[EXHIBIT 10v TO COLONIAL GAS COMPANY
FORM 10-K FOR YEAR ENDING 12/31/93]
9B101
SERVICE AGREEMENT
(APPLICABLE TO RATE SCHEDULE AFT-1)
This Agreement ("Agreement") is made and entered into this
1st day of June, 1993, by and between Algonquin Gas
Transmission Company, a Delaware Corporation (herein called
"Algonquin"), and Colonial Gas Company (herein called
"Customer" whether one or more persons).
In consideration of the premises and of the mutual covenants
herein contained, the parties do agree as follows:
ARTICLE I
SCOPE OF AGREEMENT
1.1 Subject to the terms, conditions and limitations hereof
and of Algonquin's Rate Schedule AFT-1, Algonquin
agrees to receive from or for the account of Customer
for transportation on a firm basis quantities of
natural gas tendered by Customer on any day at the
Point(s) of Receipt; provided, however, Customer shall
not tender without the prior consent of Algonquin, at
any Point of Receipt on any day a quantity of natural
gas in excess of the applicable Maximum Daily Receipt
Obligation for such Point of Receipt plus the
applicable Fuel Reimbursement Quantity; and provided
further that Customer shall not tender at all Point(s)
of Receipt on any day or in any year a cumulative
quantity of natural gas, without the prior consent of
Algonquin, in excess of the following quantities of
natural gas plus the applicable Fuel Reimbursement
Quantities:
Maximum Daily TransportationQuantity 3,000 MMBtu
Maximum Annual Transportation Quantity 700,000 MMBtu
1.2 Algonquin agrees to transport and deliver to or for the
account of Customer at the Point(s) of Delivery and
Customer agrees to accept or cause acceptance of
delivery of the quantity received by Algonquin on any
day, less the Fuel Reimbursement Quantities; provided,
however, Algonquin shall not be obligated to deliver at
any Point of Delivery on any day a quantity of natural
gas in excess of the applicable Maximum Daily Delivery
Obligation.
ARTICLE II
TERM OF AGREEMENT
2.1 This Agreement shall become effective as of the date
set forth hereinabove and shall continue in effect for
a term ending on and including October 31, 2012
("Primary Term") and shall remain in force from year to
year thereafter unless terminated by either party by
written notice one year or more prior to the end of the
Primary Term or any successive term thereafter.
Algonquin's right to cancel this Agreement upon the
expiration of the Primary Term hereof or any succeeding
term shall be subject to Customer's rights pursuant to
Sections 8 and 9 of the General Terms and Conditions.
2.2 This Agreement may be terminated at any time by
Algonquin 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 days after payment is
due; provided Algonquin gives ten days prior written
notice to Customer of such termination and provided
further such termination shall not be effective if,
prior to the date of termination, Customer either pays
such outstanding bill or furnishes a good and
sufficient surety bond guaranteeing payment to
Algonquin of such outstanding bill; provided that
Algonquin shall not be entitled to terminate service
pending the resolution of a disputed bill if Customer
complies with the billing dispute procedure currently
on file in Algonquin's tariff.
ARTICLE III
RATE SCHEDULE
3.1 Customer shall pay Algonquin for all services rendered
hereunder and for the availability of such service
under Algonquin's Rate Schedule AFT-1 as filed with the
Federal Energy Regulatory Commission and as the same
may be hereafter revised or changed. The rate to be
charged Customer for transportation hereunder shall not
be more than the maximum rate under Rate Schedule
AFT-1, nor less than the minimum rate under Rate
Schedule AFT-1.
3.2 This Agreement and all terms and provisions contained
or incorporated herein are subject to the provisions of
Algonquin's applicable rate schedules and of
Algonquin's General Terms and Conditions on file with
the Federal Energy Regulatory Commission, or other duly
constituted authorities having jurisdiction, and as the
same may be legally amended or superseded, which rate
schedules and General Terms and Conditions are by this
reference made a part hereof.
3.3 Customer agrees that Algonquin 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
Algonquin's Rate Schedule AFT-1, (b) Algonquin's Rate
Schedule AFT-1, pursuant to which service hereunder is
rendered or (c) any provision of the General Terms and
Conditions applicable to Rate Schedule AFT-1.
Algonquin agrees that Customer may protest or contest
the aforementioned filings, or may seek authorization
from duly constituted regulatory authorities for such
adjustment of Algonquin's existing FERC Gas Tariff as
may be found necessary to assure that the provisions in
(a), (b), or (c) above are just and reasonable.
ARTICLE IV
POINT(S) OF RECEIPT
Natural gas to be received by Algonquin for the account of
Customer hereunder shall be received at the outlet side of
the measuring station(s) at or near the Primary Point(s) of
Receipt set forth in Exhibit A of the service agreement,
with the Maximum Daily Receipt Obligation and the receipt
pressure obligation indicated for each such Primary Point of
Receipt. Natural gas to be received by Algonquin for the
account of Customer hereunder may also be received at the
outlet side of any other measuring station on the Algonquin
system, subject to reduction pursuant to Section 6.2 of Rate
Schedule AFT-1.
ARTICLE V
POINT(S) OF DELIVERY
Natural gas to be delivered by Algonquin for the account of
Customer hereunder shall be delivered on the outlet side of
the measuring station(s) at or near the Primary Point(s) of
Delivery set forth in Exhibit B of the service agreement,
with the Maximum Daily Delivery Obligation and the delivery
pressure obligation indicated for each such Primary Point of
Delivery. Natural gas to be delivered by Algonquin for the
account of Customer hereunder may also be delivered at the
outlet side of any other measuring station on the Algonquin
system, subject to reduction pursuant to Section 6.4 of Rate
Schedule AFT-1.
ARTICLE VI
ADDRESSES
Except as herein otherwise provided or as provided in the
General Terms and Conditions of Algonquin's FERC Gas Tariff,
any notice, request, demand, statement, bill or payment
provided for in this 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 first class mail to the post
office address of the parties hereto, as the case may be, as
follows:
(a) Algonquin: Algonquin Gas Transmission Company
1284 Soldiers Field Road
Boston, MA 02135
Attn: John J. Mullaney
Vice President, Marketing
(b) Customer: Colonial Gas Company
40 Market Street
P. O. Box 3064
Lowell, MA 0l853
Attn.: John P. Harrington
Vice President, Gas Supply
or such other address as either party shall designate by
formal written notice.
ARTICLE VII
INTERPRETATION
The interpretation and performance of the Agreement shall be
in accordance with the laws of the Commonwealth of
Massachusetts, excluding conflicts of law principles that
would require the application of the laws of a different
jurisdiction.
ARTICLE VIII
AGREEMENTS BEING SUPERSEDED
When this Agreement becomes effective, it shall supersede
the following agreements between the parties hereto, except
that in the case of conversions from former Rate Schedules
F-2 and F-3, the parties' obligations under Article II of
the service agreements pertaining to such rate schedules
shall continue in effect.
Service Agreement executed by Customer and Algonquin under
Rate Schedule STB dated November 1, 1984, to the extent it
provides for 3,000 MMBtu of Storage Demand.
IN WITNESS WHEREOF, the parties hereto have caused this
Agreement to be signed by their respective agents thereunto
duly authorized, the day and year first above written.
ALGONQUIN GAS TRANSMISSION COMPANY
By: /s/ John J. Mullaney
Title: Vice President, Marketing
COLONIAL GAS COMPANY
By: /s/ John P. Harrington
Title: Vice President, Gas Supply
Exhibit A
Point(s) of Receipt
Dated: June 1, 1993
To the service agreement under Rate Schedule AFT-1 between
Algonquin Gas Transmission Company (Algonquin) and Colonial
Gas Company (Customer) concerning Point(s) of Receipt
Primary Maximum Daily Maximum
Point of Receipt Obligation Receipt Pressure
Receipt (MMBtu) (Psig)
Lambertville, NJ 3,016 At any pressure
requested by Algonquin
not in excess
of 750 Psig.
Signed for Identification
Algonquin: /s/ John J. Mullaney
Customer: /s/ John P. Harrington
Exhibit B
Point(s) of Delivery
Dated: June 1, 1993
To the service agreement under Rate Schedule AFT-1 between
Algonquin Gas Transmission Company (Algonquin) and Colonial
Gas Company (Customer)
concerning Point(s) of Delivery
Primary Maximum Daily Minimum
Point of Delivery Obligation Delivery Pressure
Delivery (MMBtu) (Psig)
On the outlet side
of the meter station
located at:
Bourne, MA 1,000 200
Sagamore, MA 2,000 200
Signed for Identification
Algonquin: /s/ John J. Mullaney
Customer: /s/ John P. Harrington
[END OF EXHIBIT 10v TO COLONIAL GAS COMPANY
FORM 10-K FOR YEAR ENDING 12/31/93]