1 EXHIBIT 10.15 SERVICE AGREEMENT NO. 42794 CONTROL NO. 1994-07-11 - 0016 FTS2 SERVICE AGREEMENT THIS AGREEMENT, made and entered into this 01 day of NOVEMBER , 1994 , by and between: COLUMBIA GULF TRANSMISSION COMPANY ("TRANSPORTER") AND MOUNTAINEER GAS CO ("SHIPPER") WITNESSETH: That in consideration of the mutual covenants herein contained, the parties hereto agree as follows: Section 1. Service to be Rendered. Transporter shall perform and Shipper shall receive the service in accordance with the provisions of the effective FTS2 Rate Schedule and applicable General Terms and Conditions of Transporter's FERC Gas Tariff, First Revised Volume No. 1 (Tariff), on file with the Federal Energy Regulatory Commission (Commission), as the same may be amended or superseded in accordance with the rules and regulations of the Commission herein contained. The maximum obligations of Transporter to deliver gas hereunder to or for Shipper, the designation of the points of delivery at which Transporter shall deliver or cause gas to be delivered to or for Shipper, and the points of receipt at which the Shipper shall deliver or cause gas to be delivered. are specified in Appendix A, as the same may be amended from time to time by agreement between Shipper and Transporter, or in accordance with the rules and regulations of the Commission. Service hereunder shall be provided subject to the provisions of Part 284.102 of Subpart B of the Commission's regulations. Shipper warrants that service hereunder is being provided on behalf of A LOCAL DISTRIBUTION COMPANY, MOUNTAINEER GAS CO. Section 2. Term. Service under this Agreement shall commence as of NOVEMBER 01, 1994, and shall continue in full force and effect until OCTOBER 31, 2004, and from YEAR-to-YEAR thereafter unless terminated by either party upon 6 MONTHS' written notice to the other prior to the end of the initial term granted or any anniversary date thereafter. Shipper and Transporter agree to avail themselves of the Commission's pre-granted abandonment authority upon termination of this Agreement subject to any right of first refusal Shipper may have under the Commission's regulations and Transporter's Tariff. Section 3. Rates. Shipper shall pay the charges and furnish Retainage as described in the above-referenced Rate Schedule, unless otherwise agreed to by the parties in writing and specified as an amendment to this Service Agreement. Section 4. Notices. Notices to Transporter under this Agreement shall be addressed to it at Post Office Box 683, Houston, Texas 77001, Attention: Director, Planning, Transportation and Exchange and notices to Shipper shall be addressed to it at: MOUNTAINEER GAS CO 414 SUMMERS STREET CHARLESTON, WV 25301 ATTN: KAREN MACON; 2 SERVICE AGREEMENT NO. 42794 CONTROL NO. 1994-07-11 - 0016 until changed by either party by written notice. Section 5. Superseded Agreements. This Service Agreement supersedes and cancels, as of the effective date hereof, the following Service Agreements: FTS2 39186 MOUNTAINEER GAS CO By: /s/ Richard L. Grant -------------------------------- Title: President ---------------------------- COLUMBIA GULF TRANSMISSION COMPANY By: /s/ Paul H. Pieri -------------------------------- Title: Vice President ----------------------------- -2- 3 Revision No. Control No. 1994-07-11 -0016 Appendix A to Service Agreement No. 42794 Under Rate Schedule FTS2 Between (Transporter) COLUMBIA GULF TRANSMISSION COMPANY and (Shipper) MOUNTAINEER GAS CO Transportation Demand 76,491 Dth/day Primary Receipt Points Measuring Measuring Maximum Daily Point No. Point Name Quantity (Dth/Day) - ---------------------------------------------------------------------------------------------- 4029 NGPL-ERATH (BYPASS) 6,170 4073 EXXON-CHALKLEY 4,983 426 NGPL-PECAN LAKE 11,878 433 CGT-EGAN A 4,484 434 TENNESSEE-EGAN B 4,983 481 SEA ROBIN-ERATH 19,592 519 TEXACO-HENRY HUB 9,254 595 VGS-VENICE PLANT 5,181 596 EXXON-GRAND IS 4,983 706 SANTA FE-LAKE ARTHUR 997 708 SANTE FE-LAKE ARTHUR 997 709 JOB-LAKE ARTHUR 997 712 SANTA FE-LAKE ARTHUR 1,992 -3- 4 Revision No. Control No. 1994-07-11 -0016 Appendix A to Service Agreement No. 42794 Under Rate Schedule FTS2 Between (Transporter) COLUMBIA GULF TRANSMISSION COMPANY and (Shipper) MOUNTAINEER GAS CO Primary Delivery Points Measuring Measuring Maximum Daily Point No. Point Name Quantity (Dth/Day) - -------------------------------------------------------------------------------------------- 2700010 CGT-RAYNE 78,491 -4- 5 Revision No. Control No. 1994-07-11 -0016 Appendix A to Service Agreement No. 42794 Under Rate Schedule FTS2 Between (Transporter) COLUMBIA GULF TRANSMISSION COMPANY and (Shipper) MOUNTAINEER GAS CO The Master List of Interconnects (MLI) as defined in Section 1 of the General Terms and Conditions is incorporated herein by reference for purposes of listing valid secondary interruptible receipt points and delivery points. CANCELLATION OF PREVIOUS APPENDIX A Service changes pursuant to this Appendix A shall become effective as of NOVEMBER 01, 1994. This Appendix A shall cancel and supersede the previous Appendix A effective as of N/A , to the Service Agreement referenced above. With the exception of this Appendix A, all other terms and conditions of said Service Agreement shall remain in full force and effect. MOUNTAINEER GAS CO By: /s/ Richard L. Grant ----------------------------- Name: Richard L. Grant --------------------------- Title: President -------------------------- Date: 8-30-94 --------------------------- COLUMBIA GULF TRANSMISSION COMPANY By: /s/ Paul H. Pieri ----------------------------- Name: Paul H. Pieri --------------------------- Title: Vice President -------------------------- Date: 8-10-94 --------------------------- -5-