SERVICE PACKAGE NO. 86
AMENDMENT NO. 1
GAS TRANSPORTATION AGREEMENT
(For Use Under FT-A Rate Schedule)
THIS AGREEMENT is made and entered into as of the 1st day of September,
1993, by and between TENNESSEE GAS PIPELINE COMPANY, a Delaware
Corporation, hereinafter referred to as "Transporter" and CONNECTICUT
NATURAL GAS CORP, a CONNECTICUT Corporation, hereinafter referred to as
"Shipper." Transporter and Shipper shall collectively be referred to
herein as the "Parties."
ARTICLE I
DEFINITIONS
1.1 TRANSPORTATION QUANTITY (TQ) - shall mean the maximum daily quantity
of gas which Transporter agrees to receive and transport on a firm
basis, subject to Article II herein, for the account of Shipper
hereunder on each day during each year during the term hereof, which
shall be 15,375 dekatherms. Any limitations of the quantities to be
received from each Point of Receipt and/or delivered to each Point of
Delivery shall be as specified on Exhibit "A" attached hereto.
1.2 EQUIVALENT QUANTITY - shall be as defined in Article I of the General
Terms and Conditions of Transporter's FERC Gas Tariff.
ARTICLE II
TRANSPORTATION
Transportation Service - Transporter agrees to accept and receive daily on
a firm basis, at the Point(s) of Receipt from Shipper or for Shipper's
account such quantity of gas as Shipper makes available up to the
Transportation Quantity, and to deliver to or for the account of Shipper to
the Point(s) of Delivery an Equivalent Quantity of gas.
ARTICLE III
POINT(S) OF RECEIPT AND DELIVERY
The Primary Point(s) of Receipt and Delivery shall be those points
specified on Exhibit "A" attached hereto.
ARTICLE IV
All facilities are in place to render the service provided for in this
Agreement.
ARTICLE V
QUALITY SPECIFICATIONS AND STANDARDS FOR MEASUREMENT
For all gas received, transported and delivered hereunder the Parties agree
to the Quality Specifications and Standards for Measurement as specified
in the General Terms and Conditions of Transporter's FERC Gas
-1-
SERVICE PACKAGE NO. 86
AMENDMENT NO. 1
Tariff Volume No. 1. To the extent that no new measurement facilities are
installed to provide service hereunder, measurement operations will
continue in the manner in which they have previously been handled. In the
event that such facilities are not operated by Transporter or a downstream
pipeline, then responsibility for operations shall be deemed to be
Shipper's.
ARTICLE VI
RATES AND CHARGES FOR GAS TRANSPORTATION
6.1 TRANSPORTATION RATES - Commencing upon the effective date hereof, the
rates, charges, and surcharges to be paid by Shipper to Transporter
for the transportation service provided herein shall be in accordance
with Transporter's Rate Schedule FT-A and the General Terms and
Conditions of Transporter's FERC Gas Tariff.
6.2 INCIDENTAL CHARGES - Shipper agrees to reimburse Transporter for any
filing or similar fees, which have not been previously paid for by
Shipper, which Transporter incurs in rendering service hereunder.
6.3 CHANGES IN RATES AND CHARGES - Shipper agrees that Transporter shall
have the unilateral right to file with the appropriate regulatory
authority and make effective changes in (a) the rates and charges
applicable to service pursuant to Transporter's Rate Schedule FT-A,
(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 VII
BILLINGS AND PAYMENTS
Transporter shall bill and Shipper shall pay all rates and charges in
accordance with Articles V and VI, respectively, of the General Terms and
Conditions of Transporter's FERC Gas Tariff.
ARTICLE VIII
GENERAL TERMS AND CONDITIONS
This Agreement shall be subject to the effective provisions of
Transporter's Rate Schedule FT-A and to the General Terms and Conditions
incorporated therein, as the same may be changed or superseded from time to
time in accordance with the rules and regulations of the FERC.
-2-
SERVICE PACKAGE NO. 86
AMENDMENT NO. 1
ARTICLE IX
REGULATION
9.1 This Agreement shall be subject to all applicable and lawful
governmental statutes, orders, rules and regulations and is
contingent upon the receipt and continuation of all necessary
regulatory approvals or authorizations upon terms acceptable to
Transporter. This Agreement shall be void and of no force and effect
if any necessary regulatory approval is not so obtained or continued.
All Parties hereto shall cooperate to obtain or continue all
necessary approvals or authorizations, but no Party shall be liable
to any other Party for failure to obtain or continue such approvals
or authorizations.
9.2 The transportation service described herein shall be provided subject
to Subpart G, Part 284, of the FERC Regulations.
ARTICLE X
RESPONSIBILITY DURING TRANSPORTATION
Except as herein specified, the responsibility for gas during
transportation shall be as stated in the General Terms and Conditions of
Transporter's FERC Gas Tariff Volume No. 1.
ARTICLE XI
WARRANTIES
11.1 In addition to the warranties set forth in Article IX of the General
Terms and Conditions of Transporter's FERC Gas Tariff, Shipper
warrants the following:
(a) Shipper warrants that all upstream and downstream
transportation arrangements are in place, or will be in place
as of the requested effective date of service, and that it has
advised the upstream and downstream transporters of the receipt
and delivery points under this Agreement and any quantity
limitations for each point as specified on Exhibit "A"
attached hereto. Shipper agrees to indemnify and hold
Transporter harmless for refusal to transport gas hereunder in
the event any upstream or downstream transporter fails to
receive or deliver gas as contemplated by this Agreement.
(b) Shipper agrees to indemnify and hold Transporter harmless from
all suits, actions, debts, accounts, damages, costs, losses and
expenses (including reasonable attorneys fees) arising from or
out of breach of any warranty by Shipper herein.
11.2 Transporter shall not be obligated to provide or continue service
hereunder in the event of any breach of warranty.
-3-
SERVICE PACKAGE NO. 86
AMENDMENT NO. 1
ARTICLE XII
TERM
12.1 This Agreement shall be effective as of the 1st day of September,
1993, and shall remain in force and effect until the 31st day of
March, 2005, ("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 Term 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.
Notwithstanding the above, Shipper retains the right to terminate
this Agreement anytime after March 31, 1995 should the rates for such
service be determined on an "incremental" basis as was the case prior
to February 1, 1992. To the extent pregranted abandonment
authorization under the FERC's regulations applies, Tennessee shall
seek abandonment authorization from the FERC prior to exercising its
unilateral right to terminate the agreement following the expiration
of the primary term.
12.2 Any portions of this Agreement necessary to resolve or cash-out
imbalances under this Agreement as required by the General Terms and
Conditions of Transporter's FERC Gas Tariff Volume No. 1, shall
survive the other parts of this Agreement until such time as such
balancing has been accomplished; provided, however, that Transporter
notifies Shipper of such imbalance no later than twelve months after
the termination of this Agreement.
12.3 This Agreement will terminate automatically upon written notice from
Transporter in the event Shipper fails to pay all of the amount of
any bill for service rendered by Transporter hereunder in accord with
the terms and conditions of Article VI of the General Terms and
Conditions of Transporter's FERC Tariff.
ARTICLE XIII
NOTICE
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:
TRANSPORTER: TENNESSEE GAS PIPELINE COMPANY
P.O. BOX 2511
HOUSTON, TX 77252-2511
ATTENTION: TRANSPORTATION MARKETING
-4-
SERVICE PACKAGE NO. 86
AMENDMENT NO. 1
SHIPPER:
NOTICES: CONNECTICUT NATURAL GAS CORP
100 COLUMBUS BLVD
P. O. BOX 1500
HARTFORD, CT 06144
ATTENTION: JOHN P. RUDIAK
BILLING: CONNECTICUT NATURAL GAS CORP
100 COLUMBUS BLVD
HARTFORD, CT 06144
ATTENTION: JULIA A. SCHIAVI
or to such other address as either Party shall designate by formal written
notice to the other.
ARTICLE XIV
ASSIGNMENTS
14.1 Either Party may assign or pledge this Agreement and all rights and
obligations hereunder under the provisions of any mortgage, deed of
trust, indenture, or other instrument which it has executed or may
execute hereafter as security for indebtedness. Either Party may,
without relieving itself of its obligation under this Agreement,
assign any of its rights hereunder to a company with which it is
affiliated. Otherwise, Shipper shall not assign this Agreement or
any of its rights hereunder, except in accord with Article III,
Section 11 of the General Terms and Conditions of Transporter's FERC
Gas Tariff.
14.2 Any person which shall succeed by purchase, merger, or consolidation
to the properties, substantially as an entirety, of either Party
hereto shall be entitled to the rights and shall be subject to the
obligations of its predecessor in interest under this Agreement.
ARTICLE XV
MISCELLANEOUS
15.1 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 the doctrines governing choice of law.
15.2 If any provisions of this Agreement is declared null and void, or
voidable, by a 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.
15.3 Unless otherwise expressly provided in this Agreement or
Transporter's Gas 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(R) 2 System and Shipper has been notified through
TENN-SPEED 2 of Transporter's agreement to such change.
-5-
SERVICE PACKAGE NO. 86
AMENDMENT NO. 1
15.4 Exhibit "A" attached hereto is incorporated herein by reference and
made a part hereof for all purposes.
IN WITNESS WHEREOF, the Parties hereto have caused this Agreement to be
duly executed as of the date first hereinabove written.
TENNESSEE GAS PIPELINE COMPANY
BY: L. C. Kaestner
---------------------------
Agent and Attorney-in-Fact
CONNECTICUT NATURAL GAS CORPORATION
BY: Edna M. Karanian
---------------------------
TITLE: Assistant Vice President
-------------------------
DATE: March 15, 1996
--------------------------
-11-
GAS TRANSPORTATION AGREEMENT
(For Use Under FT-A Rate Schedule)
EXHIBIT "A"
AMENDMENT #1 TO GAS TRANSPORTATION AGREEMENT
DATED September 1, 1993
BETWEEN
TENNESSEE GAS PIPELINE COMPANY
AND
CONNECTICUT NATURAL GAS CORPORATION
CONNECTICUT NATURAL GAS CORPORATION
EFFECTIVE DATE OF AMENDMENT: September 1, 1993
RATE SCHEDULE: FT-A
SERVICE PACKAGE: 86
SERVICE PACKAGE TQ: 15,375 Dth
METER METER NAME INTERCONNECT PARTY NAME COUNTY ST ZONE R/D LEG METER-TQ BILLABLE-TQ MINIMUM MAXIMUM
PRESSURE PRESSURE
-----------------------------------------------------------------------------------------------------------------------------
020527 NATIONAL-ROSELAKE NATIONAL FUEL GAS SUPPLY POTTER PA 04 R 300 15,375 15,375 1,200 LBS
070012 CNG-ELLISBURG WITHDRAWAL CNG TRANSMISSION CORP POTTER PA 04 R 300 15,375 15,375 1,200 LBS
Total Receipt TQ: 15,375 15,375
020205 CONNECTICUT-BLOOMFIELD CONN CONNECTICUT NATURAL GAS CORPHARTFORD CT 06 D 300 15,375 15,375 100 LBS
020217 CONNECTICUT-PUTNAM LAKE CONNCONNECTICUT NATURAL GAS CORPFAIRFIELDCT 06 D 300 10,260 10,260 100 LBS
020453 CONNECTICUT-NORTH BLOOMFIELDCONNECTICUT NATURAL GAS CORPHARTFORD CT 06 D 300 10,260 10,260 100 LBS
NUMBER OF RECEIPT POINTS AFFECTED: 1
NUMBER OF DELIVERY POINTS AFFECTED: 3
<FN>
Note: Exhibit "A" is a reflection of the contract and all amendments as of the
amendment effective date.