Exhibit 10uu
Service Package: 3947
Amendment: 1
GAS STORAGE CONTRACT
(For Use Under Rate Schedule FS)
This Contract is made as of the 1st day of December 1, 1994, by and between
TENNESSEE GAS PIPELINE COMPANY, a Delaware corporation herein called
"Transporter," and CHATTANOOGA GAS COMPANY, a private corporation of the
State of Tennessee, herein called "Shipper." Transporter and Shipper
collectively shall be referred to herein as the "Parties."
ARTICLE I - SCOPE OF AGREEMENT
Following the commencement of service hereunder, in accordance with the terms
of Transporter's Rate Schedule FS (Market Area), and of this Agreement,
Transporter shall receive for injection for Shipper's account a daily
quantity of gas up to Shipper's Maximum Injection Quantity of 5,682
dekatherms (Dth) and Maximum Storage Quantity (MSQ) of 852,286 (Dth) (on a
cumulative basis) and on demand shall withdraw from Shipper's storage account
and deliver to Shipper a daily quantity of gas up to Shipper's Maximum Daily
Withdrawal Quantity (MDWQ) of 7,741 Dth; provided however, that when
Shipper's storage balance is equal to or less than 30% of the MSQ but greater
than 20% of the MSQ, the Maximum Daily Withdrawal Quantity shall be 6,193
Dth; and provided further, that when Shipper's storage balance is less than
or equal to 20% of the MSQ, the Maximum Daily Withdrawal Quantity shall be
6,193 Dth. For demand charge purposes, the MDWQ for balances greater than
30% of the MSQ shall be used.
ARTICLE II - SERVICE POINT
The point or points at which the gas is to be tendered for delivery by
Transporter to Shipper under this Agreement shall be at the storage service
point at Transporter's Compressor Station 87-Portland.
ARTICLE III - PRICE
1. Shipper agrees to pay Transporter for all natural gas storage
service furnished to Shipper hereunder, including compensation
for system fuel and losses, at Transporter's legally effective
rate or at any effective superseding rate applicable to the type
of service specified herein. Transporter's present legally
effective rate for said service is contained in Transporter's
Tariff as filed with the Federal Energy Regulatory Commission.
2. Shipper agrees to reimburse Transporter for any filing or similar
fees, which have not been previously paid by Shipper, which
Transporter incurs in rendering service hereunder.
Service Package: 3947
Amendment: 1
3. Shipper agrees that Transporter shall have the unilateral right
to file with the appropriate regulatory authority and make
changes effective in (a) the rates and charges applicable to
service pursuant to Transporter's Rate Schedule FS, (b) the rate
schedule(s) pursuant to which service hereunder is rendered, or
(c) any provision of the General Terms and Conditions applicable
to those rate schedules. Transporter agrees that Shipper may
protest or contest the aforementioned filings, or may seek
authorization from duly constituted regulatory authorities for
such adjustment of Transporter's existing FERC Gas Tariff as may
be found necessary to assure Transporter just and reasonable
rates.
ARTICLE IV - INCORPORATION OF RATE SCHEDULE AND TARIFF PROVISIONS
This agreement shall be subject to the terms of Transporter's Rate
Schedule FS, as filed with the Federal Energy Regulatory Commission,
together with the General Terms and Conditions applicable thereto
(including any changes in said Rate Schedule or General Terms and
Conditions as may from time to time be filed and made effective by
Transporter).
ARTICLE V - TERM OF AGREEMENT
This Agreement shall be effective as of the December 1, 1994 and shall
remain in force and effect until November 1, 2000, ("Primary
Term") and on a month to month basis thereafter unless terminated by
either Party upon at least thirty (30) days prior written notice to
the other Party; provided, however, that if the Primary Term is one
year or more, then unless Shipper elects upon one year's prior
written notice to Transporter to request a lesser extension term,
the Agreement shall automatically extend upon the expiration of the
Primary Terms for a term of five years; and shall automatically
extend for successive five year terms thereafter unless Shipper
provides notice described above in advance of the expiration of a
succeeding term; provided further, if the FERC or other
governmental body having jurisdiction over the service rendered
pursuant to this Agreement authorizes abandonment of such service,
this Agreement shall terminate on the abandonment date permitted by
the FERC or such other governmental body.
This Agreement will terminate upon notice from Transporter in the
event Shipper fails to pay all of the amount of any bill for service
rendered by Transporter hereunder in accordance with the terms and
conditions of Article VI of the General Terms and Conditions of
Transporters Tariff.
ARTICLE VI - NOTICES
Except as otherwise provided in the General Terms and Conditions
applicable to this Agreement, any notice under this Agreement shall
be in writing and mailed to the post office address of the Party
intended to receive the same, as follows:
Service Package: 3947
Amendment: 1
TRANSPORTER: TENNESSEE GAS PIPELINE COMPANY
P. O. Box 2511
Houston, Texas 77252-2511
Attention: Transportation Services
SHIPPER:
NOTICES: CHATTANOOGA GAS COMPANY
6125 PRESERVATION DRIVE
CHATTANOOGA, TN 37416
Attention: Mr. K. A. Royse
BILLING: CHATTANOOGA GAS COMPANY
C/O ATLANTA GAS LIGHT COMPANY
303 PEACHTREE STREET, N.E
ATLANTA, GA 30308-3249
Attention: MS. LAURIE HENRY
or to such other address as either Party shall designate by formal
written notice to the other.
ARTICLE VII - ASSIGNMENT
Any company which shall succeed by purchase, merger or consolidation
to the properties, substantially as an entirety, of Transporter or
of Shipper, as the case may be, shall be entitled to the rights and
shall be subject to the obligations of its predecessor in title
under this Agreement. Otherwise no assignment of the Agreement or
any of the rights or obligations thereunder shall be made by
Shipper, except pursuant to the General Terms and Conditions of
Transporter's FERC Gas Tariff.
It is agreed, however, that the restrictions on assignment contained
in this article shall not in any way prevent either Party to the
Agreement from pledging or mortgaging its rights thereunder as
security for its indebtedness.
ARTICLE VIII - MISCELLANEOUS
8.1 The interpretation and performance of this Agreement shall be
in accordance with and controlled by the laws of the State of
Texas, without regard to doctrines governing choice of law.
8.2 If any provision of this Agreement is declared null and void,
or voidable, by court of competent jurisdiction, then that
provision will be considered severable at either Party's
option; and if the severability option is exercised, the
remaining provisions of the Agreement shall remain in full
force and effect.
Service Package: 3947
Amendment: 1
8.3 Unless otherwise expressly provided in this Agreement or
Transporter's Tariff, no modification of or supplement to the
terms and provisions stated in this Agreement shall be or
become effective, until Shipper has submitted a request for
change through the TENN-SPEED 2 System and Shipper has been
notified through TENN-SPEED 2 of Transporter's agreement to
such change.
8.4 Transporter and Shipper agree that this Agreement, as of the
date hereof, shall supersede and cancel the Gas Storage
Contract 3947 Amendment 0 dated November 1, 1993 between
the Parties hereto.
IN WITNESS WHEREOF, the Parties have caused this Agreement to be
duly executed by their authorized agents.
TENNESSEE GAS PIPELINE COMPANY
BY /s/ Lawrence G. Williams
LAWRENCE G. WILLIAMS
Agent and Attorney-in-Fact
CHATTANOOGA GAS COMPANY
BY /s/ K A Royse
Title President
Date 11/18/94
GAS STORAGE SERVICE AGREEMENT
EXHIBIT "A" TO FIRM GAS STORAGE SERVICE AGREEMENT
DATED DECEMBER 1, 1994
BETWEEN
TENNESSEE GAS PIPELINE COMPANY AND
CHATTANOOGA GAS COMPANY
SERVICE PACKAGE: 3947
AMENDMENT: 1
SERVICE PACKAGE MSQ: 852,286
MAXIMUM DAILY INJECTION QUANTITY: 5,682
MAXIMUM DAILY WITHDRAWAL QUANTITY (MDWQ): 7,741
STORAGE BALANCE STORAGE BALANCE MAXIMUM DAILY WITHDRAWAL
FROM DTH TO DTH QUANTITY DTH
Ratchet 0 from 255,687 Ratchet 0 to 852,286 Ratchet 0 7,741
Ratchet I from 170,458 Ratchet I to 255,686 Ratchet I 6,193
Ratchet II from 0 Ratchet II to 170,457 Ratchet II 6,193
SERVICE POINT: Compressor Station 87 - Portland
INJECTION METER: 060020
WITHDRAWAL METER: 070020
STORAGE STORAGE BALANCE BALANCE MDWQ\
METER METER NAME COUNTY ST ZONE I/W LEG FROM TO MDIQ
070020 TGP-Portland Sumner TN 01 W 100 Ratchet 0 Ratchet 0 Ratchet 0 7,741
Storage Withdrawal from 255,687 to 852,286
Ratchet I Ratchet I Ratchet I 6,193
from 170,458 to 255,686
Ratchet II Ratchet II Ratchet II 6,193
from 0 to 170,457
060020 TGP-Portland Sumner TN 01 I 100 5,682
Storage Injection