Contract #: 800423
SERVICE AGREEMENT
FOR RATE SCHEDULE CDS
This Service Agreement, made and entered into this 15th
day of November, 1996, by and between TEXAS EASTERN TRANSMISSION
CORPORATION, a Delaware Corporation (herein called "Pipeline") and
CONNECTICUT NATURAL GAS CORPORATION (herein called "Customer", whether
one or more),
W I T N E S S E T H:
WHEREAS, Customer is a customer of Algonquin Gas
Transmission Company ("Algonquin"); and
WHEREAS, Algonquin is a customer of Pipeline under certain
of Pipeline's rate schedules and related service agreements; and
WHEREAS, pursuant to the Federal Energy Regulatory
Commisssion's ("Commission") order issued on July 8, 1994, in Docket
Nos. RP93-14-000, et al., and 18 C.F.R. Section 284.242, Algonquin is
assigning on a permanent basis certain of its firm service
entitlements on Pipeline to certain of Algonquin's direct customers;
and
WHEREAS, Customer's capacity entitlements on Pipeline
pursuant to this Service Agreement are a result of Algonquin's
permanent assignment to Customer as described above; and
WHEREAS, Customer and Pipeline desire to enter into this
Service Agreement to reflect such permanent assignment from Algonquin
to Customer;
NOW, THEREFORE, in consideration of the premises and of
the mutual covenants and agreements herein contained, the parties do
covenant and agree as follows:
ARTICLE I
SCOPE OF AGREEMENT
Subject to the terms, conditions and limitations hereof,
of Pipeline's Rate Schedule CDS, and of the General Terms and
Conditions, transportation service hereunder will be firm. Subject to
the terms, conditions and limitations hereof and of Sections 2.3 and
2.4 of Pipeline's Rate Schedule CDS, Pipeline shall deliver to those
points on Pipeline's system as specified in Article IV herein or
available to Customer pursuant to Section 14 of the General Terms and
Conditions (hereinafter referred to as Point(s) of Delivery), for
Customer's account, as requested for any day, natural gas quantities
up to Customer's MDQ. Customer's MDQ is as follows:
Maximum Daily Quantity (MDQ) 644 dth
SERVICE AGREEMENT
FOR RATE SCHEDULE CDS
(Continued)
Subject to variances as may be permitted by Sections 2.4
of Rate Schedule CDS or the General Terms and Conditions, Customer
shall deliver to Pipeline and Pipeline shall receive, for Customer's
account, at those points on Pipeline's system as specified in Article
IV herein or available to Customer pursuant to Section 14 of the
General Terms and Conditions (hereinafter referred to as Point(s) of
Receipt) daily quantities of gas equal to the daily quantities
delivered to Customer pursuant to this Service Agreement up to
Customer's MDQ, plus Applicable Shrinkage as specified in the General
Terms and Conditions.
Pipeline shall not be obligated to, but may at its
discretion, receive at any Point of Receipt on any day a quantity of
gas in excess of the applicable Maximum Daily Receipt Obligation
(MDRO), plus Applicable Shrinkage, but shall not receive in the
aggregate at all Points of Receipt on any day a quantity of gas in
excess of the applicable MDQ, plus Applicable Shrinkage. Pipeline
shall not be obligated to, but may at its discretion, deliver at any
Point of Delivery on any day a quantity of gas in excess of the
applicable Maximum Daily Delivery Obligation (MDDO), but shall not
deliver in the aggregate at all Points of Delivery on any day a
quantity of gas in excess of the MDQ.
In addition to the MDQ and subject to the terms,
conditions and limitations hereof, Rate Schedule CDS and the General
Terms and Conditions, Pipeline shall deliver within the Access Area
under this and all other service agreements under Rate Schedules CDS,
FT-1, and/or SCT, quantities up to Customer's Operational Segment
Capacity Entitlements, excluding those Operational Segment Capacity
Entitlements scheduled to meet Customer's MDQ, for Customer's account,
as requested on any day.
ARTICLE II
TERM OF AGREEMENT
The term of this Service Agreement shall commence on
September 1, 1994 and shall continue in force and effect until
10/31/2012 and year to year thereafter unless this Service Agreement
is terminated as hereinafter provided. This Service Agreement may be
terminated by either Pipeline or Customer upon five (5) years prior
written notice to the other specifying a termination date of any year
occurring on or after the expiration of the primary term. Subject to
Section 22 of Pipeline's General Terms and Conditions and without
prejudice to such rights, this Service Agreement may be terminated at
any time by Pipeline in the event Customer fails to pay part or all of
the amount of any bill for service hereunder and such failure
continues for thirty (30) days after payment is due; provided,
Pipeline gives thirty (30) days prior written notice to Customer of
such termination and provided further such termination shall not be
effective if,
2
800423
SERVICE AGREEMENT
FOR RATE SCHEDULE CDS
(Continued)
prior to the date of termination, Customer either pays such
outstanding bill or furnishes a good and sufficient surety bond
guaranteeing payment to Pipeline of such outstanding bill.
THE TERMINATION OF THIS SERVICE AGREEMENT WITH A FIXED
CONTRACT TERM OR THE PROVISION OF A TERMINATION NOTICE BY CUSTOMER
TRIGGERS PREGRANTED ABANDONMENT UNDER SECTION 7 OF THE NATURAL GAS ACT
AS OF THE EFFECTIVE DATE OF THE TERMINATION. PROVISION OF A
TERMINATION NOTICE BY PIPELINE ALSO TRIGGERS CUSTOMER'S RIGHT OF FIRST
REFUSAL UNDER SECTION 3.13 OF THE GENERAL TERMS AND CONDITIONS ON THE
EFFECTIVE DATE OF THE TERMINATION.
Any portions of this Service Agreement necessary to
correct or cash-out imbalances under this Service Agreement as
required by the General Terms and Conditions of Pipeline's FERC Gas
Tariff, Volume No. 1, shall survive the other parts of this Service
Agreement until such time as such balancing has been accomplished.
ARTICLE III
RATE SCHEDULE
This Service Agreement in all respects shall be and remain
subject to the applicable provisions of Rate Schedule CDS and of the
General Terms and Conditions of Pipeline's FERC Gas Tariff on file
with the Federal Energy Regulatory Commission, all of which are by
this reference made a part hereof.
Customer shall pay Pipeline, for all services rendered
hereunder and for the availability of such service in the period
stated, the applicable prices established under Pipeline's Rate Sche-
dule CDS as filed with the Federal Energy Regulatory Commission, and
as same may hereafter be legally amended or superseded.
Customer agrees that Pipeline 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 Pipeline's Rate Schedule CDS, (b) Pipeline's Rate Schedule
CDS pursuant to which service hereunder is rendered or (c) any
provision of the General Terms and Conditions applicable to Rate Sche-
dule CDS. Notwithstanding the foregoing, Customer does not agree that
Pipeline shall have the unilateral right without the consent of
Customer subsequent to the execution of this Service Agreement and
Pipeline shall not have the right during the effectiveness of this
Service Agreement to make any filings pursuant to Section 4 of the
Natural Gas Act to change the MDQ specified in Article I, to change
the term of the agreement as specified in Article II, to change
Point(s) of
3
800423
SERVICE AGREEMENT
FOR RATE SCHEDULE CDS
(Continued)
Receipt specified in Article IV, to change the Point(s) of Delivery
specified in Article IV, or to change the firm character of the
service hereunder. Pipeline agrees that Customer may protest or
contest the aforementioned filings, and Customer does not waive any
rights it may have with respect to such filings.
ARTICLE IV
POINT(S) OF RECEIPT AND POINT(S) OF DELIVERY
The Point(s) of Receipt and Point(s) of Delivery at which
Pipeline shall receive and deliver gas, respectively, shall be
specified in Exhibit(s) A and B of the executed service agreement.
Customer's Zone Boundary Entry Quantity and Zone Boundary Exit
Quantity for each of Pipeline's zones shall be specified in Exhibit C
of the executed service agreement.
Exhibit(s) A, B and C are hereby incorporated as part of
this Service Agreement for all intents and purposes as if fully copied
and set forth herein at length.
ARTICLE V
QUALITY
All natural gas tendered to Pipeline for Customer's
account shall conform to the quality specifications set forth in
Section 5 of Pipeline's General Terms and Conditions. Customer agrees
that in the event Customer tenders for service hereunder and Pipeline
agrees to accept natural gas which does not comply with Pipeline's
quality specifications, as expressly provided for in Section 5 of
Pipeline's General Terms and Conditions, Customer shall pay all costs
associated with processing of such gas as necessary to comply with
such quality specifications. Customer shall execute or cause its
supplier to execute, if such supplier has retained processing rights
to the gas delivered to Customer, the appropriate agreements prior to
the commencement of service for the transportation and processing of
any liquefiable hydrocarbons and any PVR quantities associated with
the processing of gas received by Pipeline at the Point(s) of Receipt
under such Customer's service agreement. In addition, subject to the
execution of appropriate agreements, Pipeline is willing to transport
liquids associated with the gas produced and tendered for
transportation hereunder.
4
800423
SERVICE AGREEMENT
FOR RATE SCHEDULE CDS
(Continued)
ARTICLE VI
ADDRESSES
Except as herein otherwise provided or as provided in the
General Terms and Conditions of Pipeline's FERC Gas Tariff, any
notice, request, demand, statement, bill or payment provided for in
this Service Agreement, or any notice which any party may desire to
give to the other, shall be in writing and shall be considered as duly
delivered when mailed by registered, certified, or regular mail to the
post office address of the parties hereto, as the case may be, as
follows:
(a) Pipeline: TEXAS EASTERN TRANSMISSION CORPORATION
5400 Westheimer Court
Houston, TX 77056-5310
(b) Customer: CONNECTICUT NATURAL GAS CORPORATION
P.O. Box 1500
100 Columbus Boulevard
Hartford, CT 06144
or such other address as either party shall designate by formal
written notice.
ARTICLE VII
ASSIGNMENTS
Any Company which shall succeed by purchase, merger, or
consolidation to the properties, substantially as an entirety, of
Customer, or of Pipeline, 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 Service Agreement; and either Customer or Pipeline
may assign or pledge this Service Agreement under the provisions of
any mortgage, deed of trust, indenture, bank credit agreement,
assignment, receivable sale, or similar instrument which it has
executed or may execute hereafter; otherwise, neither Customer nor
Pipeline shall assign this Service Agreement or any of its rights
hereunder unless it first shall have obtained the consent thereto in
writing of the other; provided further, however, that neither Customer
nor Pipeline shall be released from its obligations hereunder without
the consent of the other. In addition, Customer may assign its rights
to capacity pursuant to Section 3.14 of the General Terms and
Conditions. To the extent Customer so desires, when it releases
capacity pursuant to Section 3.14 of the General Terms and Conditions,
Customer may require privity between Customer and the Replacement
Customer, as further provided in the applicable Capacity Release
Umbrella Agreement.
5
800423
SERVICE AGREEMENT
FOR RATE SCHEDULE CDS
(Continued)
ARTICLE VIII
INTERPRETATION
The interpretation and performance of this Service
Agreement shall be in accordance with the laws of the State of Texas
without recourse to the law governing conflict of laws.
This Service Agreement and the obligations of the parties
are subject to all present and future valid laws with respect to the
subject matter, State and Federal, and to all valid present and future
orders, rules, and regulations of duly constituted authorities having
jurisdiction.
ARTICLE IX
CANCELLATION OF PRIOR CONTRACT(S)
This Service Agreement supersedes and cancels, as of the
effective date of this Service Agreement, the contract(s) between the
parties hereto as described below:
None
6
800423
SERVICE AGREEMENT
FOR RATE SCHEDULE CDS
(Continued)
IN WITNESS WHEREOF, the parties hereto have caused this
Service Agreement to be signed by their respective Presidents, Vice
Presidents or other duly authorized agents and their respective
corporate seals to be hereto affixed and attested by their respective
Secretaries or Assistant Secretaries, the day and year first above
written.
TEXAS EASTERN TRANSMISSION
CORPORATION
By Robert B. Evans
----------------------------------
Vice President
ATTEST:
Robert W. Reed
-------------------------
CONNECTICUT NATURAL GAS CORPORATION
By Edna M. Karanian
----------------------------------
ATTEST:
R. L. Babcock
--------------------------
7 800423
Contract #: 800423
EXHIBIT A, TRANSPORTATION PATHS
FOR BILLING PURPOSES, DATED ,
TO THE SERVICE AGREEMENT UNDER RATE SCHEDULE CDS
BETWEEN TEXAS EASTERN TRANSMISSION CORPORATION ("Pipeline"), AND
CONNECTICUT NATURAL GAS CORPORATION ("Customer"),
DATED :
(1) Customer's firm Point(s) of Receipt:
Maximum Daily Receipt
Obligation (plus
Applicable
Point of Shrinkage) (dth) Measurement
Receipt Description ------------------Responsi-bilities Owner Operator
--------- ----------------------------- ----------- -------- ----------
None
(2) Customer shall have Pipeline's Master Receipt Point List
("MRPL"). Customer hereby agrees that Pipeline's MRPL as
revised and published by Pipeline from time to time is
incorporated herein by reference.
Customer hereby agrees to comply with the Receipt Pressure Obligation as
set forth in Section 6 of Pipeline's General Terms and Conditions at
such Point(s) of Receipt.
Transportation Transportation Path
Path Quantity (Dth/D)
-------------- --------------------
M1 to M3 644
SIGNED FOR IDENTIFICATION
PIPELINE: _________________________
CUSTOMER: __________________________
A-1 800423
Contract #: 800423
EXHIBIT A, TRANSPORTATION PATHS, Continued
CONNECTICUT NATURAL GAS CORPORATION
SUPERSEDES EXHIBIT A DATED: _________
A-2 800423
Contract #:800423
EXHIBIT B, POINT(S) OF DELIVERY, DATED ,
TO THE SERVICE AGREEMENT UNDER RATE SCHEDULE CDS
BETWEEN TEXAS EASTERN TRANSMISSION CORPORATION ("Pipeline"), AND
CONNECTICUT NATURAL GAS CORPORATION ("Customer"),
DATED :
Maximum Daily
Delivery Delivery Measurement
Point of Obligation Pressure Responsi-
Delivery Description ------------- Obligation bilities Owner Operator
--------- ----------- (dth) ---------- ------------ ------------ ----------
1.70087 ALGONQUIN - LAMBERTVILLE, NJ 644 AS REQUESTED TX EAST TRAN TX EAST TRAN ALGONQUIN
HUNTERDON CO. CO., NJ BY CUSTOMER,
NOT TO EXCEED
750 POUNDS PER
SQUARE INCH
GAUGE
2.71078 ALGONQUIN - HANOVER, NJ 644 AS REQUESTED TX EAST TRAN TX EAST TRAN ALGONQUIN
MORRIS CO. CO., NJ BY CUSTOMER,
NOT TO
EXCEED750
POUNDS PER
SQUARE INCH
GAUGE
3.79823 AGT-CONNECTICUT NATURAL FOR 0 N/A N/A N/A N/A
NOMINATION PURPOSES
4.79513 FSS-1 AND SS-1 STORAGE POINT 644 N/A N/A N/A N/A
04/01-10/31
644
11/01-03/31
provided, however, that until changed by a subsequent
Agreement between Pipeline and Customer, Pipeline's
aggregate maximum daily delivery obligations under this and
all other firm Service Agreements existing between Pipeline
and Customer, shall in no event exceed the following:
B-1 800423r1.cng
Contract #: 800423
EXHIBIT B, POINT(S) OF DELIVERY (Continued)
CONNECTICUT NATURAL GAS CORPORATION
Aggregate Maximum Daily
Point of Delivery Delivery Obligation (dth)
----------------- -------------------------
No. 1 54,617
No. 2 31,626
No. 4 9,506
SIGNED FOR IDENTIFICATION
PIPELINE:
CUSTOMER:
SUPERSEDES EXHIBIT B DATED
B-2 800423r1.cng
Contract #: 800423
EXHIBIT B, POINT(S) OF DELIVERY (Continued)
CONNECTICUT NATURAL GAS CORPORATION
Contract #:800423
EXHIBIT C, ZONE BOUNDARY ENTRY QUANTITY AND ZONE BOUNDARY EXIT QUANTITY,
DATED ____________________, TO THE SERVICE AGREEMENT UNDER RATE SCHEDULE
CDS
BETWEEN TEXAS EASTERN TRANSMISSION CORPORATION ("PIPELINE") AND
CONNECTICUT NATURAL GAS CORPORATION ("CUSTOMER"), DATED________________:
ZONE BOUNDARY ENTRY QUANTITY
Dth/D
To
--
FROM STX ETX WLA ELA M1-24 M1-30 M1-TXG M1-TGC M2-24 M2-30 M2-TXG M2-TGC M2 M3
STX 18
ETX 78 28
WLA 8 18
ELA 504
M1-24 78
M1-30 504
M1-TXG 36
M1-TGC 37
M2-24
M2-30
M2-TXG
M2-TGC
M2 644
M3
C-1
Contract #: 800423
EXHIBIT B, POINT(S) OF DELIVERY (Continued)
CONNECTICUT NATURAL GAS CORPORATION
Contract #:800423
EXHIBIT C (Continued)
CONNECTICUT NATURAL GAS CORPORATION
ZONE BOUNDARY EXIT QUANTITY
Dth/D
To
--
FROM STX ETX WLA ELA M1-24 M1-30 M1-TXG M1-TGC M2-24 M2-30 M2-TXG M2-TGC M2 M3
STX
ETX
WLA
ELA
M1-24 78
M1-30 504
M1-TXG 36
M1-TGC 37
M2-24
M2-30
M2-TXG
M2-TGC
M2 644
M3
SIGNED FOR IDENTIFICATION:
PIPELINE:
CUSTOMER:
SUPERCEDES EXHIBIT C DATED
C-2