Contract #: 800424
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) 851 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 800424
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 Schedule 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 Schedule 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 800424
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 and B 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 800424
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 800424
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 juris-
diction.
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 800424
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
-------------------------
Corporate Secretary
CONNECTICUT NATURAL GAS CORPORATION
By Edna M. Karanian
--------------------------------
ATTEST:
R. L. Babcock
-----------------------
7 800424
Contract #: 800424
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
Point of Applicable Measurement
Receipt Description Shrinkage) (dth) 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)
------------------- ---------------------
M3 to M3 851
SIGNED FOR IDENTIFICATION
PIPELINE: _________________________
CUSTOMER: __________________________
A-1 800424
Contract #: 800424
EXHIBIT A, TRANSPORTATION PATHS, Continued
CONNECTICUT NATURAL GAS CORPORATION
SUPERSEDES EXHIBIT A DATED: _________
A-2 800424
Contract #:800424
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 365 AS REQUESTED TX EAST TRAN TX EAST TRAN ALGONQUIN
HUNTERDON CO. CO., NJ BY CUSTOMER,
NOT TO EXCEED
750 POUNDS PER
SQUARE GAUGE
2.71078 ALGONQUIN - HANOVER, NJ 486 AS REQUESTED TX EAST TRAN TX EAST TRAN ALGONQUIN
MORRIS CO. CO., NJ BY CUSTOMER,
NOT TO
EXCEED750
POUNDS PER
SQUARE GAUGE
3.79823 AGT-CONNECTICUT NATURAL FOR 0 N/A N/A N/A N/A
NOMINATION PURPOSES
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 800424
Contract #: 800424
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
SIGNED FOR IDENTIFICATION
PIPELINE:
CUSTOMER:
SUPERSEDES EXHIBIT B DATED
B-2 800424