Exhibit (10j.(6))
SERVICE AGREEMENT
RATE SCHEDULE FS
BETWEEN:
NOVA Gas Transmission Ltd., a body corporate having an
office in the City of Calgary, in the Province of
Alberta (hereinafter referred to as "Company")
-and-
Northwest Natural Gas Company, a body corporate having
an office in the City of Portland, in the State of
Oregon (hereinafter referred to as "Customer")
IN CONSIDERATION of the premises and the covenants and agreements
herein contained, the parties hereto covenant and agree as
follows:
1. Customer acknowledges receipt of a current copy of Company's
Gas Transportation Tariff (the "Tariff").
2. The terms used herein shall have the same meanings as are
ascribed to corresponding terms in the General Terms and
Conditions contained in the Tariff, unless otherwise defined
herein.
3. Customer hereby requests, and Company agrees to provide,
Service pursuant to Rate Schedule FS in accordance with the
attached Schedules of Service, such Service to commence on
the Billing Commencement Date and to terminate, subject to
the provisions hereof, on the Service Termination Date.
Company shall include on Customer's Index of Service for
Rate Schedule FS the Service to be provided hereunder and
Customer agrees to acknowledge such Index of Service from
time to time at Company's request.
4. Customer agrees to pay to Company each Billing Month, for
all Service rendered under this Service Agreement, an amount
equal to the aggregate charge for Service described in
paragraph 4.5 of Rate Schedule FS.
5. Customer shall:
(a) provide such assurances and information as Company may
reasonably require respecting any Service to be
provided pursuant to this Rate Schedule FS including,
without limiting the generality of the foregoing, an
assurance that necessary arrangements have been made
among Customer, producers of gas for Customer,
purchasers of gas from Customer and any other Person
relating to such Service, including all gas purchase,
gas sale, operating, processing and common stream
arrangements; and
(b) at Company's request provide Company with an assurance
that Customer has provided the Person operating
facilities upstream of any Receipt Point in respect of
which Customer has the right to receive Service with
all authorizations necessary to enable such Person to
provide Company with all data and information
reasonably requested by Company for the purpose of
allocating volumes of gas delivered to Company among
Company's Customers and to bind Customer in respect of
all such data and information provided.
If Customer fails to provide such assurances and information
forthwith following request by Company, from time to time,
Company may at its option, to be exercised by notice to
Customer, suspend the Service to which such assurances and
information relate until such time as Customer provides the
assurances and information requested, provided however that
any such suspension of Service shall not relieve Customer
from any obligation to pay any rate, toll, charge or other
amount payable to Company.
6. Customer acknowledges that the Facilities have been designed
to provide for the transportation of the aggregate gas
supply that is forecast to be received at Receipt Points on
the NOVA system, as described each year in NOVA's Annual
Plan, and that interruption and curtailment of Service may
occur if the aggregate gas supply actually received at such
Receipt Points is greater than forecast.
7. Every notice, request, demand, statement or bill provided
for in Rate Schedule FS, this Service Agreement and the
General Terms and Conditions, or any notice which either
Company or Customer may desire to give to the other, shall
be in writing and each of them and every payment provided
for shall be directed to the Person to whom given, made or
delivered at such Person's address as follows:
Customer:
Northwest Natural Gas Company
220 N.W. Second Avenue
Portland, Oregon
U.S.A.
97209
Attention: Mr. Randolph S. Friedman, Manager Gas
Supply
or
Attention: (as above)
Fax: (503) 721-2475
Company:
NOVA Gas Transmission Ltd.
P.O. Box 2535, Station "M"
801 Seventh Avenue S.W.
Calgary, Alberta
T2P 2N6
Attention: Vice President for Customer
Fax: (403) 290-6370
Any notice may be given by personal delivery or by mailing
the same, postage pre-paid, in an envelope properly
addressed to the Person to whom the notice is to be given
and shall be deemed to be given four (4) business days after
the mailing thereof, Saturdays, Sundays and statutory
holiday excepted. Any notice may also be given by pre-paid
telegram, fax, or other telecommunication addressed to the
Person to whom such notice is to be given at such Person's
address for notice as set forth above, and any notice so
given shall be deemed to have been given twenty-four (24)
hours after transmission of same, Saturdays, Sundays and
statutory holidays excepted. Any notice may also be given
by telephone followed immediately by letter, fax, telegram
or other telecommunication and any notice so given shall be
deemed to have been given as of the date and time of the
telephone notice. In the event of disruption of regular
mail every payment shall be personally delivered and every
notice, request, demand, statement or bill shall be given by
one of the alternative means set out herein.
8. The terms and conditions of Rate Schedule FS and the General
Terms and Conditions are by this reference incorporated into
and made a part of this Service Agreement. Notwithstanding
anything contained herein, the terms and conditions hereof
shall be subject to the terms and conditions contained in
Rate Schedule FS and the provisions of the General Terms and
Conditions.
IN WITNESS WHEREOF the parties hereto have executed this Service
Agreement by their proper signing officers duly authorized in
that behalf all as of the 20th day of January, 1995.
Northwest Natural Gas Company NOVA Gas Transmission Ltd.
Per: Per:
Dwayne L. Foley, Sr. VP
Per:
SCHEDULE OF SERVICE
RATE SCHEDULE FS
TRANSPORTATION SERVICES
ORIGINATED 3/11/94
SCHEDULE NO: 93-21379-0
CUSTOMER:
Northwest Natural Gas Company
220 N.W. Second Avenue
Portland, Oregon
U.S.A. 97209
PLANT LOCATION: n/a
PLANT CAPACITY: n/a 103m3/d
COMMON STREAM OPERATOR: n/a
RECEIPT STATION NAME: n/a
RECEIPT STATION NO: n/a
RECEIPT STATION LOCATION: n/a
MAXIMUM DAILY RECEIPT VOLUME: n/a 103m3/d
MAXIMUM RECEIPT PRESSURE: n/a kPa
DELIVERY STATION NAME: Alberta B.C. border
DELIVERY STATION NO: 2001
DELIVERY STATION LOCATION: NW 11-008-05 W5M
MAXIMUM DAILY DELIVERY VOLUME: 1611.8 103m3/d
MAXIMUM DELIVERY PRESSURE: n/a kPa
SURCHARGE: n/a
SERVICE TERMINATION DATE: This Schedule of Service shall
terminate and be of no further force or effect on the day that is
fifteen years from the Billing Commencement Date for the Service
described herein.
ADDITIONAL CONDITIONS: The terms and conditions in Appendix "A"
attached hereto are incorporated into and made part of this
Schedule of Service.
THIS SCHEDULE FORMS PART OF THE SERVICE AGREEMENT DATED November
1, 1993 AND SHALL BE DEEMED TO BE ATTACHED THERETO.
Northwest Natural Gas Company NOVA Corporation of Alberta
Per: Per:
Dwayne L. Foley, Sr. VP
Per: Legal Dept. approved to Per:
form as of March 18, 1994
by SKA
APPENDIX "A"
ADDITIONAL CONDITIONS TO SCHEDULES OF SERVICE
1. This Schedule becomes a binding obligation on Company only
upon and not prior to Company delivering notice to Customer
of the Billing Commencement Date for the Service described
herein.
2. Notwithstanding anything contained in any other agreement
between Customer and Company, Customer acknowledges and
agrees that this Schedule of Service becomes a binding
obligation on Company only upon and not prior to Company
delivering notice to Customer of the Billing Commencement
Date for the Service described herein. In addition, Company
has the right to cancel this Schedule upon final regulatory
approval of all NOVA and related downstream facilities
applications.
ex-10.6