL, O0,390 PO,, 90 POINT OF COMMENCEMENT 10 UTILITY , PERMANERT V2004244 P12320 ,t EASEMENT POINT OF _ 4 : j BEGINNING A L10 L5 / -, CHUMMY CRAP 91iC9[ A 979, TV . 4 ROW —.L . % J '5 L J8 ©7 P .04 O IA ROW WORKSPACE ® O 48,092 sq.ft. �A 1.104 acr®s± '�rviLpora V200 244 ®e ®Q�� _ CQn5$rrL11+'S�. 4F-torn vr44 P12320 © Pp69z ONE VAY GPV /COPP PG THRS LP C 118 D HCM SLIEILMiS10CV 01 DLO= 9, LOT 9 DPAP- 002.00 VOL 80007 PG. ,3204 BA513 Cm BEARING: THE NORTHEASTERLY UNE OF THAT PARCEL OF LAND AS DESCRIBED IN VOLUME 96097, PAGE 3964 OF THE DALLAS COUNTY RECORDS BEARS S47 °58'31" E (GRID) IN THE STATE OF TEXAS NORTH CENTRAL 4202 ZONE. , . 0 ®e e) -, 4 I,. , s, e ' .. - - ' h 1 ? I �i., `∎S �,ISTE,� 7,9 TO PARTIES INTERESTED IN TITLE TO THE PREMISES SURVEYED, I DO HEREBY CERTIFY , , ° c .i ' < ®• ® • THAT THE ABOVE LEGAL DESCRIP110N WAS PREPARED FROM PUBLIC RECORDS AND FROM i e o ° ° ,, ° ® ° ° AN ACTUAL AND ACCURATE SURVEY UPON THE GROUND AND THAT SAME IS TRUE AND /L A , CORRECT. �.� , ,o 589'6 i/ ° .7 Q10 i.. ° ' / DATE OF SURVEY: 8/23/07- 9/14/07 SEYED M. ALVANI '? °' ° °I_ 1 R.P.L.S. NO. 5896 DATE OF SIGNATURE: 9/17/07 V: \52871 \ ACTIVE \187107355 \DRAWING \EXHIBITS \07355_251 _DFW_AP \WORKING \07355_251 _EXHIBIT_004.00.DWG SEE SHEET 2 FOR TEXAS MIDSTREAM GAS SERVICES EASEMENT INFORMATION PROPOSED PIPELINE CROSSING DFAP - 004.00 GREENWAY GRAPEVINE TRACT !? II_I$ DFW COUNTY OF DALLAS, STATE OF TEXAS si C i Mii OWNTOWN DESIGNS , in. DR AP PAD ROUTE A .. . .... - __ Ry WN PFJ 09/17/07 SCALE: Y vr 200' ..�_,. _ _ ECKED '. Stantec Consulting Inc. 8 C SA 09/17/07 2000 5 Colorado Blvd P ROJECT 0 100 200 See 2-300 CO I E '�' Denver, CO 80222 Tel. 303.758.4058 1.1 MIN SECTION 2 .,....n,,,� Forc. 303.758.4828 - - - -- ___ HEAD �!�1k.�. 'FS rr 8 IMI DATE EI . DESCRIPTION -_. APPROVED ' — , _.. _.._®_. .. :v SHEET 3 OF 3 __ _