Exhibit 10(k)
CONFIRMATION OF GAS PURCHASE AND SALES AGREEMENT DATED NOVEMBER 17, 2004
BETWEEN ATLAS RESOURCES, INC. ET. AL. AND FIRST ENERGY SOLUTIONS CORP. FOR THE
PERIOD FROM APRIL 1, 2006 THROUGH MARCH 31, 2007 PRODUCTION/CALENDAR PERIODS
- -------------------------------------------------------------------------------
To: Mike Brecko From: David Frederick
Co: Atlas America Co: FESC
Phone: (412)262-2830x126 Phone: (330)315-7367
Fax: (412)262-3927 Fax: (330)315-7250
Date: November 17, 2004 Pages: 3
- -------------------------------------------------------------------------------
CONFIRMATION OF GAS PURCHASE AND SALES AGREEMENT
Per our phone conversations this morning, this will confirm the following new
price trigger pursuant to the natural gas sale and purchase agreement between
Atlas Resources, Inc. et. al. as "Seller" and First Energy Solutions Corp. as
"Buyer":
PERIOD: April 1, 2006 through March 31, 2007 production/
calendar periods.
LOCATION 1: All Seller's production delivered to National Fuel
Gas Supply Corp. (NFGS) at PL00000015 and Measuring
Station PSP1129541 (approximately 400,000 dth/month).
PRICE 1: Priced each month at the monthly settlement value of
the underlying NYMEX natural gas futures contract at
expiration, plus $0.35, per Dth. (73093)
LOCATION 2: Delivered to East Ohio Gas Company (EOG) at the
Measuring Stations which are currently dedicated to
the pools and customers of FESC (approx. 290,000 mcf/
month).
PRICE 2: Priced each month at the monthly settlement value of
the underlying NYMEX natural gas futures contract at
expiration, plus $0.75, per Mcf. (73092)
LOCATION 3: Delivered to Peoples Natural Gas Company (PNG) at the
Measuring Stations which are currently dedicated to
the pools and customers of FESC (approx. 16,000 mcf/
month).
PRICE 3: Priced each month at the monthly settlement value of
the underlying NYMEX natural gas futures contract at
expiration, plus $0.68, per Mcf. (73099)
(continued)
- -------------------------------------------------------------------------------
The information contained in this facsimile message is privileged and
confidential, and is intended only for the individual(s) or entity named above
who have been specifically authorized to receive it. If the reader is not the
intended recipient, you are hereby notified that any dissemination,
distribution, or copying of this communication is strictly prohibited. If you
have received this communication in error please notify us immediately by
phone and return all pages to our corporate office at the address shown below.
Thank you.
- -------------------------------------------------------------------------------
November 17, 2004
PERIOD: April 1, 2006 through March 31, 2007 production/
calander periods
LOCATION 4: All Seller's production delivered to Columbia Gas
Transmission (TCO) at the Measuring Stations which
are currently dedicated to the pools and customers of
FESC (approximately 300 Dth/month)
PRICE 4: Priced each month at the monthly settlement value of
the underlying NYMEX natural gas futures contract at
expiration, plus $0.23, per Dth. (73101)
LOCATION 5: Delivered to National Fuel Gas Company (NFGD) at the
Measuring Stations which are currently dedicated to
the pools and customers of FESC (approx. 1500 mcf/
month).
PRICE 5: Priced each month at the monthly settlement value of
the underlying NYMEX natural gas futures contract at
expiration, plus $0.47, per Mcf. (73096)
LOCATION 6: Delivered to Tennessee Zone 4 (Tenn Z4) at the
Measuring Stations which are currently dedicated to
the pools and customers of FESC (approx. 180,000 Dth/
month).
PRICE 6: Priced each month at the monthly settlement value of
the underlying NYMEX natural gas futures contract at
expiration, plus $0.26, per Dth. (73100)
LOCATION 7: Delivered to Columbia Gas of Ohio (COH) at the
Measuring Stations which are currently dedicated to
the pools and customers of FESC (approx. 2,500 mcf/
month).
PRICE 7: Priced each month at the monthly settlement value of
the underlying NYMEX natural gas futures contract at
expiration, plus $0.70, per Mcf (73102)
(continued)
- -------------------------------------------------------------------------------
The information contained in this facsimile message is privileged and
confidential, and is intended only for the individual(s) or entity named above
who have been specifically authorized to receive it. If the reader is not the
intended recipient, you are hereby notified that any dissemination,
distribution, or copying of this communication is strictly prohibited. If you
have received this communication in error please notify us immediately by
phone and return all pages to our corporate office at the address shown below.
Thank you.
- -------------------------------------------------------------------------------
Page 2
November 17, 2004
PERIOD: April 1, 2006 through March 31, 2007 production/calander periods
ADDITIONAL FLOORS AND TRIGGERS
Buyer is prepared to negotiate price floors and/or triggered fixed prices with
Seller for any portion of the volume contracted above.
Seller is responsible to deliver a minimum monthly volume at each location
identified above equal to the total volume involved at each location in all
price-triggered and/or floor-priced portions of this agreement (currently
zero). Seller agrees to keep Buyer economically whole in the event that
Seller's inability to deliver the minimum monthly volume adversely impacts
Buyer's purchased gas cost.
Buyer is to buy all production at the above meters. NFGS and TENN Z4
production will be held to a 20% tolerance of the nominated volume.
APPROVED:
/s/ David A. Frederick /s/ Jeffrey C. Simmons Exec VP
---------------------- ------------------------------
David A. Frederick Jeffrey C. Simmons
FirstEnergy Solutions Corp. Atlas America
- -------------------------------------------------------------------------------
The information contained in this facsimile message is privileged and
confidential, and is intended only for the individual(s) or entity named above
who have been specifically authorized to receive it. If the reader is not the
intended recipient, you are hereby notified that any dissemination,
distribution, or copying of this communication is strictly prohibited. If you
have received this communication in error please notify us immediately by
phone and return all pages to our corporate office at the address shown below.
Thank you.
- -------------------------------------------------------------------------------
Page 3