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SERVICE AGREEMENT
(Firm Redelivery Transportation under Rate Schedule TF-2)
THIS AGREEMENT is entered into this 12th day of January, 1994, by and
between NORTHWEST PIPELINE CORPORATION, hereinafter referred to as
"Transporter", and CASCADE NATURAL GAS CORPORATION, hereinafter referred to
as "Shipper".
RECITALS:
A. Shipper is a local distribution company for natural gas.
B. Shipper owns certain supplies of natural gas which it desires
Transporter to transport for Shipper's account pursuant to Section 284.223 of
the regulations of the Federal Energy Regulatory Commission ("FERC").
C. Shipper and Transporter are parties to that certain Storage Gas Service
Agreement (SGS-1) dated January 12, 1994.
D. Shipper and Transporter desire to enter into this Agreement to conform
to the provisions of the approved Joint Offer of Settlement in Docket No.
RP93-5-011 which unbundled the storage and redelivery transportation
services.
E. Shipper and Transporter desire to enter into this Agreement effective on
the date so designated by the FERC.
AGREEMENT:
NOW, THEREFORE, in consideration of the premises and mutual covenants
set forth herein, the parties agree as follows:
ARTICLE I - GAS DELIVERIES AND REDELIVERIES
1.1 Subject to the terms, conditions and limitations hereof,
Transporter agrees to receive from Shipper at the Receipt Point specified in
Exhibit "A" herein, transport and deliver to Shipper at the Delivery Point(s)
specified in Exhibit "B" herein, the following quantities of natural gas,
known as Transportation Contract Demand:
Up to 15,000 MMBtu's/day provided that Transporter's receipt of gas at
any receipt point for Shipper's account hereunder on any day shall not exceed
the Maximum Daily Quantity ("MDQ") set forth for such receipt point on
Exhibit "A" hereto, and provided that Transporter's daily obligation to
deliver gas to Shipper at any delivery point under this Transportation
Agreement shall not exceed the Maximum Daily Delivery Obligation ("MDDO") set
forth in Exhibit "B" of this Agreement.
1.2 The following quantity is Shipper's Annual Contract Quantity:
Up to 480,000 MMBtus
1.3 The following quantity is Shipper's Monthly Billing Quantity:
Up to 1,315 MMBtus
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1.4 Fuel gas shall be provided in-kind as specified in Rate Schedule
TF-2 and in the General Terms and Conditions of Transporter's FERC Gas
Tariff.
1.5 Such transportation shall be on a firm basis.
ARTICLE II - TRANSPORTATION RATES AND CHARGES
2.1 (a) Shipper agrees to pay Transporter for all natural gas
transportation service rendered under the terms of this Agreement
in accordance with Transporter's Rate Schedule TF-2 as filed with
the FERC, and as such rate schedule may be amended or superseded
from time to time.
(b) (Reserved for rate adjustments made pursuant to Section 3.4 of
Rate Schedule TF-2.)
ARTICLE III - GOVERNMENTAL REQUIREMENTS
3.1 Shipper shall reimburse Transporter for any and all filing fees to
be incurred by Transporter in seeking governmental authorization for the
initiation, extension or termination of service under this Agreement.
3.2 The transportation service contemplated herein shall be provided by
Transporter pursuant to Section 284.223 of the FERC's regulations.
3.3 Upon termination, this Agreement shall cease to have any force or
effect, save as to any unsatisfied obligations or liabilities of either party
arising hereunder prior to the date of such termination, or arising
thereafter as a result of such termination. Provided, however that this
provision shall not supersede any abandonment authorization which may be
required.
3.4 (Section 3.4 shall be applicable only for the transportation of
imported natural gas.) Shipper hereby acknowledges and agrees that either it
or its buyer or seller is the "importer of record" and it will comply with
all requirements for reporting and submitting payment of duties, fees, and
taxes to the United States or agencies thereof to be made on imported natural
gas and for making the declaration of entry pursuant to 19 CFR Section
141.19. Shipper agrees to indemnify and hold Transporter harmless from any
and all claims of damage or violation of any applicable laws, ordinances and
statutes which pertain to the importation of the gas transported hereunder
and which require reporting and/or filing of fees in connection with said
import.
ARTICLE IV - TERM
4.1 This Agreement becomes effective on the date so designated by the
FERC and shall remain in full force and effect until April 30, 1995.
ARTICLE V - WARRANTY OF ELIGIBILITY FOR TRANSPORTATION
5.1 Any shipper under this Rate Schedule warrants for itself, its
successors and assigns, that all gas delivered to Transporter for
transportation hereunder shall be eligible for transportation in interstate
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commerce under applicable rules, regulations or orders of the FERC. Shipper
will indemnify Transporter and save it harmless from all suits, actions,
damages, costs, losses, expenses (including reasonable attorney fees) and
regulatory proceedings, arising from breach of this warranty.
ARTICLE VI - NOTICES
6.1 Unless herein provided to the contrary, any notice called for in
this Agreement shall be in writing and shall be considered as having been
given if delivered personally, or by mail or telegraph with all postage and
charges prepaid to either Shipper or Transporter at the place designated.
Routine communications shall be considered as duly delivered when mailed by
ordinary mail. Normal operating instructions can be made by telephone.
Unless changed, the addresses of the parties are as follows:
NORTHWEST PIPELINE CORPORATION
P. O. Box 58900
Salt Lake City, Utah 84158-0900
Statements: Attention: Transmission Accounting
Payments: Attention: Treasury Services
Contractual Notices: Attention: Transportation and Contract
Administration
Other Notices: Attention: Nominations
Notices & Statements: CASCADE NATURAL GAS CORPORATION
222 Fairview Avenue North (98109)
P. O. Box 24464
Seattle, Washington 98124
ARTICLE VII - OTHER OPERATING PROVISIONS
7.1 Pursuant to Section 5.3 of the General Transportation Terms and
Conditions of Transporter's FERC Gas Tariff, Third Revised Volume No. 1,
Shipper shall make payments to Transporter hereunder by wire transfer or
check of immediately available funds by the due date set forth herein. If
such funds are wire transferred, the funds shall be wire transferred to the
First Interstate Bank of Utah located in Salt Lake City, Utah for
Transporter's account No. 02-00986-8.
ARTICLE VIII - ADJUSTMENTS TO GENERAL TERMS AND CONDITIONS
8.1 Certain of the General Transportation Terms and Conditions are to
be adjusted for the purpose of this Agreement, as specified below:
None.
ARTICLE IX - CANCELLATION OF PRIOR AGREEMENT(S)
9.1 When this Agreement takes effect, it supersedes, cancels and
terminates the following agreement(s):
None.
ARTICLE X - SUCCESSORS AND ASSIGNS
10.1 This Agreement shall be binding upon and inure to the benefit of
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the parties hereto and their respective successors and assigns. No
assignment or transfer by either party hereunder shall be made without
written approval of the other party. Such approval shall not be unreasonably
withheld. As between the parties hereto, such assignment shall become
effective on the first day of the month following written notice that such
assignment has been effectuated.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as
of the day and year first above set forth.
"SHIPPER" "TRANSPORTER"
CASCADE NATURAL GAS CORPORATION NORTHWEST PIPELINE CORPORATION
By: /s/ King Oberg By: /s/ Joe H. Fields
Name: King Oberg Joe H. Fields
Title: Vice President, Gas Supply Attorney-In-Fact
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EXHIBIT "A"
to the
SERVICE AGREEMENT
(Firm Redelivery Transportation under Rate Schedule TF-2)
Dated January 12, 1994
between
NORTHWEST PIPELINE CORPORATION
and
CASCADE NATURAL GAS CORPORATION
RECEIPT POINTS
Primary Maximum Daily
Receipt Points Quantity (MDQ) <F1>
Jackson Prairie Storage Facility 15,000
<FN>
- ------------------------
<F1> The total of the MDQ's must equal total transportation contract demand
as set forth in Section 1.1.
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EXHIBIT "B"
to the
SERVICE AGREEMENT
(Firm Redelivery Transportation under Rate Schedule TF-2)
Dated January 12, 1994
between
NORTHWEST PIPELINE CORPORATION
and
CASCADE NATURAL GAS CORPORATION
DELIVERY POINTS
Maximum Daily
Delivery Obligation
("MDDO")
for each Delivery
Primary Delivery Point Pressure
Delivery Points (MMBtu) (psig)
Aberdeen, et.al 4,000 375
Arlington 41 200
Bellingham, et.al 842 375
Mount Vernon 2,000 300
Oak Harbor 4,000 400
Sedro-Woolley, et.al 4,117 500
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