no surface use paid up oil and gas lease titan operating

13
NOTICE OF CONFIDENTIALITY RIGHTS IF YOU ARE A NATURAL PERSON YOU MAY REMOVE OR STRIKE ANY OF THE FOLLOWING INFORMATION FROM THIS INSTRUMENT BEFORE IT IS FILED FOR RECORD IN THE PUBLIC RECORDS YOUR SOCIAL SECURITY NUMBER OR YOUR DRIVER S LICENSE NUMBER NO SURFACE USE PAID UP OIL AND GAS LEASE STATE OF TEXAS COUNTY OF DENTON This Oil and Gas Lease this Lease is made on this 2nd day of May 2011 between the Lewisville Local Government Corporation as Lessor whose address is 151 W Church Street Lewisville Texas 75057 and Titan Operating LLC as Lessee whose address is 111 W 4 Street Suite 300 Fort Worth Texas 76102 1 Grant and Description In consideration of a cash bonus paid upon this Lease s execution and the covenants in this Lease Lessor grants and leases exclusively to Lessee the following described land the Leased Premises in Denton County Texas for the sole purpose of exploring drilling and producing oil and gas from the Leased Premises See Exhibit A attached hereto and incorporated herein In consideration of the aforementioned cash bonus Lessor agrees to execute any additional or supplemental instruments for a more complete or accurate description of the land so covered at Lessee s request 2 Primary Term This Lease which is a paidup lease requiring no rentals will be in force for a primary term of 2 years from the date above the Primary Term and for as long thereafter as oil or gas is produced in paying quantities from the Leased Premises or this Lease is otherwise maintained in effect pursuant to other Lease provisions 3 Minerals Covered In this Lease the term oil includes all condensate distillate and other liquid hydrocarbons produced through a well bore In this Lease the term gas includes all hydrocarbon gases and excludes all other gases Helium carbon dioxide other commercial gases lignite coal sulfur and other like minerals are expressly excluded from this Lease 4 Royalty Payments Lessee shall have a duty to Lessor of utmost good faith and fair dealing to market gather transport dispose of and sell all oil gas and other substances produced from the leased premises including all products extracted therefrom on Lessor s behalf at market value or as otherwise specified herein Lessee shall pay to Lessor as royalty twenty five 25 percent of the greater of a the market value at the point of first sale of all oil and gas and other substances covered hereby produced and saved from or attributed to the leased premises or b 1

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Gas lease between City of Lewisville, and Titan Operating, LLC

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Page 1: No Surface Use Paid Up Oil and Gas Lease Titan Operating

NOTICE OF CONFIDENTIALITY RIGHTS IF YOU ARE A NATURAL PERSONYOU MAY REMOVE OR STRIKE ANY OF THE FOLLOWING INFORMATION

FROM THIS INSTRUMENT BEFORE IT IS FILED FOR RECORD IN THE PUBLIC

RECORDS YOUR SOCIAL SECURITY NUMBER OR YOUR DRIVERS LICENSE

NUMBER

NO SURFACE USE

PAID UP OIL AND GAS LEASE

STATE OF TEXAS

COUNTY OF DENTON

This Oil and Gas Lease this Lease is made on this 2nd day of May 2011between the Lewisville Local Government Corporation as Lessor whose address is 151W Church Street Lewisville Texas 75057 and Titan Operating LLC as Lessee whoseaddress is 111 W 4 Street Suite 300 Fort Worth Texas 76102

1 Grant and Description In consideration of a cash bonus paid upon this Leases executionand the covenants in this Lease Lessor grants and leases exclusively to Lessee the followingdescribed land the Leased Premises in Denton County Texas for the sole purpose ofexploring drilling and producing oil and gas from the Leased Premises

See Exhibit A attached hereto and incorporated herein

In consideration of the aforementioned cash bonus Lessor agrees to execute any additional orsupplemental instruments for a more complete or accurate description of the land so covered atLesseesrequest

2 Primary Term This Lease which is a paidup lease requiring no rentals will be in forcefor a primary term of 2 years from the date above the Primary Term and for as long thereafteras oil or gas is produced in paying quantities from the Leased Premises or this Lease is otherwisemaintained in effect pursuant to other Lease provisions

3 Minerals Covered In this Lease the term oil includes all condensate distillate and otherliquid hydrocarbons produced through a well bore In this Lease the term gas includes allhydrocarbon gases and excludes all other gases Helium carbon dioxide other commercial

gases lignite coal sulfur and other like minerals are expressly excluded from this Lease

4 Royalty Payments Lessee shall have a duty to Lessor of utmost good faith and fair dealing tomarket gather transport dispose of and sell all oil gas and other substances produced from theleased premises including all products extracted therefrom on Lessors behalf at market valueor as otherwise specified herein Lessee shall pay to Lessor as royalty twenty five 25percent of the greater of a the market value at the point of first sale of all oil and gas and othersubstances covered hereby produced and saved from or attributed to the leased premises or b

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the gross proceeds at the point of delivery or first sale received by Lessee for such oil and gasand other substances subject to the following provisions

a Lessor at its option from time to time and upon thirty 30 days written notice toLessee may elect to take in kind Lessors royalty percentage of all oil and othersubstances other than gas produced and saved from the leased premises in lieu ofthe royalties payable to Lessor as provided for in this Lease with respect to such oilIn the event Lessor elects to take its royalty share of oil in kind Lessee shall deliversaid royalty oil to Lessor in tanks furnished by Lessor at Lessorsexpense at the WellLessor at its option and from time to time as herein provided upon ninety 90 dayswritten notice to Lessee may elect to take in kind to separately market its royaltyshare of all gas produced and saved from the leased premises Lessors royalty shareof such gas shall be herein called Royalty Gas in lieu of the royalties payable toLessor as provided for in this Lease with respect to such gas In the event Lessor soelects to take its Royalty Gas in kind to separately market same Lessor shall installthe necessary facilities to take its Royalty Gas at its expense and the delivery andconnections for delivery of LessorsRoyalty Gas and the sale thereof by Lessor shallbe at Lessors expense and risk and at industry accepted standards Upon thirty 30days written notice to Lessee Lessor may revoke such election to take in kind andthereafter Lessee shall pay and account to Lessor for gas produced and saved underthis Lease as provided for in this Lease Lessor shall at all times hold Lessee harmlessfrom and indemnify Lessee against all claims and liabilities arising from the takingtransportation and sale by Lessor of LessorsRoyalty Gas for its own purposes underthe terms of this paragraph and if Lessor elects to take its Royalty Gas in kindLessor shall comply with all applicable governmental rules and ordinances includingany applicable city drilling and production ordinance and all environmentalprotection and pollution laws In the event Lessor should take its Royalty Gas in kindunder the terms of this paragraph Lessor shall take in kind and separately market allof its Royalty Gas but shall not be entitled to take more than its Royalty Gas andprior to Lessor taking its Royalty Gas in kind under the terms of this paragraphLessor and Lessee shall enter into a mutually acceptable and commercially reasonablegas balancing agreement which shall govern in the event deliveries of gas to Lessorare in excess or less than LessorsRoyalty Gas

b In the event gas including gas from oil wells is processed in any facility or plant inwhich Lessee or any subsidiary parent or affiliate of Lessee has directly orindirectly an ownership or operating interest then the value of such gas shall not beless than the combined values at the plant of all products extracted therefromincluding but not limited to condensate distillate natural gasoline methane ethanepropane butane pentane collectively products and the residue gas free of allcosts and losses associated with gathering processing and compression but subject toLessorsroyalty share of gas used as fuel or consumed due to such processing

c In the event gas including gas from oil wells is processed in any facility or plant inwhich neither Lessee nor any subsidiary parent or affiliate of Lessee has anoperating or ownership interest under an arrangement by which Lessee receives or

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retains a share of products extracted residue gas or other things of value then insuch event the value of such gas shall be equal to the combined values at the tailgateof the plant of all things of value received or retained by Lessee under sucharrangement

d Lessee represents and warrants that it has not heretofore entered into any contractwhich would commit or otherwise affect any oil or gas to be produced from theleased premises and agrees that it will not sell deliver or otherwise commit any suchproduction under any existing contract Lessee shall not directly or indirectly sell ordeliver any oil or gas produced hereunder to a parent subsidiary or affiliate of Lesseewithout the prior written approval by Lessor of the price and terms thereof providedthat Lessee may do so without Lessorsprior written approval if such sale is at a pricethat is not less than market value and the parent subsidiary or affiliate complies withall of the other terms of this Paragraph 4 and does not add charges or makedeductions affecting Lessorsroyalty or overriding royalties payable under this Lease

e Lessor shall bear the severance or production taxes levied against its royalty share ofall production hereunder and payment of royalties shall be made after deduction ofsuch taxes paid by Lessee thereon Subject to the foregoing all of the royaltiesstipulated herein shall be computed and paid or delivered to the point of first salewithout any deduction or charge on account of any cost or expense of operationexploration development production saving gathering storage treatment cleaningdehydration extraction separation recovery processing compressiontransportation marketing delivery or any other deduction or charge whatsoeverwhether of the same or different character unless agreed to in writing by LessorLessors royalty share will be paid without deduction of any marketing costsincluding but not limited to any marketing or other fees paid to or any discountaccruing to the benefit of any subsidiary parent or affiliate of Lessee It is the intentof the parties that the foregoing provisions of this Paragraph 6e are to be fullyeffective and enforceable and are not to be construed as surplusage under theprinciples set forth in Heritage Resources v NationsBank 939 SW2d 118 Tex1997 Lessors royalty share will be paid on any consideration paid to Lessee underany gas sales contract including but not limited to takeorpay payments andpayments received in connection with any gas contract termination or modification

f If at the end of the Primary Term or any time thereafter one or more wells on theLeased Premises or lands pooled therewith are capable of producing oil or gas inpaying quantities but such well or wells are either shutin or production therefrom isnot being sold by Lessee such well or wells will nevertheless be deemed to beproducing in paying quantities for the purpose of maintaining this Lease A well thathas been drilled but not fraced in the Barnett Shale Formation will be deemedcapable of producing in paying quantities If for a period of ninety 90 consecutivedays such well or wells are shutin or production therefrom is not being sold byLessee then for each such well Lessee will pay shutin royalty of twentyfive dollars2500 per acre then covered by this Lease on or before the end of said 90dayperiod and thereafter on or before each anniversary of the end of said 90day period

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while the well or wells are shutin or production therefrom is not being sold byLessee provided however that if this Lease is otherwise being maintained byoperations or if production is being sold by Lessee from another well or wells on theLeased Premises or lands pooled therewith no shutin royalty will be due until theend of the 90day period next following cessation of such operations or productionNotwithstanding anything to the contrary herein it is expressly understood andagreed that after the Primary Terms expiration Lessee will not have the right tocontinue this Lease in force by payment of shutin royalty for more than a singleperiod of up to two 2 consecutive years The Lesseesobligation to timely pay shutin royalty is a condition and not a covenant

g Lessee will pay or tender all royalty and shutin royalty payments under this Leasedirectly to Lessor

5 Dry Hole If Lessee drills a well which is incapable of producing in paying quantities aDry Hole on the Leased Premises or lands pooled therewith or if all production whether ornot in paying quantities permanently ceases from any cause including a revision of unitboundaries pursuant to the provisions of Section 7 or any governmental authoritysaction thenin the event this Lease is not otherwise being maintained in force it will nevertheless remain inforce if Lessee commences operations for reworking an existing well or for drilling an additionalwell or for otherwise obtaining or restoring production on the Leased Premises or lands pooledtherewith within ninety 90 days after completion of operations on such Dry Hole or withinninety 90 days after such cessation of all production If at the end of the Primary Term or atany time thereafter this Lease is not otherwise being maintained in force but Lessee is thenengaged in drilling reworking or any other operations reasonably calculated to obtain or restoreproduction therefrom this Lease will remain in force so long as any one or more of suchoperations are prosecuted with no cessation of more than thirty 30 consecutive days and if anysuch operations result in the production of oil or gas as long thereafter as there is production inpaying quantities from the Leased Premises or lands pooled therewith

6 Pooling Lessee will have the right but not the obligation to pool the Leased Premises exceptas set forth herein with other lands or interests as to any or all depths or zones and as to any orall substances covered by this Lease either before or after the commencement of productionwhenever Lessee deems it necessary or proper to do so in order to prudently develop or operatethe Leased Premises whether or not similar pooling authority exists with respect to such otherlands or interests provided however that with regards to the proposed Prologis Ingram BHor other units as set forth in the maps attached as Exhibit B Lessee agrees that in the event anyof the proposed units are developed even if modified from the current proposals then the entireLeased Premises covered by this Lease currently located within the boundaries of the proposedunits will be included in any unit created pursuant to the pooling authority granted herein Theunit formed by such pooling for an oil well which is not a horizontal completion will not exceedforty 40 acres plus a maximum acreage tolerance of ten percent 10 and for a gas well or ahorizontal completion will not exceed one hundred sixty 640 acres plus a maximum acreagetolerance of ten percent 10 provided that a larger unit may be formed for an oil well or gaswell or horizontal completion to conform to any well spacing or density pattern that may berequired by any governmental authority having jurisdiction to do so For the purpose of the

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foregoing the terms oil well and gas well will have the meanings prescribed by applicablelaw or the appropriate governmental authority In exercising its pooling rights hereunder withinninety 90 days of first production Lessee will file of record a written declaration describing theunit and stating the effective date of pooling which may be retroactive to first productionProduction drilling or reworking operations anywhere on a unit which includes the LeasedPremises will be treated as if it were production drilling or reworking operations on the LeasedPremises except that the production on which Lessors royalty is calculated will be thatproportion of the total unit production which the net acreage covered by this Lease and includedin the unit bears to the total gross acreage in the unit Pooling in one or more instances will notexhaust Lessees pooling rights hereunder and Lessee will have the recurring right but not theobligation to revise any unit formed hereunder by expansion or contraction or both either beforeor after commencement of production in order to conform to the well spacing or density patternprescribed or permitted by the governmental authority having jurisdiction or to conform to anyproductive acreage determination made by such governmental authority In making such arevision Lessee will file of record a written declaration describing the revised unit and statingthe effective date of revision The right to revise a unit size does not grant Lessee the right toremove any of the Leased Premises included in such unit and such right is specifically deniedThe proportion of unit production on which royalties are payable hereunder will thereafter beadjusted accordingly In the absence of production in paying quantities from a unit or uponpermanent cessation thereof Lessee may terminate the unit by filing of record a writtendeclaration describing the unit and stating the date of termination Pooling hereunder will notconstitute a cross conveyance of interests

7 Partial Interests If Lessor owns less than the full mineral estate in all or any part of theLeased Premises the royalties and shutin royalties payable hereunder for any well on any partof the Leased Premises or lands pooled therewith will be reduced to the proportion that Lessorsinterest in such part of the Leased Premises bears to the full mineral estate in such part of theLeased Premises

8 Assignment Lessor is granting rights to Lessee that Lessor would not grant to othersTherefore prior written approval of Lessor is required for any assignment of this Lease Suchapproval is not to be unreasonably withheld All assignments must require the assignee toassume all of the obligations imposed upon Lessee by this Lease No assignment will beeffective until a certified copy of the recorded document is furnished to Lessor

9 Release and Pugh Clause Lessee may at any time and from time to time deliver to Lessorin recordable form or file of record a written release of this Lease In any event upontermination of this Lease Lessee its successors or assigns will deliver to Lessor a recordablerelease of this Lease Upon the expiration of the LeasesPrimary Term upon the expiration ofany extension or renewal of the Primary Term or after cessation of operations as providedherein whichever occurs last this Lease will terminate as any acreage that has not been pooledinto a unit under Paragraph 6 and as to all lands and rights lying below one hundred feet 100below either 1 the deepest depth drilled in any well drilled on the Leased Premises or on landspooled therewith or 2 the stratigraphic equivalent of the base of the deepest formationproducing or capable of producing in any well drilled on the Leased Premises or on lands pooledtherewith whichever is the deepest provided however if Lessee is then engaged in operations

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on the Leased Premises or on lands pooled therewith this Lease will remain in full force andeffect as to all depths so long as no more than ninety 90 days elapse between operations

10 Waiver of Surface Use Notwithstanding anything to the contrary in this Lease Lessee willnot enter upon the surface of cross over place any structure or building upon or conduct anyoperations including but not limited to drilling roads drilling pads pipelines productionequipment flowlines and geophysicalseismic operations on the Leased Premises Lessee willonly develop the Leased Premises by pooling as provided herein or by directional or horizontaldrilling commenced from a surface location on other lands It is further agreed and understoodthat Lessee nor any affiliate subsidiary or any other company which Lessee owns operates orcontrols will have no right to install any pipelines on the Leased Premises or exercise the powerof eminent domain to condemn a portion of the Leased Premised for a pipeline easement

11 Regulatory Requirements and Force Maieure Lessees obligations under this Leasewhether express or implied will be subject to all applicable laws rules regulations and ordersof any governmental authority having jurisdiction including environmental regulations setbackrequirements restrictions on the drilling and production ofwells and the price of oil and gas Tothe extent any such laws rules regulations or orders are less restrictive than this Leasestermsthis Lease will control When drilling reworking production or other operations are preventedor delayed by such laws rules regulations or orders or by inability to obtain necessary permitsequipment services material water electricity fuel access or easements or by fire floodadverse weather conditions war sabotage rebellion insurrection riot strike or labor disputesor by inability to obtain a satisfactory market for production or failure of purchasers or carriers totake or transport such production or by any other cause not reasonably within Lessees controlthis Lease will not terminate because of such prevention or delay and at Lessees option theperiod of such prevention or delay will be added to the term hereof Lessee will not be liable forbreach of any express or implied covenants of this Lease when drilling production or otheroperations are so prevented delayed or interrupted except for Lessees obligations to payLessor money This paragraph is however in all things subject to the limitation of time duringwhich this Lease may be continued in force by the payment of shutin gas royalties

12 No Warranties Lessor makes no warranty of any kind with respect to title to the LeasedPremises By accepting this Lease Lessee acknowledges that it has been given full opportunityto investigate and has conducted sufficient investigation to satisfy itself as to the title of theLeased Premises and Lessee assumes all title failure risks

13 Notices All notices will be deemed given and reports and documents will be deemeddelivered if sent by certified letter return receipt requested properly addressed and deposited inthe United States Postal Service postage prepaid to Lessor and Lessee at the addresses shownfor each party Any party may designate a new address by proper notice to the other party orparties

14 AttorneysFees In the event that Lessor is required to employ legal counsel to enforce anyprovision of this Lease and prevails Lessor will be entitled to recover from Lessee reasonableattorneysfees and expenses incurred by Lessor

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15 Indemnity LESSEE AGREES TO INDEMNIFY AND HOLD HARMLESS LESSORAND LESSORS REPRESENTATIVES SUCCESSORS AND ASSIGNS AGAINST ALLEXPENSES CLAIMS DEMANDS LIABILITIES AND CAUSES OF ACTION OF ANYNATURE FOR NUISANCE FOR INJURY TO OR DEATH OF PERSONS AND FOR LOSSOR DAMAGE TO PROPERTY OR ANY OF THEM INCLUDING WITHOUT

LIMITATION ATTORNEY FEES EXPERT FEES AND COURT COSTS CAUSED BY ORRESULTING FROM LESSEES ACTIVITIES ON OR LESSEES MARKETING OF

PRODUCTION FROM THE LEASED PREMISES AND OR ANY VIOLATION OF ANY

ENVIRONMENTAL REQUIREMENTS BY LESSEE AS USED IN THIS PARAGRAPHTHE TERM LESSEE INCLUDES LESSEE ITS AGENTS EMPLOYEES SERVANTSCONTRACTORS INDEPENDENT CONTRACTORS AND ANY OTHER PERSON

ACTING UNDER ITS DIRECTION AND CONTROL LESSEES INDEMNITY

OBLIGATIONS SURVIVE THIS LEASES TERMINATION LESSEES OBLIGATIONS

UNDER THIS PARAGRAPH ARE IN NO MANNER LIMITED TO THE AMOUNT OF

INSURANCE FURNISHED PURSUANT TO OTHER PROVISIONS OF THIS LEASE

16 Dispute Resolution In the event of a dispute under this Lease the parties agree to attemptto resolve the dispute through good faith mediation to be held in Denton County Texas

17 To Leasing Permitted There will be no prohibition or limitation on top leasing

18 Implied Covenants Nothing in this Lease negates the usual implied covenants imposedupon Lessee under Texas oil and gas law

19 Right to Examine Lessor has the right to be present when wells or tanks are gauged andproduction metered and has the right to examine all run tickets and to have full information as toproduction and runs and to receive copies of all run tickets upon request Lessor has the right toinspect all Lessees records relating to this Lease the sale and marketing of production from theLease and the payment of royalties including the right to audit Lessees books insofar as theyrelate to the foregoing Lessor shall be limited to to once each lease year during normal businesshours in the event Lessor wishes to conduct an audit of Lesseesbooks

20 Binding Effect This Lease is binding upon and for the benefit of Lessor Lessee and theirrespective heirs personal representatives successors and assigns when fully signed andacknowledged by Lessor and Lessee and a copy delivered to Lessor

21 Lease Interpretation This Lease is entered into in the State of Texas and will be construed

interpreted and enforced in accordance with the laws of the State of Texas without reference tochoiceoflaw rules Should any of the provisions herein be determined to be invalid by a court

of competent jurisdiction it is agreed that this will not affect the enforceability of any otherprovision herein and that the parties will attempt in good faith to renegotiate that provision sodetermined to be invalid to effectuate the purpose of and to conform to the law regarding such

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provision The paragraph titles appearing in this Lease are for convenience only and will not bythemselves determine the construction of this Lease This Lease may be executed in one or more

counterparts each of which will be deemed an original but all of which will constitute one andthe same instrument Singular and plural terms as well as terms stated in the masculine

feminine or neuter gender will be read to include the others as the context requires toeffectuate the full purposes of this Lease

22 Insurance Lessee agrees that during the time any operations are being conducted on lands

pooled with Leased Premises Lessee will

i maintain in effect general liability insurance policies covering Lesseesoperations inan amount and with such coverages as are customary in the industry

ii Name Lessor as an additional insured on such policies as to the operations hereunderand

iii furnish Lessor certificates of insurance showing such insurance is in place

23 Amendments It is agreed that neither this Lease nor any terms or provisions hereof will bealtered amended extended or ratified by any division order or transfer order executed byLessor its successors agents or assigns but that any division orders or transfer orders will besolely for the purpose of confirming the extent of Lessors interest in production of oil and gasfrom the Leased Premises Any amendment alteration extension or ratification of this Lease orany term or provision of this Lease will be made by an instrument in writing clearly denominatedas to its purpose and effect describing the specific terms or provisions of the Lease affected andthe proposed change or modification thereof and executed by the party against whom suchamendment alteration extension or ratification is sought to be enforced and any purportedamendment alteration extension or ratification not so drafted and executed will be of no forceor effect

24 Favored Nations If at any time and from time to time subsequent to the date of this leaseLessee or an affiliate or subsidiary of Lessee shall acquire an oil and gas lease or interest thereincovering ten 10 acres or more any portion of which is located within onehalf12 mile of theLeased Premises or on lands owned by Denton County or the Lewisville Independent SchoolDistrict and located with in the City limits of the City of Lewisville that provides for a greaterroyalty inclusive of any overriding royalty production payment or other interest benefiting theowner of a mineral interest subject to such lease or with respect to which a higher per acrebonus was paid then Lessee shall notify Lessor of such fact within fifteen 15 days of suchacquisition Within thirty 30 days of such acquisition Lessee shall pay Lessor a sum equal tothe amount by which a bonus for the Leased Premises calculated using the higher per acreamount exceeds the bonus theretofore actually paid in connection with this lease Within thirty30 days of such acquisition the 25 royalty percentage set forth in this lease shall be increasedto such greater royalty retroactively to the effective date of such acquisition and Lessee shall payLessor all amounts due it in connection with the retroactive increase of such royalty If the

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Lessee fails to timely notify Lessor of the foregoing or having notified Lessor fails to payamounts due it pursuant to the provisions of this Section the effective date of the adjustment ofthe royalty shall be the date of this Lease

25 Miscellaneous Provisions

a In this Lease the term production and producing mean production and producing inpaying quantities

b In this Lease the term operations means operations for any of the following drillingtesting completing reworking recompleting deepening plugging back or repairing of awell in search of or in the endeavor to obtain production of oil and gas

c Lessee agrees to furnish to Lessor a copy of each title opinion or report obtained byLessee that covers all or any part of the Leased Premises and together with a copy of eachtitle curative document obtained by Lessee

IN WITNESS WHEREOF this Lease is executed to be effective as of the date first writtenabove but upon execution will be binding on each signatory and the signatorysheirs deviseesexecutors administrators successors and assigns whether or not this Lease has been executedby all parties hereinabove named as Lessor

Remainder of page intentionally left blank

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LESSEE

TITAN OPERATING LLC

1

By to GName William B Ford

Title Vice President Land

LESSOR

LEWISVILLE LOCAL GOVERNMENT

CORPORATION

1

7Name Dean Ueckert

Title President

STATE OF TEXAS

COUNTY OF DENTON

hJThis instrument was acknowledged before me on the day of i

2011 by William B Ford the Vice President Land of Titan Operating LLC on beh of saidlimited liability company

040eh LITTLE e CryDAVID EStateOtes

Texas 11

lNytso Notary Public State of TexasNI 4 os a 07 j

STATE OF TEXAS

COUNTY OF DENTON

This instrument was acknowledged before me on the Zvi day of May 20k byDean Ueckert the President of Lewisville

Local Government Corporation on behalf of said corporation

PATRICIAAPARRA Notary Public State of TexasMY COMMISSION EXPIRES

44December 28 2012

i

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EXHIBIT A

TRACT LEGAL DESCRIPTION

1 40056 acres of land more or less including any interest under adjacent roadways if anybeing out of the Burrell Hunter Survey A553 Denton County Texas being more particularly

described as Tracts A and B in that certain Warranty Deed dated May 13 1977 from Great

American PropertiesTexas Inc to the City of Lewisville Texas recorded in Volume 835 Page

486 Official Public Records of Denton County Texas

2 1969 acres of land more or less including any interest under adjacent roadways if anybeing out of the J Sutton Survey A1155 and the Eli Pickett Survey A1014 Denton CountyTexas being more particularly described as Lot 4 of Oakwood West an addition to the Cityof Lewisville according to the plat thereof recorded in Cabinet G Page 290 of the Official PlatRecords of Denton County Texas

3 1124 acres of land more or less including any interest under adjacent roadways if anybeing out of the Eli Pickett Survey A1014 Denton County Texas being more particularlydescribed as Lot 3 of Oakwood West an addition to the City of Lewisville according to the

plat thereof recorded in Cabinet G Page 290 of the Official Plat Records of Denton CountyTexas

4 0687 acres of land more or less including any interest under adjacent roadways if anybeing out of the Eli Pickett Survey A1014 Denton County Texas being more particularlydescribed as Lot 1 of Oakwood West an addition to the City of Lewisville according to the

plat thereof recorded in Cabinet G Page 290 of the Official Plat Records of Denton CountyTexas

5 24827 acres of land more or less including any interest under adjacent roadways if anybeing out of the Jesse Watkins Survey A1328 Denton County Texas being described in thatcertain Warranty Deed dated November 30 1977 from the Caroline Hunt Trust Estate to theCity of Lewisville Texas recorded in Volume 866 Page 313 Deed Records Denton County Texas

6 1000 acre of land more or less including any interest under adjacent roadways if anybeing out of the BBB CRR Survey A1457 Denton County Texas being described in thatcertain Special Warranty Deed dated January 27 1982 from L N Land Corp a Texas

corporation to the City of Lewisville recorded in Volume 1148 Page 967 Deed RecordsDenton County Texas

7 01608 acres of land more or less including any interest under adjacent roadways if anybeing more particularly described as Lot 9 Block A of Replat of Lots 1 12 of Block A Lots29 33 and 52 61 of Block B Lots 1 48 of Block C Lots 1 8 of Block D Lots 1 14 of

Block E of Lakewood North No 4 Addition an addition to the City of Lewisville according tothe plat thereof recorded in Volume 6 Page 4 of the Official Plat Records of Denton CountyTexas

8 1185 acres of land more or less including any interest under adjacent roadways if anybeing out of the H Turner Survey A1249 Denton County Texas being described in thatcertain Warranty Deed dated June 18 1984 from Alden E Wagner to the City of LewisvilleTexas recorded in Volume 1438 Page 854 Deed Records Denton County Texas

9 0378 acres of land more or less including any interest under adjacent roadways if any

being out of the J Sutton Survey A1155 Denton County Texas being described in thatcertain General Warranty Deed dated February 24 1972 from Raldon HousingCorporation Dallas a Texas corporation to the City of Lewisville Texas recorded inVolume 642 Page 724 Deed Records Denton County Texas

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EXHIBIT A CONTINUED

TRACT LEGAL DESCRIPTION

10 4036 acres of land more or less including any interest under adjacent roadways if anyout of the John H Hallford Survey A545 Denton County Texas being described in that certainWarranty Deed dated February 27 2003 from Jack R Bourn to the City of Lewisville recordedas Instrument 2003 30900 Official Public Records of Denton County Texas

11 14109 acres of land more or less including any interest under adjacent roadways if anyout of the V Sutton Survey A1152 Denton County Texas being more particularly described asTract 2 in that certain Special Warranty Deed dated September 13 1997 from RM and KMDevelopment Inc a Texas corporation to the City of Lewisville Texas recorded as Instrument1996 69569 Official Public Records Denton County Texas

12 0320 acres of land more or less including any interest under adjacent roadways if anybeing known as Lots 4 and 5 Block K of Lakewood North No 4 Third Section an addition to theCity of Lewisville according to the plat thereof recorded in Book A Page 140 of the OfficialPlat Records of Denton County Texas

13 0228 acres of land more or less including any interest under adjacent roadways if anybeing known as Lot 17 Block G of Timberbrook Addition an addition to the City of Lewisvilleaccording to the plat thereof recorded in Cabinet B Slide 110 of the Official Plat Records ofDenton County Texas

14 0203 acres of land more or less including any interest under adjacent roadways if anybeing known as Lot 16 Block G of Timberbrook Addition No 4 Phase B an addition to the Cityof Lewisville according to the plat thereof recorded in Cabinet B Slide 110 of the Official PlatRecords of Denton County Texas

15 0429 acres of land more or less including any interest under adjacent roadways if anybeing known as Lot 8 Block B of Timbercreek Acres an addition to the City of Lewisvilleaccording to the plat thereof recorded in Book 2 Page 215 of the Official Plat Records ofDenton County Texas

16 15350 acres of land more or less including any interest under adjacent roadways if anyout of the V Sutton Survey A1152 Denton County Texas being described in that certainSpecial Warranty Deed dated August 1 1992 from Flower Mound Farms Joint Venture No 2 aTexas joint venture to the City of Lewisville Texas recorded as Instrument 1993 60005 OfficialPublic Records Denton County Texas

17 2590 acres of land more or less including any interest under adjacent roadways if anybeing out of the Russell Craft Survey A255 and the John Wagner Survey A1399 DentonCounty Texas being more particularly described as Lot 2X Block A of Emmy Plaza Additionan addition to the City of Lewisville according to the plat thereof recorded in Cabinet VPage 191 of the Official Plat Records of Denton County Texas

18 10000 acres of land more or less including any interest under adjacent roadways if anybeing out of the NF Baker Survey A39 Denton County Texas being more particularlydescribed as Lot 4 Block A of Garden Valley Addition an addition to the City of Lewisvilleaccording to the plat thereof recorded in Cabinet E Page 235 of the Official Plat Records ofDenton County Texas

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TRACT LEGAL DESCRIPTION

19 2210 acres of land more or less including any interest under adjacent roadways if anybeing out of the NF Baker Survey A39 Denton County Texas being more particularlydescribed as Lot 1B Block A of Garden Valley Addition an addition to the City of Lewisvilleaccording to the plat thereof recorded in Cabinet E Page 235 of the Official Plat Records ofDenton County Texas

20 01933 acres of land more or less including any interest under adjacent roadways if any

being more particularly described as a portion of Lot 24 Block H of The Highlands Phase IIan addition to the City of Lewisville according to the plat thereof recorded in Volume 15 Page35 of the Official Plat Records of Denton County Texas and being described in that certain

Warranty Deed dated December 20 1996 from Gerald C Newman and wife Connie D Newmanto the City of Lewisville Texas recorded as Instrument 19971030 Official Public RecordsDenton County Texas

21 02940 acres of land more or less including any interest under adjacent roadways if anybeing more particularly described as Lot 3 Block H of The Highlands Phase II an additionto the City of Lewisville according to the plat thereof recorded in Volume 15 Page 35 of theOfficial Plat Records of Denton County Texas and being described in that certain SpecialWarranty Deed dated December 8 1994 from North Texas Savings and Loan Association to

the City of Lewisville Texas recorded as Instrument 1994 95229 Official Public RecordsDenton County Texas

22 03060 acres of land more or less including any interest under adjacent roadways if anybeing more particularly described as Lot 21 Block H of The Highlands Phase II an additionto the City of Lewisville according to the plat thereof recorded in Volume 15 Page 35 of theOfficial Plat Records of Denton County Texas and being described in that certain WarrantyDeed dated April 29 1996 from Bradley C Lanham and wife Tammy K Lanham to the City ofLewisville Texas recorded as Instrument 1994 95229 Official Public Records Denton CountyTexas

23 02960 acres of land more or less including any interest under adjacent roadways if any

being more particularly described as Lot 26 Block G of The Highlands Phase II an additionto the City of Lewisville according to the plat thereof recorded in Volume 15 Page 35 of theOfficial Plat Records of Denton County Texas and being described in that certain WarrantyDeed dated April 12 1996 from Frank W Seddio Sr and wife Christi Seddio to the City ofLewisville Texas recorded as Instrument 1996 25391 Official Public Records Denton CountyTexas