[EXHIBIT 10mm TO COLONIAL GAS COMPANY
FORM 10-K FOR YEAR ENDING 12/31/93]
CONTRACT NO.: 524
TENNESSEE GAS PIPELINE COMPANY
FERC GAS TARIFF
FIFTH REVISED VOLUME NO. 1 Original Sheet No. 526
GAS STORAGE CONTRACT
(For Use under Rate Schedule FS)
This Contract is made as of the 1st day of September 1993, by and between
TENNESSEE GAS PIPELINE COMPANY, a Delaware corporation herein called
"Transporter," and Colonial Gas Company a Massachusetts corporation, herein
called "Shipper." Transporter and Shipper collectively shall be referred
to herein as the "Parties."
ARTICLE I - SCOPE OF CONTRACT
Following the commencement of service hereunder, in accordance with the
terms of Transporter's Rate Schedule FS, and of this Agreement, Transporter
shall receive for injection for Shipper's account a quantity of gas up to
Shipper's Maximum Injection Quantity (on any day) and Maximum Storage
Quantity of 1,053,898 Dth (on a cumulative basis) and on demand shall
withdraw from Shipper's storage account and deliver to Shipper a daily
quantity of gas up to Shipper's Maximum Daily Withdrawal Quantity of 7,504
Dth.
ARTICLE II - SERVICE POINT
The point or points at which the gas is to be tendered for delivery by
Transporter to Shipper under this Contract shall be at the storage service
point at Tranporter's Compressor Station 313.
ARTICLE III - PRICE
1. Shipper agrees to pay Transporter for all natural gas storage service
furnished to Shipper hereunder, including compensation for system fuel
and losses, at Transporter's legally effective rate or at any effective
superseding rate applicable to the type of service specified herein.
Transporter's present legally effective rate for said service is
contained in Transporter's Rate Schedule FS as filed with the Federal
Energy Regulatory Commission.
2. Shipper agrees to reimburse Transporter for any filing or similar fees,
which have not been previously paid by Shipper, which Transporter incurs
in rendering service hereunder.
GAS STORAGE CONTRACT (continued)
(For Use under Rate Schedule FS)
3. Shipper agrees that Transporter 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
Transporter's Rate Schedule FS, (b) the rate schedule(s) pursuant to
which service hereunder is rendered, or (c) any provision of the General
Terms and Conditions applicable to those rate schedules. Transporter
agrees that Shipper may protest or contest the aforementioned filings,
or may seek authorization from duly constituted regulatory authorities
for such adjustment of Transporter's existing FERC Gas Tariff as may be
found necessary to assure Transporter just and reasonable rates.
ARTICLE IV - INCORPORATION OF RATE SCHEDULE AND TARIFF PROVISIONS
This Agreement shall be subject to the terms of Transporter's Rate Schedule
FS, as filed with the Federal Energy Regulatory Commission, together with
the General Terms and Conditions applicable thereto (including any changes
in said Rate Schedule or General Terms and Conditions as may from time to
time be filed and made effective by Transporter).
ARTICLE V - TERM OF CONTRACT
This Agreement shall be effective as of September 1, 1993 and shall remain
in force and effect until November 1, 2000 ("Primary Term") and on a
month to month basis thereafter unless terminated by either Party upon at
least thirty (30) days prior written notice to the other Party; provided,
however, that if the Primary Term is one year or more, then unless Shipper
elects upon one year's prior written notice to Tennessee to request a lesser
extension term, the Agreement shall automatically extend upon the expiration
of the primary term for a term of five years; and shall automatically extend
for successive five year terms thereafter unless Shipper provides notice
described above in advance of the expiration of a succeeding term; provided
further, if the FERC or other governmental body having jurisdiction over
the service rendered pursuant to this Agreement authorizes abandonment of
such service, this Agreement shall terminate on the abandonment date
permitted by the FERC or such other governmental body. Transporter shall
be required to seek specific abandonment authorization from the FERC prior
to terminating the Agreement pursuant to the preceding or pursuant to any
pregranted abandonment authorization that may be deemed to apply to this
Agreement.
GAS STORAGE CONTRACT (continued)
(For Use under Rate Schedule FS)
ARTICLE VI - NOTICES
Except as otherwise provided in the General Terms and Conditions applicable
to this Agreement, any notice under this Agreement shall be in writing and
mailed to the post office address of the Party intended to receive the same,
as follows:
TENNESSEE: Tennessee Gas Pipeline Company
P. O. Box 2511
Houston, Texas 77252-2511
Attention: Transportation Marketing
SHIPPER:
NOTICES: Colonial Gas Company
40 Market Street
Lowell, MA 01852
Attention: James M. Stephens
BILLING: Colonial Gas Company
40 Market Street
Lowell, MA 01852
Attention: Marty DeBruin
or to such other address as either Party shall designate by formal written
notice to the other.
ARTICLE VII - ASSIGNMENT
Any company which shall succeed by purchase, merger or consolidation to the
properties, substantially as an entirety, of Transporter or of Shipper, 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 contract. Otherwise no
assignment of the contract or any of the rights or obligations thereunder
shall be made by Shipper, except pursuant to the General Terms and
Conditions of Transporter's FERC Gas Tariff.
GAS STORAGE CONTRACT (continued)
(For Use under Rate Schedule FS)
It is agreed, however, that the restrictions on assignment contained in this
Article shall not in any way prevent either Party to the Contract from
pledging or mortgaging its rights therunder as security for its indebtness.
ARTICLE VIII - LAW OF CONTRACT
The interpretation and performance of this Contract shall be in accordance
with and controlled by the laws of the State of Texas, without regard to
doctrines governing choice of law.
ARTICLE IX - PRIOR AGREEMENTS CANCELLED
Transporter and Shipper agree that this Contract, as of the date hereof,
shall supersede and cancel the following contract(s) between the parties
hereto:
Contract for Storage Service Dated 7/1/92.
IN WITNESS WHEREOF, the Parties have caused this Agreement to be duly
executed by their authorized agents.
TENNESSEE GAS PIPELINE COMPANY
By___________________________
Agent and Attorney-in-fact
SHIPPER
By: John P. Harrington
Title: Vice President, Gas Supply
EXHIBIT "A"
TO GAS STORAGE AGREEMENT
DATED SEPTEMBER 01, 1993
RATE SCHEDULE FS
BETWEEN
TENNESSEE GAS PIPELINE COMPANY
AND
COLONIAL GAS COMPANY
CONTRACT: 524
CONTRACT MSQ: 1,053,898
MAXIMUM
DAILY
METER AMENDMENT ZONE W/I QUANTITY
- ----- --------- ---- --- --------
070018 0 04 WITHDRAWAL 7,504
060018 0 04 INJECTION 7,026
[END OF EXHIBIT 10mm TO COLONIAL GAS COMPANY
FORM 10-K FOR YEAR ENDING 12/31/93]