EXHIBIT 10.26
SERVICE PACKAGE XX. 0000
XXXXXXXXX XX. 0
GAS TRANSPORTATION AGREEMENT
(For Use Under FT-A Rate Schedule)
THIS AGREEMENT is made and entered into as of the 1st day of September, 1993, by
and between TENNESSEE GAS PIPELINE COMPANY, a Delaware Corporation, hereinafter
referred to as "Transporter" and BOSTON GAS CO, a MASSACHUSETTS Corporation,
hereinafter referred to as "Shipper." Transporter and Shipper shall collectively
be referred to herein as the "Parties."
ARTICLE I
DEFINITIONS
1.1 TRANSPORTATION QUANTITY (TQ) - shall mean the maximum daily quantity of gas
which Transporter agrees to receive and transport on a firm basis, subject
to Article II herein, for the account of Shipper hereunder on each day
during each year during the term hereof, which shall be 3,878 dekatherms.
Any limitations of the quantities to be received from each Point of Receipt
and/or delivered to each Point of Delivery shall be as specified on Exhibit
"A" attached hereto.
1.2 EQUIVALENT QUANTITY - shall be as defined in Article I of the General Terms
and Conditions of Transporter's FERC Gas Tariff.
ARTICLE II
TRANSPORTATION
Transportation Service - Transporter agrees to accept and receive daily on a
firm basis, at the Point(s) of Receipt from Shipper or for Shipper's account
such quantity of gas as Shipper makes available up to the Transportation
Quantity, and to deliver to or for the account of Shipper to the Point(s) of
Delivery an Equivalent Quantity of gas.
ARTICLE III
POINT(S) OF RECEIPT AND DELIVERY
The Primary Point(s) of Receipt and Delivery shall be those points specified on
Exhibit "A" attached hereto.
ARTICLE IV
All facilities are in place to render the service provided for in this
Agreement.
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SERVICE PACKAGE NO. 2547
AMENDMENT NO. 0
GAS TRANSPORTATION AGREEMENT
(For Use Under FT-A Rate Schedule)
ARTICLE V
QUALITY SPECIFICATIONS AND STANDARDS FOR MEASUREMENT
For all gas received, transported and delivered hereunder the Parties agree to
the Quality Specifications and Standards for Measurement as specified in the
General Terms and Conditions of Transporter's FERC Gas Tariff Volume No. 1. To
the extent that no new measurement facilities are installed to provide service
hereunder, measurement operations will continue in the manner in which they have
previously been handled. In the event that such facilities are not operated by
Transporter or a downstream pipeline, then responsibility for operations shall
be deemed to be Shipper's.
ARTICLE VI
RATES AND CHARGES FOR GAS TRANSPORTATION
6.1 TRANSPORTATION RATES - Commencing upon the effective date hereof, the
rates, charges, and surcharges to be paid by Shipper to Transporter for the
transportation service provided herein shall be in accordance with
Transporter's Rate Schedule FT-A and the General Terms and Conditions of
Transporter's FERC Gas Tariff.
6.2 INCIDENTAL CHARGES - Shipper agrees to reimburse Transporter for any filing
or similar fees, which have not been previously paid for by Shipper, which
Transporter incurs in rendering service hereunder.
6.3 CHANGES IN RATES AND CHARGES - Shipper agrees that Transporter shall have
the unilateral right to file with the appropriate regulatory authority and
make effective changes in (a) the rates and charges applicable to service
pursuant to Transporter's Rate Schedule FT-A, (b) the rate schedule(s)
pursuant to which service hereunder is rendered, or (c) any provision of
the General Terms and Conditions applicable to those rate schedules.
Transporter agrees that Shipper may protest or contest the aforementioned
filings, or may seek authorization from duly constituted regulatory
authorities for such adjustment of Transporter's existing FERC Gas Tariff
as may be found necessary to assure Transporter just and reasonable rates.
ARTICLE VII
XXXXXXXX AND PAYMENTS
Transporter shall xxxx and Shipper shall pay all rates and charges in accordance
with Articles V and VI, respectively, of the General Terms and Conditions of
Transporter's FERC Gas Tariff.
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SERVICE PACKAGE NO. 2547
AMENDMENT NO. 0
GAS TRANSPORTATION AGREEMENT
(For Use Under FT-A Rate Schedule)
ARTICLE VIII
GENERAL TERMS AND CONDITIONS
This Agreement shall be subject to the effective provisions of Transporter's
Rate Schedule FT-A and to the General Terms and Conditions incorporated therein,
as the same may be changed or superseded from time to time in accordance with
the rules and regulations of the FERC.
ARTICLE IX
REGULATION
9.1 This Agreement shall be subject to all applicable and lawful governmental
statutes, orders, rules and regulations and is contingent upon the receipt
and continuation of all necessary regulatory approvals or authorizations
upon terms acceptable to Transporter. This Agreement shall be void and of
no force and effect if any necessary regulatory approval is not so obtained
or continued. All Parties hereto shall cooperate to obtain or continue all
necessary approvals or authorizations, but no Party shall be liable to any
other Party for failure to obtain or continue such approvals or
authorizations.
9.2 The transportation service described herein shall be provided subject to
Subpart G, Part 284, of the FERC Regulations.
ARTICLE X
RESPONSIBILITY DURING TRANSPORTATION
Except as herein specified, the responsibility for gas during transportation
shall be as stated in the General Terms and Conditions of Transporter's FERC Gas
Tariff Volume No. 1.
ARTICLE XI
WARRANTIES
11.1 In addition to the warranties set forth in Article IX of the General Terms
and Conditions of Transporter's FERC Gas Tariff, Shipper warrants the
following:
(a) Shipper warrants that all upstream and downstream transportation
arrangements are in place, or will be in place as of the requested
effective date of service, and that it has advised the upstream and
downstream transporters of the receipt and delivery points under this
Agreement and any quantity limitations for each point as specified on
Exhibit "A" attached hereto. Shipper agrees to indemnify and hold
Transporter harmless for refusal to transport gas hereunder in the
event any upstream or downstream transporter fails to
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SERVICE PACKAGE NO. 2547
AMENDMENT NO. 0
GAS TRANSPORTATION AGREEMENT
(For Use Under FT-A Rate Schedule)
receive or deliver gas as contemplated by this Agreement.
(b) Shipper agrees to indemnify and hold Transporter harmless from all
suits, actions, debts, accounts, damages, costs, losses and expenses
(including reasonable attorneys fees) arising from or out of breach of
any warranty by Shipper herein.
11.2 Transporter shall not be obligated to provide or continue service
hereunder in the event of any breach of warranty.
ARTICLE XII
TERM
12.1 This Agreement shall be effective as of the 1st day of September, 1993,
and shall remain in force and effect until the 1st day of November,
2000, ("Primary Term") and on a month to month basis thereafter unless
terminated by either Party upon at least thirty (30) days prior written
notice to the other Party; provided, however, that if the Primary Term is
one year or more, then unless Shipper elects upon one year's prior written
notice to Transporter to request a lesser extension term, the Agreement
shall automatically extend upon the expiration of the Primary Term for a
term of five years and shall automatically extend for successive five year
terms thereafter unless Shipper provides notice described above in advance
of the expiration of a succeeding term; provided further, if the FERC or
other governmental body having jurisdiction over the service rendered
pursuant to this Agreement authorizes abandonment of such service, this
Agreement shall terminate on the abandonment date permitted by the FERC or
such other governmental body.
12.2 Any portions of this Agreement necessary to resolve or cash-out imbalances
under this Agreement as required by the General Terms and Conditions of
Transporter's FERC Gas Tariff Volume No. 1, shall survive the other parts
of this Agreement until such time as such balancing has been accomplished;
provided, however, that Transporter notifies Shipper of such imbalance no
later than twelve months after the termination of this Agreement.
12.3 This Agreement will terminate automatically upon written notice from
Transporter in the event Shipper fails to pay all of the amount of any
xxxx for service rendered by Transporter hereunder in accord with the
terms and conditions of Article VI of the General Terms and Conditions of
Transporter's FERC Tariff.
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SERVICE PACKAGE XX. 0000
XXXXXXXXX XX. 0
GAS TRANSPORTATION AGREEMENT
(For Use Under FT-A Rate Schedule)
ARTICLE XIII
NOTICE
Except as otherwise provided in the General Terms and Conditions applicable to
this Agreement, any notice under this Agreement shall be in writing and mailed
to the post office address of the Party intended to receive the same, as
follows:
TRANSPORTER: TENNESSEE GAS PIPELINE COMPANY
X.X. Xxx 0000
Xxxxxxx, Xxxxx 00000-0000
Attention: Transportation Marketing
SHIPPER:
NOTICES: BOSTON GAS CO
XXX XXXXXX XXXXXX
00XX XXXXX
XXXXXX, XX 00000
Attention: XXXXXXXXXXX X. XXXXXX
BILLING: BOSTON GAS CO
XXX XXXXXX XXXXXX
00XX XXXXX
XXXXXX, XX 00000
Attention: XXX XXXXXXXXXX
or to such other address as either Party shall designate by formal written
notice to the other.
ARTICLE XIV
ASSIGNMENTS
14.1 Either Party may assign or pledge this Agreement and all rights and
obligations hereunder under the provisions of any mortgage, deed of trust,
indenture, or other instrument which it has executed or may execute
hereafter as security for indebtedness. Either Party may, without
relieving itself of its obligation under this Agreement, assign any of its
rights hereunder to a company with which it is affiliated. Otherwise,
Shipper shall not assign this Agreement or any of its rights hereunder,
except in accord with Article III, Section 11 of the General Terms and
Conditions of Transporter's FERC Gas Tariff.
14.2 Any person which shall succeed by purchase, merger, or consolidation to
the properties, substantially as an entirety, of either Party hereto shall
be entitled to the rights and shall be subject to the obligations of its
predecessor in interest under this Agreement.
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SERVICE PACKAGE NO. 2547
AMENDMENT NO. 0
GAS TRANSPORTATION AGREEMENT
(For Use Under FT-A Rate Schedule)
ARTICLE XV
MISCELLANEOUS
15.1 The interpretation and performance of this Agreement shall be in
accordance with and controlled by the laws of the State of Texas, without
regard to the doctrines governing choice of law.
15.2 If any provisions of this Agreement is declared null and void, or
voidable, by a court of competent jurisdiction, then that provision will
be considered severable at either Party's option; and if the severability
option is exercised, the remaining provisions of the Agreement shall
remain in full force and effect.
15.3 Unless otherwise expressly provided in this Agreement or Transporter's Gas
Tariff, no modification of or supplement to the terms and provisions
stated in this agreement shall be or become effective until Shipper has
submitted a request for change through the TENN-SPEED(R) System and
Shipper has been notified through TENN-SPEED 2 of Transporter's agreement
to such change.
15.4 Exhibit "A" attached hereto is incorporated herein by reference and made a
part hereof for all purposes.
IN WITNESS WHEREOF, the Parties hereto have caused this Agreement to be duly
executed as of the date first hereinabove written.
TENNESSEE GAS PIPELINE COMPANY
By: /s/ Xxxxxxx X. Xxxxxxx
--------------------------
Agent and Attorney-in-Fact
BOSTON GAS CO
By: /s/ Xxxxxxx X. Xxxxxxx
--------------------------
TITLE: Vice President
-----------------------
DATE: 3 DEC 94
------------------------
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GAS TRANSPORTATION AGREEMENT
(FOR USE UNDER FT-A RATE SCHEDULE)
EXHIBIT "A"
AMENDMENT #0 TO GAS TRANSPORTATION AGREEMENT
DATED September 1, 0000
XXXXXXX
XXXXXXXXX GAS PIPELINE COMPANY
AND
BOSTON GAS CO
BOSTON GAS CO
EFFECTIVE DATE OF AMENDMENT: September 1, 1993
RATE SCHEDULE: FT-A
SERVICE PACKAGE: 2547
SERVICE PACKAGE TQ: 3,878 Dth
METER METER NAME INTERCONNECT PARTY NAME COUNTY ST ZONE R/D LEG METER-TQ BILLABLE-TQ
------------------------------------------------------------------------------------------------------------------------------------
000807 SANEDAH-BRAZOS XXX X-00 X XXXXXXXX-XXXXXX XX XX X 000 0 1
001366 TRANSCONTINENTAL - UTOS EXCHAN CAMERON LA Ol R 800 231 231
010442 XXXXXXXXX-TIMBALIER BAY DEHYD XXXXXXXXX PETROLEUM CORPORATIO LAFOURCHE LA 01 R 500 78 78
010570 TRANSCO - SECOND BAYOU DEHYD TRANSCONTINENTAL GAS PIPE LINE CAMERON LA 01 R 800 207 207
010650 CHEVRON-BAY XXXXXXXX XXX 00 DE CHEVRON USA INC OFFSHORE-FEDERA OL Ol R 500 21 21
010665 EXXON-W DELTA XXX 00 DEHYD EXXON CORPORATION OFFSHORE-FEDERA OL Ol R 500 326 326
010953 CHEVRON-VERMILION XXX 000X DEN CHEVRON USA INC OFFSHORE-FEDERA OL Ol R 500 24 24
011119 CHEVRON-S XXXXX IS XXX 00 X XXXXXXXXX XXXX XXX XXXXXXXXXXX XXXXXXXX-XXXXXX XX Xx R 500 226 226
011180 PENNZOIL-SHIP SHOAL XXX 000 H PENNZOIL EXPLORATION AND PRODU OFFSHORE-FEDERA OL Ol R 500 282 282
011294 CHEVRON-SOUTH PASS XXX 00 A CHEVRON USA INC. OFFSHORE-FEDERA OL Ol R 500 227 227
011366 CHEVRON-VERMILION BLK 245 E DE CHEVRON USA INC OFFSHORE-FEDERA OL Ol R 500 262 262
011380 VASTOR-MISS CANYON XXX 000 A VASTAR GAS MARKETING, INC. OFFSHORE-FEDERA OL Ol R 500 42 42
011717 NATURAL-XXXXXXXX TRANSPORT NATURAL GAS PIPELINE CO OF AME CAMERON LA Ol R 800 16 16
011787 WESTERN-BLACK LAKE DEHYD TRANS NATCHITOCHES LA Ol R 100 475 475
011971 CHEVRON - SOUTH XXXXX ISLAND 7 CHEVRON USA INC OFFSHORE-FEDERA OL Ol R 500 213 213
012012 XXXXXX - XXXX CITY TRANSPORT SABINE PIPE LINE COMPANY CALCASIEU LA Ol R 800 275 275
012013 CIG/TGP - SABINE RIVER TRANSPO CHANNEL INDUSTRIES GAS CO XXXXXX TX Ol R 800 86 86
012035 TRANSOK - LIBERTY HILL TRANSOK GAS TRANSMISSION BIENVILLE LA Ol R 100 420 420
012100 LONE - KATY EXCHANGE LONE STAR GAS COMPANY XXXXXX TX OO R 100 461 461
012194 SAMEDAN - SOUTH PASS 83A OFFSHORE-FEDERA OL Ol R 500 5 5
TotaL Receipt TQ: 3,878 3,878
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METER METER NAME INTERCONNECT PARTY NAME COUNTY ST ZONE R/D LEG METER-TQ MINIMUM PRESSURE
------------------------------------------------------------------------------------------------------------------------------------
020069 NATIONAL-XXXXXX PA XXXXXX PA 04 D 200 3,878 400 LBS
020071 NATIONAL-XXXXXX PA XXXXXXXX PA 04 D 200 3,878 400 LBS
020072 NATIONAL-XXXXXX PA ELK PA 04 D 300 2,029 400 LBS
020074 NATIONAL-COUDERSPORT PA POTTER PA 04 D 300 1,691 400 LBS
020075 NATIONAL-WATTSBURG PA ERIE PA 04 D 200 1,511 200 LBS
020200 NATIONAL-UNION CITY PA NATIONAL FUEL GAS SUPPLY CORP ERIE PA 04 D 200 1,511 200 LBS
020301 NATIONAL-XXXXXXX CITY PA NATIONAL FUEL GAS SUPPLY CORP ELK PA 04 D 300 564 400 LBS
020314 NATIONAL-COCHRANTON PA NATIONAL FUEL GAS SUPPLY CORP XXXXXXXX PA 04 D 200 3,878 400 LBS
020390 NATIONAL-TOWNVILLE PA NATIONAL FUEL GAS SUPPLY CORP XXXXXXXX PA 04 D 200 3,878 400 LBS
020496 NATIONAL-SHARON PA NATIONAL FUEL GAS SUPPLY CORP XXXXXX PA 04 D 087 3,878 400 LBS
020527 NATIONAL-ROSE LAKE PA POTTER PA 04 D 300 1,127 400 LBS
020730 NATIONAL - CRANBERRY SMS NATIONAL FUEL GAS SUPPLY CORP VENANGO PA 04 D 300 2,029 400 LBS
020767 NATIONAL - CAMP PERRY SALES NATIONAL FUEL GAS SUPPLY CORP XXXXXX PA 04 D 200 3,878 400 LBS
060001 TGT-HEBRON STORAGE INJ NATIONAL FUEL GAS SUPPLY CORP POTTER PA 04 D 300 1,691 400 LBS
Total Delivery TQ: 35,421
NUMBER OF RECEIPT POINTS: 20
NUMBER OF DELIVERY POINTS: 13
THE SUM OF TRANSPORTER'S DELIVERIES TO SHIPPER FOR THE FOLLOWING METERS CANNOT ON ANY DAY EXCEED 1,511 DTH.
020075 NATIONAL-WATTSBURG PA ERIE PA 04 D 200 1,511
020200 NATIONAL-UNION CITY PA NATIONAL FUEL GAS SUPPLY CORP ERIE PA 04 D 200 1,511
020301 NATIONAL-XXXXXXX CITY PA NATIONAL FUEL GAS SUPPLY CORP ELK PA 04 D 300 564
THE SUM OF TRANSPORTER'S DELIVERIES TO SHIPPER FOR THE FOLLOWING METERS CANNOT ON ANY DAY EXCEED 2,593 DTH.
020072 NATIONAL-XXXXXX PA ELK PA 04 300 D 2,029
020074 NATIONAL-COUDERSPORT PA POTTER PA 04 300 D 1,691
020301 NATIONAL-XXXXXXX CITY PA NATIONAL FUEL GAS SUPPLY CORP ELK PA 04 300 D 564
020527 NATIONAL-ROSE LAKE PA POTTER PA 04 300 D 1,127
020730 NATIONAL - CRANBERRY SMS NATIONAL FUEL GAS SUPPLY CORP VENANGO PA 04 300 D 2,029
060001 TGT-HEBRON STORAGE INJ NATIONAL FUEL GAS SUPPLY CORP POTTER PA 04 300 D 1,691
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METER METER NAME INTERCONNECT PARTY NAME COUNTY ST ZONE R/D LEG METER-TQ
-------------------------------------------------------------------------------------------------------------
THE SUM OF TRANSPORTER'S DELIVERIES TO SHIPPER FOR THE FOLLOWING METERS CANNONT ON ANY DAY EXCEED 2,029 DTH
020072 NATIONAL-XXXXXX PA ELK PA 04 D 300 2,029
020074 NATIONAL-COUDERSPORT PA POTTER PA 04 D 300 1,691
020527 NATIONAL-ROSE LAKE PA POTTER PA 04 D 300 1,127
020730 NATIONAL - CRANBERRY SMS NATIONAL FUEL GAS SUPPLY CORP VENANGO PA 04 D 300 2,029
060001 TGT-HEBRON STORAGE INJ NATIONAL FUEL GAS SUPPLY CORP POTTER PA 04 D 300 1,691
THE SUM OF TRANSPORTER'S DELIVERIES TO SHIPPER FOR THE FOLLOWING METERS CANNOT ON ANY DAY EXCEED 1,691 DTH.
020074 NATIONAL-COUDERSPORT PA POTTER PA 04 D 300 1,691
020527 NATIONAL-ROSE LAKE PA POTTER PA 04 D 300 1,127
060001 TGT-HEBRON STORAGE INJ NATIONAL FUEL GAS SUPPLY CORP POTTER PA 04 D 300 1,691
THE SUM OF TRANSPORTER'S DELIVERIES TO SHIPPER FOR THE FOLLOWING METER CANNOT ON ANY DAY EXCEED 1,127 DTH.
020527 NATIONAL-ROSE LAKE PA POTTER PA 04 D 300 1,127
Note: Exhibit "A" is a reflection of the contract and all amendments as of the
amendment effective date.
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