SURFACE LEASE Matagorda County, Texas
Exhibit 10.69
Matagorda
County, Texas
THIS
LEASE is made and entered into as of the 1st day of
August,
2007, but effective on January 1, 2007, by and between CENTURY ASSETS
CORPORATION, a Delaware corporation with an office in Houston, Texas (Lessor),
and CENTURY RESOURCES INC., a Delaware corporation with offices in Houston
Texas
(Lessee),
WITNESSETH:
1.
That
Lessor, in consideration of the rents, covenants and agreements as hereinafter
set forth, does by these presents Lease and let unto Lessee, for surface use
only, the following described property with all appurtenant Pipeline equipment
and facilities and all associated rights-of-way and other real property
interests, if any; situated in the Country of Matagorda, State of Texas,
to-wit:
Five
acres of land, more or less, situated north of Intracoastal Canal and east
of
▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇ ▇▇. ▇▇▇ out of the ▇.▇. ▇▇▇▇▇▇ 4764 acre tract in the Wm. ▇▇▇▇▇▇
League, Abstract No. 4, Matagorda County, Texas, and more particularly described
as follows:
BEGINNING
at the south corner of the hereinafter described 5-acre tract, said corner
and
point of beginning bears North 31° 04′ West, with the center line of ▇▇▇▇▇ ▇▇▇▇
▇▇▇▇ ▇▇. ▇▇▇, a distance of 2053.11 feet from the point of intersection of
the
center line of said road with the northwest right-of-way line of the
Intracoastal Canal;
THENCE,
at 50.00 feet from and parallel to the center line of said road, North 31° 04′
West 466.69 feet to a point for the west corner of said 5-acre
tract;
THENCE,
North 58° 56′ East 456.69 feet to a point for the north corner of said
5-acres;
THENCE,
South 31° 04′ East 466.69 feet to a point for the east corner of said
5-acres;
THENCE,
South 58° 56′ West 466.69 feet to the point of beginning and containing 5.00
acres of the land.
2.
Unless
sooner terminated by Lessor in the manner hereinafter provided, the term of
this
lease shall be for a period of one (1) year commencing on January 1, 2007 and
shall continue thereafter for successive periods of one (1) year each, until
terminated by either Lessor or Lessee, upon thirty (30) days prior written
notice.
3.
Lessee, in consideration of the leasing of the premises as above set forth,
covenants and agrees to pay Lessor, its successors or assigns, as rent for
the
same, the sum of Twelve Thousand Dollars ($12,000.00) annually, the first
payment to be made in advance at the time the Lease is executed by Lessee,
and
on January 1st
of each year thereafter during the term hereof. In the event Lessee
shall fail to pay said rental upon the first day of each succeeding yearly
period as herein provided, this Lease shall terminate in the manner hereinafter
set out.
4.
Lessee
shall have the right to terminate this Lease at the end of any calendar month
by
giving Lessor notice in writing thirty (30) day prior to the end of any such
calendar monthly period of its desire to terminate the same, addressed to Lessor
at the address set out below.
5.
Lessor
reserves the right to terminate this Lease as to any or all of the lands covered
hereby at any time it desires to do so by giving to Lessee notice, in writing,
of its desire to do so, addressed to Lessee at the address set out
below. This lease shall terminate within five (5) days after receipt
of such notice from Lessor, and Lessee covenants to peacefully vacate and
surrender the premises so terminated. Upon termination of the Lease at any
time
before the end of any period for which rent is herein provided, Lessor shall
return to Lessee any unearned portion of the rental money paid
hereunder.
6.
Lessee
shall place no additional improvements on the property without first obtaining
the prior written consent of Lessor. Lessee shall not cut any fences on the
premises or damage any improvements of Lessor now situated thereon, keeping
all
fences in good repair and maintained, keep the ditches and drains, if any,
in
proper condition and clean the same whenever necessary, and shall mow and
otherwise keep the property in a manner acceptable to Lessor. Failure
to do so will result in termination of the Lease.
7. Lessor
reserves full right of ingress and egress, with the right to go over and across
the premises herein leased to reach other lands belonging to Lessor, and to
have
access to said property at all times to the fullest extent, and Lessee does
hereby relieve Lessor from any and all responsibility and liability for loss,
damage or injury to any of Lessee’s property caused by or arising out of
Lessor’s use of the premises covered by this Lease. Lessee assumes
the entire responsibility and liability for any injury or damage to Lessor,
its
agents, servants or employees, third parties, or the premises, arising out
of
the use of the property by Lessee under this lease, and agrees to defend and
suit or action brought against Lessor or its agents and to pay all damages,
costs and expenses, including attorney’s fees, in connection therewith or
resulting therefrom.
8. Warranty
by Lessor. It is understood and agreed that Lessor’s lease of the
Property is made AS IS, WHERE IS, WITHOUT WARRANTY EXPRESSED OR IMPLIED AND
THAT
LESSEE WAIVES THE WARRANTY OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR
PURPOSE. This Lease is made only insofar as the Lessor has a legal
right to lease an interest in the rights-of-way over which any Pipeline ‘extends
under the terms and conditions of the right-of-way agreements
under which Lessor now holds. Lessor is not conveying any interest in
real property, including but not limited to, any fee or leasehold interest
in
the lands above, beneath, or adjacent to the Land, except and non-exclusive
license or right to occupy and use such lands pursuant to and in accordance
with
any Pipeline right of way agreements held by Lessor pertaining to operations
in
the ▇▇▇▇▇▇▇ South Field.
9.
Use, Operation, Maintenance, and Improvement of Leased Property by
Lessee.
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(a)
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Lessee
or its designee shall act as operator of the Property and Pipeline.
Operator shall perform its duties and obligations hereunder as an
independent contractor and as an independent contractor, shall be
solely
responsible for its employees and equipment. Neither Operator
nor its employees shall at any time represent to any third party
that
Operator or any of its employees is the agent, representative, employee
or
servant of Owner. Operator at its own expense, shall perform or
cause to be performed all routine work, including but not limited
to
operational, repair, improvement, maintenance, alteration, inspection,
testing, protection and other operations and activities with respect
to
the pipeline and facilities as are reasonably necessary to maintain
the
facilities in a “first-class operation condition” in accordance with rules
and regulations of the Railroad Commission of Texas. Operator
shall perform all such acts as may from time to time be necessary
or
advisable for the orderly, safe and efficient operation of facilities.
Lessee shall be responsible for costs associated with right-of-way,
pipeline integrity, repairs, or
taxes.
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(b)
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All
costs associated with the use, operation, maintenance, and improvements
of
the Leased Property and Pipeline by Lessee, including payment of
rent,
capital expenditures and operating costs, shall be borne by Lessee
during
the term of the Lease. Lessee shall bear all the cost of new
hook-ups, and appurtenances and equipment installation necessary
to use
the Pipeline for gathering of gas and hydrocarbons and operating
and
maintaining the Leased Property including new right-of-way costs
and these
aforementioned shall stay the property of
Lessee.
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(c)
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The
Leased Property and Pipeline shall be used for transportation of
gas or
gathering of hydrocarbons, and storage of
equipment.
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(d)
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Lessee
agrees to operate and maintain the Leased Property and Pipeline in
good
working order and in accordance with Lessee’s normal operating procedures,
and in substantial compliance with all applicable safety, regulatory
and
environmental regulations and laws. Lessee agrees to comply
with all laws, statues, ordinances and governmental rules, regulations
or
requirements now in force or which may hereafter be in force, relating
to,
or arising from the use of the Leased
Property and Pipeline. In addition, Lessee agrees to comply
with the terms and conditions of those of Lessor’s right-of-way
agreements, franchises, or other agreements that are directly related
to
Lessee’s obligations hereunder for the Leased Property and Pipeline. If
Lessee receives notice of the violation of any such law, statue,
ordinance, or governmental rule, regulation or requirement, it shall
promptly notify Lessor thereof. Likewise, in the event that Lessor
receives notice of the violation of any such law, statute, ordinance,
or
governmental rule, regulation or requirement, it shall promptly notify
Lessee thereof.
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(e)
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In
complying with the above-referenced laws and agreements, lessee agrees
to
conduct such tests, file such reports, and take any and all actions
necessary to be in compliance as stated in this Section. Lessee
also agrees to furnish to Lessor results of all tests and, at Lessor’s
request from time to time, other information, such as operating pressure
and inspection repots, pertaining to the use of the
Pipeline.
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(f)
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Lessee
shall, at its expense, operate the Leased Property and
Pipeline. So long as this Lease is in force, Lessee shall
monitor the Pipeline for any leaks and communicate to Lessor and
shall
repair all leaks and damages resulting there from or arising in any
way in
connection with the Pipeline. Lessee will provide and maintain
cathodic protection for the Pipeline. All additions,
replacements, and/or repairs shall conform to Lessor’s standards of
pipeline design and constructions. Lessee shall provide Lessor
prior advance notice of any planned additions to the Leased Property
or
Pipeline. Lessor shall have the right to review all design and
construction plans related to the Leased Property and the
Pipeline. Lessor’s review of said designs and construction
plans shall in no way relieve Lessee of any liability arising out
of any
additions. Lessee shall have the right to make emergency
repairs to the Leased Property and the Pipeline without the consent
of the
Lessor so long as such repairs conform to federal, state, and/or
local
regulations as well as good industry practice. In the event
Lessee makes such emergency repairs, Lessee agrees to notify Lessor
of
such repairs as soon as practical thereafter. Lessee shall be
responsible for all such costs to maintain, repair, and operate Leased
Property and Pipeline (such as payment of rent, mowing, and
others).
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(g)
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Lessee
shall place line markers or ensure that proper line markers are in
place
on the Pipeline
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(h)
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Lessor
shall have the right to physically inspect the Leased Property, at
Lessor’s sole expense, at any time.
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(i) Lessee
shall retain all written records pertaining to the operation of the Leases
Property for a minimum of two years.
10. Environmental
Responsibilities. Lessor shall remain responsible for all
liabilities associated with any leaks, spills, or discharges or hydrocarbons
or
other contaminants from the Leased Property which occur prior to the Lease
Commitment Date. Lessee shall be responsible for all liabilities
associated with any leaks, spills or discharges of hydrocarbons or other
contaminants from the Leased Premises which occur during the term of this
lease. If a spill, leak, or discharge of hydrocarbons or other
contaminants from the Leased Property should occur during the term of this
Lease, then the costs associated with the remediation of the site shall be
borne
by Lessee. Lessee shall promptly notify Lessor of any material spill,
leak or discharge of hydrocarbons from the leased Property during the term
of
this Lease.
11.
Indemnification by Lessee. LESSEE SHALL BE RESPONSIBLE FOR AND
SHALL RELEASE, DEFEND, INDEMNIFY AND HOLD LESSOR, ITS PARENT COMPANIES,
SUBSIDARIES, AFFILATES, AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES
AND
AGENTS, HARMLESS FROM AND AGAINST ANY AND ALL FINES, PENALTIES, ASSESSMENTS,
CLAIMS, DEMANDS, DAMAGES, COSTS, EXPENSES, LIABILITIES, SUITS OR ACTIONS OF
WHATSOEVER NATURE (INCLUDING ATTORNEY’S FEES) FOR THE VIOLATION OR ALLEGED
VIOLATION OF ANY STATUTES, LAWS, ORDINANCES, RULES OR REGULATIONS, AND FOR
LOSS
OR DAMAGE TO ANY PROPERTY (INCLUDING, WITHOUT LIMITATION, ENVIRONMENTAL
DAMAGES), ARISING OUT OF OR RESULTING FROM: (A) LESSEE’S USE, POSSESSION,
OPERATION, MAINTENANCE OR REPAIR OF THE LEASED PROPERTY DURING THE TERM OF
THIS
LEASE; (B) ANY COST FOR WHICH LESSEE IS RESPONSIBLE UNDER THIS LEASE; OR (C)
THE
NONPERFORMANCE OF ANY OBLIGATION OF LESSEE UNDER THIS LEASE, REGARDLESS OF
WHETHER IT IS CAUSED IN PART BY THE NEGLIGENT ACT OR OMISSION OF LESSOR OR
ANY
OF ITS OFFICERS, DIRECTORS, AGENTS AND EMPLOYEES. CONCERING ANY AND
ALL CLAIMS AGAINST LESSOR OR ANY OF ITS OFFICERS, DIRECTORS, AGENTS OR EMPLOYEES
BY ANY EMPLOYEE OF LESSEE, OR ANYONE DIRECTLY OR INDIRECTLY EMPLOYEED BY LESSEE,
OR ANYONE FOR WHOSE ACTS LESSEE MAY BE LIABLE, THE INDEMNIFICATION OBLIGATION
UNDER THIS PARAGRAPH SHALL NOT BE LIMITED IN ANY WAY BY ANY LIMITATIONS OF
THE
AMOUNT OR TYPE OF DAMAGES, COMPENSATION OR BENEFITS PAYABLE UNDER WORKERS’
COMPENSATION ACTS, DISABILITY BENEFIT ACTS OR OTHER EMPLOYEE BENEFIT
ACTS. LESSEE AGREES TO INDEMNIFY AND HOLD LESSOR HARMELESS FROM ANY
LOSSES ON ACCOUNT OF, RELATED TO OR ARISING FROM THE PRESENCE OF ANY
HAZARDOUS/TOXIC WASTE OR SUBSTANCE, KNOWN OR UNKNOWN, INTRODUCED BY LESSEE
IN OR
AROUND LESSOR’S PROPERTY. LESSEE AGREES AND ACKNOWLEDGES THAT LESSOR
SHALL BEAR NO LIABILITY FOR WORK PERFORMEND BY ANY SUBCONTRACTOR SECURED AT
LESSEE’S REQUEST OR FOR THE LESSEE’
BENEFIT AND FURTHER AGREES TO INDEMNIFY AND HOLD LESSOR HARMLESS FROM ANY
LIABILITY FOR ANY LOSSES (WHETHER CAUSED IN WHOLE OR IN PART BY LESSOR’S
NEGLIGENCE) CAUSED DIRECTLY OR INDIRECTLY BY SUCH SUBCONTRACTOR. THE
FOREGOING INDENMINITIES SET FORTH IN THIS AGREEMENT ARE INTENDED TO BE
ENFORCEABLE AGAINST THE PARTIES HERETO IN ACCORDANCE WITH THE EXPRESS NEGLIGENCE
RULE OR ANY SIMILAR DIRECTIVE THAT WOULD PROHIBIT OR OTHERWISE LIMIT INDEMNITIES
BECAUSE OF THE NEGLIGENCE (WHETHER CONCURRENT, ACTIVE OR PASSIVE) OR OTHER
FAULT
OR STRICT LIABILITY OF LESSOR.
IT
IS
AGREED WITH RESPECT TO ANY LEGAL LIMITATION NOW OR HEREAFTER IN EFFECT AND
AFFECTING THE VALIDITY OR ENFORCEMENT OF THE INDEMNIFICATION OBLIGATION UNDER
THE PRECEDING PARAGRAPH, SUCH LEGAL LIMITATIONS ARE MADE A PART OF THE
INDEMNIFICATION OBLIGATION AND SHALL OPERATE TO AMEND THE INDEMNIFICATION
OBLIGATION TO THE MINIMUM EXTENT NECESSARY TO BRING THE PROVISION INTO
CONFORMITY WITH THE REQUIREMENTS OF SUCH LIMITATIONS, AND AS SO MIDIFIED, THE
INDEMNIFICATION OBLIGATION SHALL CONTINUE IN FULL FORCE AND EFFECT.
12. LESSOR
AND LESSE EXPRESSLY AGREE THAT, TO THE EXTENT REQUIRED BY APPLICABLE LAW TO
BE
EFFECTIVE, THE INDEMNITIES CONTAINED HEREIN ARE “CONSPICUOUS.”
13.
Insurance. Lessee, at its sole expense, shall obtain and
maintain all insurance coverages necessary to fully indemnify Lessor, including
workers’ compensation, employers’ liability, comprehensive automobile liability
and contractual liability, naming Lessor as additional insured. Each of the
policies shall be endorsed to waive any rights of subrogation against Lessor,
its subsidiaries, parent and affiliated companies and their agents,
representatives, shareholders, officers, directors, and
employees. Each policy, except Worker’s Compensations, shall be
endorsed to name Lessor as an additional insured. Lessee agrees to
furnish Lessor with a Certificate of Insurance evidencing coverage, and shall
not materially change or cancel any coverage without providing thirty (30)
days
prior written notice to Lessor. All insurance policies required
herein shall be “per occurance” policies, and not “claims made”
policies. The insurance requirements herein shall be separate and
distinct from the indemnity obligations set forth herein.
14.
Waiver. Lessor’s
failure to insist on performance of any of the terms and conditions or to
exercise any of the rights or privileges contained herein, or Lessor’s waiver of
any breach hereunder, shall not thereafter waive any other terms, conditions
or
privileges contained herein or future breaches.
15.
Authority. Lessor
and Lessee each separately for itself warrants and represents that the
individual signing this Lease on behalf of Lessor and Lessee each separately
for itself has the authority to enter into this Lease on behalf of Lessor and
Lessee, and that upon execution this Lease shall be binding upon Lessor and
Lessee.
16.
Attorneys’ Fees And
Expenses. In the event Lessor prevails in the prosecution of
defense of any claims in litigation or arbitration between the parties hereto,
Lessee agrees to pay all attorneys’ fees, expert and consultant costs, and all
other reasonable and necessary expenses incurred by Lessor in such litigation
or
arbirartion.
17.
Force
Majeure. Except for the payment of any monies which may become
due hereunder and the obligation of indemnity and insurance by Lessee contained
herein, each party shall be absolved from the obligations under this Lease
when
and to the extent that performance is delayed or prevented by reason of acts
of
God, flood, explosion, war, riots, strikes, labor disputes, embargo, or
governmental laws, order or regulations, or other conditions beyond the
reasonable control of the affected party. The affected party shall,
however, exhibit its best efforts to avoid or remove the cause or causes of
its
nonperformance as expeditiously as possible.
18.
Environmental
Compliance.
Lessee further agrees that it shall be totally responsible for any and all
waste
and/pr hazardous substances introduced by Lessee and shall perform all clean-up
and removal of such substances. In the event Lessee does not perform such
clean-up and/or removal, Lessor may perform clean-up and removal of such
substances and Lessee shall reimburse Lessor for all cost and expenses thereof,
including attorney’s fees. LESSEE SHALL INDEMNIFY LESSOR FOR ALL LOSSES,
DAMAGES, CLAIMS, DEMANDS, COSTS, CHARGES, AND OTHER EXPENSES, INCLUDING
ATTORNEYS’ FEES, AS WELL AS EXPERTS AND CONSULTANT FEES, INCURRED BY LESSOR
RELATED TO SUCH CLEAN-UP AND/OR REMOVAL, EVEN IF THE LOSSES, DAMAGES, CLAIMS,
DEMANDS, COSTS, FEES, AND EXPENSES ARE CAUSED BY OR CONTRIBUTED TO BY THE
NEGLIGENCE OF LESSOR. The indemnities in this paragraph shall be in addition
to any other indemnity obligation between Lessor and Lessee, including any
other
indemnity obligation contained herein.
19.
Permits.
Lessor shall
procure and keep in effect at all times all permits and licenses required by
any
federal, state or local governments or regulatory agency in connection with
the
Property and the Pipeline and shall promptly produce evidence of same to Lessee
upon demand.
20.
Termination.
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(a)
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Upon
the expiration or termination of the Lease, the Lessee shall immediately
surrender possession of the Leased Premises in the same condition
as
received on the Lease Commencement date, reasonable wear and tear
accepted, and shall have no further right, title or interest in the
Property.
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(b)
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Within
thirty (30) days of the termination of the Lease, Lessee shall be
permitted, but not required, to remove all items of equipment added
to
the
Leased property by Lessee during the term of this Lease; except that
if
any such items of equipment of Lessee are not readily removable,
the
Lessee shall have the right to leaves such equipment on the Leased
property at the termination of this Lease and the items of equipment
so
remaining shall continue to be owned thereafter by the
Lessee. All items removed by Lessee shall be removed in a good,
workmanlike manner so as to leave the remaining Leased Property in
a safe
condition.
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(c)
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If
Lessee has borne all costs associated with new hook-ups, appurtenance
and
equipment installation, following the Lease Commencement Date, for
gathering of gas and hydrocarbons, at termination these assets title
or
interest shall remain the property of Lessee unless they are not
removed
within sixty (60) days of the termination of this
Lease.
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(d)
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In
the event the entire Property is appropriated or taken under the
power of
eminent domain by any authorized or public authority, this Lease
shall
terminate and expire as of the date of such taking. Lessee
expressly waives any right to participate in, or be entitled to any
part
of any condemnation award.
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(e)
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Upon
the termination of this lease, Lessee shall deliver to Lessor copies
of
any and all operating records associated with the Leased Property
which
are required to be maintained by applicable regulatory requirements
and
other operating records which are in Lessee’s
possession.
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21.
Notification of Claims; Cooperation. Each party shall promptly
notify the other party in writing of any claim involving the Leased Property
for
which the notifying party intends to hold the other party responsible under
the
provisions of this Lease. The parties hereto shall cooperate fully
with one another in connection with any matters covered by the indemnity
obligations under this Lease. Such cooperation shall include, without
limitation, providing the other party with reasonable access to files and
property and advance notification of any meetings of communications with any
third parties which could affect the rights car obligations of the other party
under this Lease.
22.
Liens.
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(a)
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Lessee
shall keep the Property free from any liens arising from any work
performed, materials furnished, or obligations incurred by or at
the
request of the Lessee. All persons either contracting with
Lessee or furnishing or rendering labor and materials to Lessee shall
be
notified in writing by Lessee that they must look only to Lessee
for
payment for any labor and labor and
materials.
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(b) Lessor
shall keep the Property free from an liens arising from any work performed,
materials furnished, or obligations incurred by or at the request of the
Lessor.
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(c)
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Lessee
shall not allow any lien of encumbrance to be places on the Leased
Property, or at any part thereof, by operation of law or
otherwise. If Lessee allows any such lien or encumbrance to be
placed on the Leased Property, or any part thereof, then Lessee shall
cause the same to be removed within sixty (60) days after receipt
of
written of notice from Lessor to do so; or, in the alternative, if
Lessee
fails or refuses to do so, Lessee shall indemnify and hold Lessor
harmless
from any and all claims, demands and causes of action resulting from
Lessee’s failure or refusal to remove such lien or
encumbrance.
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23.
Taxes.
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(a)
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Lessor
shall be responsible for and pay any and all ad valorem taxes assessed
against the Leased Property.
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24.
Default; Waiver. If Lessee should in the performance of any of
its obligations under this Lease, then Lessor may not terminate this Lease
except after giving Lessee thirty (30) days prior written notice, setting forth
the specific details of such default; PROVIDED HOWEVER, that if Lessee remedies
such default within such 30-day period, or initiates steps to remedy such
default within such 30-day period and diligently pursues such remedy until
completion, they this Lease shall not terminate. Any waiver by Lessor
of a default by Lessee in the performance of an provision of this Lease shall
apply only to the specific instance for which such waiver is given and shall
not
be deemed to be a waiver by Lessor of any other or subsequent default by Lessee
in the performance of the same or any other provision of this
Lease.
25.
Dispute Resolution. In the event of any material dispute,
material claim, material questions, or material disagreement arising out of
or
related to this Agreement or the breach of a material term thereof, the parties
shall use their best efforts to settle such disputes, claims, questions, or
disagreement. To this effect they shall consult and negotiate with
each other in good faith and, recognizing their mutual interest, attempt to
reach a just and equitable solution satisfactory to both parties. If
after a period of sixty (60) days, then upon notice by either party to the
other, disputes, claims, questions, or differences shall be finally settled
by
binding arbitration administered by the American Arbitration Association (or
another arbitration service jointly agreed upon) in accordance with the
provisions of its applicable rules. The arbitrators shall apply Texas
law without varying therefrom. The losing party shall promptly pay the winning
party all costs and reasonable attorneys’ fees incurred by the prevailing party
in such action.
26.
Miscellaneous.
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(a)
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This
Lease embodies the entire agreement between the parties. This Lease
may
not be modified or amended except in writing and executed by the
parties
hereto in the same manner as this Lease. If any provision of this
Lease is
held invalid, it shall be considered deleted from this Lease, and
shall
not invalidate the remaining provisions of this
Lease.
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(b)
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The
paragraph headings of this Lease are for convenience only and shall
not be
used in construing the meaning of any provisions of this
Lease.
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(c)
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(d)
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No
amendment of modification of this. Lease shall be binding or valid
unless
expressed in writing and executed by both Parties
hereto.
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(e)
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It
is expressly understood and agreed between the parties hereto that
Lessor
shall not be construed or held to be a partner or associate of Lessee
in
the conduct of its business, it being understood and agreed that
the
relationship between the Parties hereby is and shall at all times
remain
that of Lessor and Lessee.
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(f)
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This
Lease may be executed in one of more counterparts, each of which
shall be
deemed and original, and all of which taken together shall constitute
one
instrument.
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(g)
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Whenever
required by the context of this Lease, the singular includes the
plural,
and the masculine includes the feminine or the
neuter.
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(h)
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This
Lease is intended to be performed in accordance with, and only to
the
extent permitted by, all applicable laws, ordinances, rules and
regulations. If any provision of this Lease, or the application
thereof to any person or circumstance is for any reason or to any
extent
invalid or unenforceable, the remainder of this Lease and the application
of such provisions to the other persons or circumstances shall not
be
affected thereby, but rather is to be enforced to the greatest extent
permitted by law.
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27. All
notices provided for hereunder shall be mailed to Lessor or Lessee at the
following addresses, to-wit:
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For
Lessor:
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Century
Assets Corporation
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▇▇▇▇▇
▇▇▇▇▇▇ ▇▇▇▇▇ #▇▇▇▇
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▇▇▇▇▇▇▇,
▇▇ ▇▇▇▇▇
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TID#
133-487112
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Attention:
▇.▇. ▇▇▇▇▇▇▇▇▇
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For
Lessee:
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Century
Resources, Inc.
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▇▇▇▇
▇▇▇ ▇▇▇▇▇▇
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▇▇▇▇▇
▇▇▇
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▇▇▇▇▇▇▇,
▇▇ ▇▇▇▇▇
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IN
WITNESS WHEREOF, the parties hereto have duly executed this Lease, effective
as
the day and year first above written.
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LESSOR:
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LESSEE:
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Century
Assets Corporation
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Century
Resources Inc.
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By: /s/
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By: /s/
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Title: President
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Title: President
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THE
STATE
OF TEXAS:
COUNTY
OF
▇▇▇▇▇▇:
BEFORE
ME, the undersigned authority,
on this day personally appeared ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇, known to me to be the
person whose name is subscribed to the foregoing instrument as President of
CENTURY ASSETS CORPORATION, a Delaware corporation, and acknowledged to me
that
he executed the same for the proposes and consideration therein ex-pressed,
in
the capacity stated, and as the act and deed of said corporation.
GIVEN
UNDERMY HAND AND SEAL OF OFFICE,
this 2
day of
August, 2007.
/s/
▇▇▇▇▇▇ ▇▇▇▇▇▇
Notary Public in and for
Notary Public in and for
▇▇▇▇▇▇
County, Texas
THE
STATE
OF TEXAS:
COUNTY
OF
▇▇▇▇▇▇:
BEFORE
ME, the undersigned authority, on this day personally appeared ▇▇▇▇▇▇ ▇.
▇▇▇▇▇▇▇▇▇, known to me to be the person whose name is subscribed to the
foregoing instrument as President of CENTURY RESOURCES INC., a Delaware
corporation, and acknowledged to me that he executed the same for the proposes
and consideration therein ex-pressed, in the capacity stated, and as the act
and
deed of said corporation.
GIVEN
UNDERMY HAND AND SEAL OF OFFICE,
this 2 day of August, 2007.
/s/
▇▇▇▇▇▇ ▇▇▇▇▇▇
Notary
Public in and for
▇▇▇▇▇▇
County, Texas