[EXHIBIT 10z TO COLONIAL GAS COMPANY
FORM 10-K FOR THE YEAR ENDED 12/31/93]
Contract #: 331700
SERVICE AGREEMENT
FOR RATE SCHEDULE FTS-7
This Service Agreement, made and entered into this 1st day
of June, 1993, by and between TEXAS EASTERN TRANSMISSION
CORPORATION, a Delaware Corporation (herein called "Pipeline")
and COLONIAL GAS COMPANY herein called "Customer", whether one or
more),
W I T N E S S E T H:
WHEREAS, the Federal Energy Regulatory Commission required
Pipeline to restructure Pipeline's services to reflect compliance
with Order Nos. 636, 636-A, and 636-B (collectively hereinafter
referred to as "Order No. 636"); and
WHEREAS, by order issued January 13, 1993 (62 FERC P61,015)
and order issued April 22, 1993 (63 FERC P61,100), the Federal
Energy Regulatory Commission accepted Pipeline's revised tariff
sheets filed in compliance with Order No. 636 to become effective
June 1, 1993, subject to certain conditions set forth in the
April 22, 1993 order; and
WHEREAS, Algonquin Gas Transmission Company ("Algonquin")
made its final Order No. 636 service elections on May 3, 1993
pursuant to the April 22, 1993 order and Pipeline filed revised
tariff sheets to become effective June 1, 1993 in compliance with
the April 22, 1993 order; and
WHEREAS, Customer is also a customer of Algonquin; and
WHEREAS, Algonquin, in compliance with Order No. 636 and
Federal Energy Regulatory Commission orders issued in Docket No.
RS92-28, is assigning its firm service rights on Pipeline
directly to its customers; and
WHEREAS, Customer's service rights hereunder are part of
Algonquin's service rights being assigned to its customers; and
WHEREAS, Pipeline and Customer now desire to enter into this
Service Agreement to reflect the assignment of Algonquin's
service rights 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 and
of Pipeline's Rate Schedule FTS-7, and of the General Terms and
Conditions, transportation service hereunder will be firm.
Subject to the terms, conditions and limitations hereof and of
Pipeline's Rate Schedule FTS-7, Pipeline agrees to deliver for
Customer's account quantities of natural gas up to Customer's
MDQ. Customer's MDQ is as follows:
Maximum Daily Quantity (MDQ) 3,016 dth
Pipeline shall receive for Customer's account, at the
Customer Point(s), for transportation hereunder daily quantities
of gas up to Customer's MDQ, plus Applicable Shrinkage. Pipeline
shall transport and deliver for Customer's account, at the CNG
Point(s), such daily quantities tendered up to such Customer's
MDQ.
Pipeline shall receive for Customer's account, at the CNG
Point(s), for transportation hereunder daily quantities of gas up
to Customer's MDQ, plus Applicable Shrinkage. Pipeline shall
transport and deliver for Customer's account, at the Customer
Point(s), such daily quantities tendered up to such Customer's
MDQ.
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, as specified in the executed service agreement.
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 applicable
MDQ, as specified in the executed service agreement.
ARTICLE II
TERM OF AGREEMENT
This Service Agreement shall become effective on June 1,
1993, and shall continue in force and effect until April 15, 2000
and from year to year thereafter unless terminated by either
party upon twenty-four months' prior written notice. 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, 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. Notwithstanding the
foregoing, service shall not be terminated unless and until
Pipeline has received abandonment authority pursuant to Section 7
of the Natural Gas Act. Customer shall have the right to oppose
Pipeline's application to the Federal Energy Regulatory
Commission, or any successor agency, for such abandonment
authority. For the 120 days following termination of this
Service Agreement, Pipeline shall utilize its best efforts to
provide Customer with such additional interruptible
transportation service, to be provided pursuant to Rate Schedule
IT-1 or successor of Rate Schedule IT-1, as is necessary for
Customer to withdraw and receive delivery of all gas remaining in
storage pursuant to CNG's Rate Schedule GSS.
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 FTS-7 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 FTS-7 as filed with the Federal Energy Regulatory
Commission and as the same may be hereafter revised or changed.
Pipeline shall have the right from time to time, by the
filing of a revised rate schedule, to increase or decrease the
rates, to change the form of the applicable rate schedule and to
take such other and further action with respect thereto without
further consent by Customer and such changes in rates and other
changes shall become the Rate Schedule and Terms and Conditions
under which the gas shall be transported hereunder. Customer
shall have the right to oppose any of the foregoing and to
request reduction in rates to the extent that Customer is legally
permitted to do so under the Natural Gas Act.
ARTICLE IV
CUSTOMER POINT(S) AND CNG POINT(S)
Natural gas to be received by Pipeline for Customer's
account for service hereunder shall be received on the outlet
side of the measuring station at or near the following designated
Customer Point(s) or CNG Point(s), and natural gas to be
delivered by Pipeline for Customer's account hereunder shall be
delivered at the outlet side of the measuring stations at or near
the following designated CNG Point(s) or Customer Point(s), in
accordance with the Maximum Daily Receipt Obligation (MDRO) plus
Applicable Shrinkage, Maximum Daily Delivery Obligation (MDDO),
receipt and delivery pressure obligations and measurement
responsibilities indicated below for each:
Maximum Measurement
Daily Pressure Responsi-
Customer Point Obligation Obligation bilities
1. In Hunterdon 3016 dth As requested by Pipeline
County, NJ, and Customer not to
designated by exceed 750 psig
Pipeline as
Measuring
Station 70087
2. In Morris 3016 dth As requested by Pipeline
County, NJ, and Customer not to
designated by exceed 750 psig
Pipeline as
Measuring
Station 71078
3. AGT - Colonial 0 N/A N/A
Gas Company for
nomination
purposes only
79821
Maximum Measurement
Daily Pressure Responsi-
CNG Point Obligation Obligation bilities
1. In Westmoreland 3016 dth At such pressure Pipeline
County, PA, and necessary to enter
designated by Pipeline's
Pipeline as facilities not to
Measuring exceed the Maximum
Station 75082 Allowable Operating
Pressure
2. In Clinton 0 dth At such pressure CNG Transmission
County, PA, and necessary to enter
designated by Pipeline's
Pipeline as facilities not to
Measuring exceed the Maximum
Station 75931 Allowable Operating
Pressure
provided, however, receipt of gas by Pipeline for Customer's
account at Customer Point(s) shall be accomplished solely by the
displacement of gas quantities otherwise deliverable to Customer
by Pipeline pursuant to other contractual arrangements between
Pipeline and Customer, and which quantities shall be billed by
Pipeline and paid by Customer as if such deliveries in fact
occurred pursuant to the relevant contractual arrangements;
further provided, however, that until changed by a subsequent
Agreement between Pipeline and Customer, Pipeline's aggregate
maximum daily delivery obligations at each of the Customer Points
described above, including Pipeline's maximum daily delivery
obligations under this and all other firm Service Agreements
existing between Pipeline and Customer, shall in no event exceed
the following:
Customer Aggregate Maximum
Point Daily Delivery Obligation
No. 1 21,318 dth
No. 2 9,418 dth
and provided further that Pipeline shall have no obligation to
deliver natural gas designated as MDQ at any Customer Point other
than that listed below:
Customer Point
Measuring Station 70087, Hunterdon County, New Jersey
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.
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 con
sidered 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: COLONIAL GAS COMPANY
P. O. BOX 3064
40 Market Street
Lowell, MA 01853
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.
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
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 respec
tive 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 Diane T. Tom
Vice President
ATTEST: Robert W. Reed, Secretary
COLONIAL GAS COMPANY
By John P. Harrington
Vice President, Gas Supply
ATTEST: Phyllis G. Semenchuck
[END OF EXHIBIT 10z TO COLONIAL GAS COMPANY
FORM 10-K FOR THE YEAR ENDED 12/31/93]