[EXHIBIT 10kk TO COLONIAL GAS COMPANY
FORM 10-K FOR YEAR ENDING 12/31/93]
9227
SERVICE AGREEMENT
(APPLICABLE TO RATE SCHEDULE AFT-2)
This Agreement ("Agreement"), made and entered into this
1st day August, 1993, by and between Algonquin Gas
Transmission Company, a Delaware Corporation (herein called
"Algonquin") and Colonial Gas Company, a Massachusetts
Corporation (herein called "Customer" whether one or more
persons).
WHEREAS, Algonquin and Customer entered into a Service
Agreement dated July 24, 1992 for service under Rate
Schedule AFT-2; and
WHEREAS, Algonquin applied for authority to institute new
service agreements under Rate Schedule AFT-2 as part of its
compliance filing under FERC Order No. 636 in Docket No.
RS92-28-000; and
WHEREAS, the Federal Energy Regulatory Commission
approved Algonquin's compliance filing in Docket No. RS92-28-
000 by orders dated February 11, 1993 and May 13, 1993; and
WHEREAS, Algonquin and Customer agree to execute a
superseding service agreement under Rate Schedule AFT-2 to
conform with the terms approved in the Commission's orders
in Docket No. RS92-28-000;
NOW, THEREFORE, 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-2, Algonquin agrees
to receive from or for the account of Customer for
transportation on a firm basis quantities of natural gas
tendered by Customer 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 Transportation Quantity 3,948 MMBtu
Maximum Annual Transportation Quantity 1,441,020 MMBtu
The above quantities are based on a Fuel Reimbursement
Percentage of 1.3%. Fuel Reimbursement will vary from
time to time. A decrease or increase in the daily Fuel
Reimbursement Quantity will result in an equal increase
or decrease, respectively, in the Maximum Daily
Transportation Quantity ("MDTQ") for all purposes other
than the computation of the Reservation Charge under
Section 3.2(a) of Rate Schedule AFT-2. Any such fuel-
related increase or decrease in MDTQ shall be reflected
proportionately in the Maximum Annual Transportation
Quantity.
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 twenty (20) years from November 1, 1993
("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
Section 8 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-2 as filed with the
Federal Energy Regulatory Commission and as the same may
be hereafter revised or changed.
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-2, (b) Algonquin's Rate Schedule AFT-2,
pursuant to which service hereunder is rendered or (c)
any provision of the General Terms and Conditions
applicable to Rate Schedule AFT-2. 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 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 Point of Receipt.
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 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 Point of Delivery.
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 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) 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 01853
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.
Service Agreement executed by Customer and Algonquin under
Rate Schedule AFT-2 dated July 24, 1992.
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: August 1, 1993
To the Service Agreement under Rate Schedule AFT-2 between
Algonquin Gas Transmission Company (Algonquin) and
Colonial Gas Company (Customer) Concerning Point(s) of Receipt
Maximum Daily Maximum
Point of Receipt Obligation Receipt
Pressure
Receipt (MMBtu) (Psig)
Mendon, MA 3,948 At any pressure
requested by
Algonquin not in
excess of 750
Psig.
Above quantities are based on a Fuel Reimbursement
Percentage of 1.3%. Fuel reimbursement will vary from time
to time. A decrease or increase in the Fuel Reimbursement
Quantity will result in an equal increase or decrease,
respectively, in the aggregate Maximum Daily Receipt
Obligation.
Signed for Identification
Algonquin: /s/ John J. Mullaney
Customer: /s/ John P. Harrington
Supersedes Exhibit A Dated ____________________________
9227
Exhibit B
Point(s) of Delivery
Dated: August 1, 1993
To the Service Agreement under Rate Schedule AFT-2 between
Algonquin Gas Transmission Company (Algonquin) and
Colonial Gas Company (Customer) Concerning Point(s) of Delivery
Maximum Daily Minimum
Point of Delivery Obligation Delivery
Pressure
Delivery (MMBtu) Psig)
Sagamore, MA 3,948 200
Bourne, MA 3,948 200
Algonquin's Maximum Daily Delivery Obligation for the
Sagamore and Bourne delivery points under this Agreement for
service under Rate Schedule AFT-2 shall not exceed a
combined daily total of 3,948 MMBtu.
Above quantities are based on a Fuel Reimbursement
Percentage of 1.3%. Fuel reimbursement will vary from time
to time. A decrease or increase in the Fuel Reimbursement
Quantity will result in an equal increase or decrease,
respectively, in the aggregate Maximum Daily Delivery
Obligation.
Signed for Identification
Algonquin: /s/ John J. Mullaney
Customer: /s/ John P. Harrington
Supersedes Exhibit B Dated ____________________________
[END OF EXHIBIT 10kk TO COLONIAL GAS COMPANY
FORM 10-K FOR YEAR ENDING 12/31/93]