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EXHIBIT 10.20
ENRON
NORTHERN NATURAL GAS COMPANY
P. O. Box 1188 Houston, Texas 77251-1188 (713) 853-6161
February 16, 1996
Mr. Scott Longmore
Continental Natural Gas, Inc.
1400 Boston Building, Suite 500
1412 S. Boston
Tulsa, Oklahoma 74119
Re: Amendment to CR#101124
Northern Natural Gas Company (Northern) and Continental Natural Gas, Inc.
(Continental) are Parties to a Firm Throughput Service Agreement (CR#101124)
executed simultaneously herewith. Northern and Continental hereby agree to
amend CR#101124 as stated herein:
1. Rate. The commodity and demand rates stated in CR#101124 shall be
superseded by the following combined discounted commodity and demand
rate, which rate shall be applicable to transportation from the
Primary Receipt Points to the Primary Delivery Points designated in
CR#101124: $0.04 per MMBtu ("combined discount rate"). This combined
discount rate is based on 100% load factor and includes all applicable
surcharges, if any. Northern reserves the right to allocate the
combined discount rate between commodity and demand components
exclusive of surcharges, such that the combined discount rate shall
always equal $0.04 per MMBTU based on 100% load factor utilization.
Continental agrees to pay Northern the rate stated herein on the
contractual MDQ, irrespective of the amount of gas actually flowed by
Continental on a daily basis.
2. Term. The term of the above stated combined discount rate shall be
three hundred sixty-four (364) days from the date initial deliveries
are made under CR#101124. At the expiration of such period the rates
applicable to service provided under CR#101124 shall become Northern's
applicable tariff rates, as amended from time to time.
3. Fuel. In addition to the above stated combined discount rate,
Continental shall pay Northern the applicable fuel rate set forth in
Northern's FERC Gas Tariff, as amended from time to time.
4. FERC. If it is determined, as a result of any decision or regulation
issued by the FERC or other administrative agency or court of
competent jurisdiction: (i) that any discount provided to Continental
by Northern would, in effect, require Northern to provide similar
discounts to other shippers or that the providing of such discounted
rates to Continental provides
Part of the Enron Group of Energy Companies
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Continental Natural Gas, Inc. Page 2
Mr. Scott Longmore February 16, 1996
Continental an undue preference or would subject other shippers to
undue discrimination; or (ii) that Northern is required to allocate
costs to the service provided hereunder or recognize revenue as if it
were charging rates in excess of the combined discount rate provided
for herein; Northern and Continental agree to renegotiate the rate
stated herein such that both parties achieve the same economic value
as contemplated in this transaction.
5. Maximum and Minimum. In no event shall the rate agreed to herein
exceed the maximum rate or be less than the minimum rate authorized
under Northern's FERC Gas Tariff, as amended from time to time. In the
event the rate agreed to herein is or becomes greater than the maximum
or less than the minimum permitted under Northern's FERC Gas Tariff,
as revised from time to time, then Continental agrees to immediately
decrease the rate herein down to the maximum or increase the rate(s)
herein up to the minimum.
6. Confidential. Each Party agrees that it will maintain this Agreement,
all of its contents and subsequent discount documentation and
communications in strict confidence and that it will not cause or
permit disclosure thereof to any third party without the express
written consent of the other Party except to the extent necessary to
comply with valid laws, regulations or orders of any court or agency
having jurisdiction.
7. Economic Value. In the event that Northern implements a rate design
different from that existing as of the date hereof, or Northern's
maximum tariff rate is reduced from that existing as of the date
hereof, the rate stated herein shall be adjusted, consistent with the
rate change, to achieve the same economic value to both Parties based
on 100% load factor utilization.
8. Alternate Points. If Continental utilizes alternate receipt or
alternate delivery points, or seeks to amend the primary receipt
and/or primary delivery points set forth in CR#101124, unless
otherwise agreed the combined discount rate set forth herein will not
apply and the maximum rates set forth in Northern's FERC Gas Tariff,
as amended from time to time, will apply.
9. Capacity Release. The Parties agree that the combined discount rate
set forth herein is not applicable to capacity released under
CR#101124. If Continental releases capacity under CR#101124, the
maximum rate stated in Northern's FERC Gas Tariff shall apply to such
released capacity.
If this represents your understanding of our Agreement, please acknowledge
acceptance of these terms in the space provided below.
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Continental Natural Gas, Inc. Page 3
Mr. Scott Longmore February 16, 1996
AGREED TO AND ACCEPTED AGREED TO AND ACCEPTED
This 16th day of Feb., 1996. This 1st day of March, 1996.
CONTINENTAL NATURAL GAS INCORPORATED NORTHERN NATURAL GAS COMPANY
By: /s/ By: /s/
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Title: /s/ Title: /s/
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EXHIBIT 2
Firm Throughput Service Agreement
Rate Schedule TFX
Shipper's Name and Address for Notices and Invoices: Date: January 26, 1996
Continental Natural Gas Incorporated
Boston Bldg.
1412 S. Boston
Tulsa, OK 74119
Attn: Gas Control
Address for Invoice
Continental Natural Gas Incorporated
Boston Bldg.
1412 S. Boston
Tulsa, OK 74119
Attn: Accounts Payable
Contract No: 101124
Term: This Agreement shall become effective on March 1, 1996, or upon
completion of construction of facilities at CNG A-line (S18, T13S,
R26E, Beaver County, OK), whichever is later, for a term of 364 days.
Rates shall be Northern's maximum rates and charges plus all applicable
surcharges in effect from time to time under the applicable Rate Schedule on
file with the Commission unless otherwise agreed to by the parties in writing.
This transportation shall be provided pursuant to Subpart G of Part 284 of the
Federal Energy Regulatory Commission's ("Commission") regulations.
The contract maximum daily quantities and primary receipt and delivery points
are set forth on Appendix A, and if necessary, Appendix B.
If made available by Shipper, Northern agrees to receive and deliver thermally
equivalent volumes of natural gas as set forth in this Agreement.
Other:
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Any notice, statement, or bill provided for in this Agreement shall be in
writing and shall be considered as having been given if delivered personally,
or if mailed by United States mail, postage prepaid, or if sent by express
mail, overnight delivery, telex, telecopy or other mutually agreeable means of
electronic transmission, to Shipper when sent to the address set forth on this
Agreement and to Northern when sent to the following:
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All Notices/Accounting Matters: Payments: Northern Natural Gas Company
Northern Natural Gas Company Citibank N.A.
P.O. Box 1188 399 Park Avenue
Houston, Texas 77251-1188 Account No. 4049-8026
Attn: Market Services New York, New York 10043
This Agreement shall incorporate and in all respects shall be subject to the
"General Terms and Conditions" and the applicable Rate Schedule(s) set forth in
Northern's FERC Gas Tariff, and may be revised from time to time. Northern may
file and seek Commission approval under Section 4 of the Natural Gas Act (NGA)
at any time and from time to time change any rates, charges or other provisions
set forth in the applicable Rate Schedule(s) and the "GENERAL TERMS AND
CONDITIONS" in Northern's FERC Gas Tariff, and Northern shall have the right to
place such changes in effect in accordance with the NGA, and this Throughput
Service Agreement shall be deemed to include such changes and any changes which
become effective by operation of law and Commission Order, without prejudice to
Shipper's right to protest the same.
Northern Natural Gas Company Continental Natural Gas Incorporated
By: /s/ By: /s/
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Title: /s/ Title: /s/
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Date: /s/ Date: /s/
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