EXHIBIT 10(b)
GUARANTY
GUARANTY, dated July 25, 1997, made by Peoples Energy
Corporation, a corporation, organized and existing under the laws
of the State of Illinois (the "Guarantor").
WITNESSETH:
WHEREAS, it is a condition of Northern Border Pipeline
Company ("Northern Border") in entering into the U.S. Shippers
Service Agreement # T1098F (as amended and supplemented from time
to time, the "Agreement") that the Guarantor execute and deliver
this Guaranty;
WHEREAS, Northern Border has entered, or will be entering,
into an Agreement, which Agreement is identical to or
substantially in the form of the copy attached hereto, with
Peoples Energy Services Corporation (together with its successors
and assigns, "Shipper");
WHEREAS, Shipper is a wholly-owned subsidiary of the
Guarantor,
NOW, THEREFORE, in consideration of the foregoing, the
receipt and sufficiency of which are hereby acknowledged, the
Guarantor hereby agrees as follows:
1. The Guarantor irrevocably and unconditionally
guarantees the full and prompt payment when due of all amounts to
be paid by Shipper under or pursuant to the Agreement and the
performance of all other obligations and liabilities of Shipper
now existing or hereafter incurred under, or arising out of the
Agreement (all such amounts, obligations, and liabilities
collectively referred to as the "Guaranteed Obligations"). This
Guaranty applies to all successors and/or assigns of Shipper.
2. The Guarantor hereby waives notice of acceptance of
this Guaranty and notice of any liability to which it may apply,
and waives presentment, demand of payment, protest, notice of
dishonor or nonpayment of any such liability, suit or taking of
other action by Northern Border against, and any other notice to,
any party liable thereon (including such Guarantor or any other
guarantor).
3. Northern Border may at any time and from time to time
without consent of, or notice to the Guarantor, and without
impairing or releasing any of the obligations of the Guarantor
hereunder:
(a) change the manner, place or terms of payment of,
and/or change or extend the time of payment of, renew or alter,
any of the Guaranteed Obligations;
(b) sell, exchange, release, surrender, realize upon or
otherwise deal with in any manner and in any order any property
securing the Guaranteed Obligations;
(c) exercise or refrain from exercising any rights
against Shipper or others or otherwise act or refrain from
acting;
(d) settle or compromise any of the Guaranteed
Obligations, any security therefor or any liability (including
any of those hereunder) incurred directly or indirectly in
respect thereof or hereof,
(e) apply any sums, regardless of how realized, to any
liability owing by Shipper to Northern Border under or pursuant
to the Agreement;
(f) consent to or waive any breach of, or any act,
omission or default under the Agreement or otherwise amend,
modify or supplement the Agreement; and
(g) act or fail to act in any manner referred to in
this Guaranty which may deprive the Guarantor of its right to
subrogation against Shipper to recover full indemnity for any
payments made pursuant to this Guaranty.
4. The obligations of the Guarantor under this Guaranty
are absolute and unconditional and shall remain in full force and
effect without regard to, and shall not be released, suspended,
discharged, terminated or otherwise affected by, any circumstance
or occurrence whatsoever, including, without limitation: (a) any
action or inaction by Northern Border as contemplated in Section
3 of this Guaranty; (b) the bankruptcy, insolvency, liquidation
or reorganization of Shipper; or (c) any change in the ownership
or structure of Shipper.
5. If and to the extent that the Guarantor makes any
payment to Northern Border pursuant to this Guaranty, any claim
which the Guarantor may have against Northern Border by reason
thereof shall be subject and subordinate to the prior payment in
full of the Guaranteed Obligations.
6. The Guarantor makes the following representations,
warranties, and agreements:
(a) The Guarantor (i) is a duly organized and validly
existing corporation in good
standing under the laws of the jurisdiction of its incorporation
and (ii) has the power and authority to own its property and
assets and to transact the business in which it is engaged.
(b) The Guarantor has the corporate power to execute,
deliver and perform the terms and provisions of this Guaranty and
has taken all necessary corporate action to authorize the
execution, delivery and performance by it of this Guaranty. The
Guarantor has duly executed and delivered this Guaranty, and this
Guaranty constitutes its legal, valid and binding obligation
enforceable in accordance with its terms.
(c) Neither the execution, delivery or performance by
the Guarantor of this Guaranty, nor compliance by it with the
terms and provisions hereof, (i) will contravene any provision of
any law, statute, rule or regulation or any order, writ,
injunction or decree of any court or governmental instrumentality
applicable to the Guarantor, (ii) will conflict or be
inconsistent with or result in any breach of any of the terms,
covenants, conditions or provisions of, or constitute a default
under, or result in the creation or imposition of (or the
obligation to create or impose) any lien upon any of the property
or assets of the Guarantor pursuant to the terms of any
indenture, mortgage, deed of trust, credit agreement, loan
agreement or any other agreement, contract or instrument to which
the Guarantor is a party or by which it or any of its property or
assets is bound or to which it may be subject or (iii) will
violate any provision of the Certificate of Incorporation or By-
Laws of the Guarantor.
7. This Guaranty is a continuing one and all liabilities
to which it applies or may apply under the terms hereof shall be
conclusively presumed to have been created in reliance hereon. No
failure or delay on the part of Northern Border in exercising any
right, power or privilege hereunder and no course of dealing
between the Guarantor or Northern Border shall operate as a
waiver thereof, nor shall any single or partial exercise of any
right, power or privilege hereunder preclude any other or further
exercise thereof or the exercise of any other right, power or
privilege. The rights, powers and remedies herein expressly
provided are cumulative and not exclusive of any rights, powers,
or remedies which Northern Border would otherwise have. In the
event any of the Guaranteed Obligations are, after receipt of
payment thereof, required to be paid by Northern Border pursuant
to the order of any court to or for the benefit of any creditor
of Shipper or the Guarantor, the obligations of the Guarantor
hereunder shall be reinstated.
8. This Guaranty shall be binding upon the Guarantor and
its successors and assigns and shall inure to the benefit of
Northern Border and its successors and assigns.
9. All notices and other communications hereunder shall be
in writing and shall be deemed given when delivered personally or
by reputable overnight carrier or when received if sent by
registered or certified marl, return receipt requested, to the
parties at the following addresses (or at such other address as a
party may specify by like notice):
(a) If to Guarantor, to:
Peoples Energy Corporation
000 Xxxx Xxxxxxxx Xxxxx
Xxxxxxx, Xxxxxxxx 00000
Attention: Executive Vice President
(b) If to Northern Border, to:
Northern Border Pipeline Company
0000 Xxxxx 000xx Xxxxxx
X.X. Xxx 0000 (Xxx: 68103-0330)
Xxxxx, XX 00000-0000
Attention: Director, Partnership Finance
10. This Guaranty shall be governed by and construed in
accordance with the laws of the State of Nebraska, without regard
to principles of conflicts of law.
IN WITNESS WHEREOF, the Guarantor has caused this
Guaranty to be executed and delivered as of the date first above
written.
PEOPLES ENERGY CORPORATION
By /s/ X. X. Xxxxxxx
Title: Executive Vice President
Attest:
/s/ Xxxxx Xxxxxxxx
Title: Assistant Secretary
NORTHERN BORDER PIPELINE COMPANY
U.S. SHIPPERS SERVICE AGREEMENT
This Agreement, (the "Service Agreement") is made and entered
into at Omaha, Nebraska as of August 1, 1997, by and between
NORTHERN BORDER PIPELINE COMPANY, hereinafter referred to as
"Company" and PEOPLES ENERGY SERVICES CORPORATION, a(n) Illinois
corporation, hereinafter referred to as "Shipper".
WHEREAS, Tennessee Gas Pipeline Company and other Shippers
(collectively referred to as the "Great Plains Shippers") have
contracted to purchase the synthetic gas output of the Coal
Gasification Plant located in Xxxxxx County, North Dakota, from
Dakota Gasification Company; and
WHEREAS, Tennessee Gas Pipeline Company is permanently assigning
its gas purchase obligations under the Gas Purchase Agreement
dated as of January 29, 1982 and subsequently amended as of
February 16, 1994 between Dakota Gasification Company and
Tennessee Gas Pipeline Company (hereinafter referred to as the
Gas Purchase Agreement) and permanently releasing its
transportation obligations under its U.S. Shippers Service
Agreement #T1007 dated as of July 14, 1983, as amended, to
Shipper; and
WHEREAS, the Amendment terminating the U.S. Shippers Service
Agreement #T1007 will become effective upon the Billing
Commencement Date of this Service Agreement; and,
WHEREAS, Company's investors and lenders rely on Certificates of
Public Convenience and Necessity granted by the Federal Energy
Regulatory Commission and on the Tariff for the return of and the
return on all funds invested in or loaned to the Company; and
WHEREAS, the transportation of natural gas shall be effectuated
pursuant to Part 157 or Part 284 of the Federal Energy
Regulatory. Commission's Regulations; and
WHEREAS, Company recognizes that it will be a condition to the
initial effectiveness of this Service Agreement that,
notwithstanding any other provision of the Tariff or this Service
Agreement, the FERC and all other appropriate federal
governmental authorities and/or agencies in the United States
shall have issued, under terms and conditions acceptable to
Shipper, all final nonappealable authorizations and certificates;
NOW THEREFORE, in consideration of their respective covenants and
agreements hereinafter set out, the parties hereto covenant and
agree as follows:
NORTHERN BORDER PIPELINE COMPANY
U.S. SHIPPERS SERVICE AGREEMENT
Article 1 - Basic Receipts
Shipper shall on each day beginning with Shipper's Billing
Commencement Date, as defined in Section 1 of the General Terms
and Conditions of Company's FERC Gas Tariff, be entitled to
tender and, following tender, deliver to Company, at each of
Shipper's Points of Receipt, a quantity of gas not in excess of
the Daily Receipt Quantity for such Point of Receipt for such
clay, as defined in such Section 1, and Company shall, on such
day, take receipt of the quantity of gas so tendered and
delivered by Shipper at such Point of Receipt.
Article 2 - Excess Receipts
If Shipper shall desire to tender to Company on any day beginning
with Shipper's Billing Commencement Date, at any of Shipper's
Points of Receipt, a quantity of gas in excess of Shipper's Daily
Receipt Quantity for such Point of Receipt for such day, it shall
notify Company of such desire. If Company in its sole judgment,
determines that it has available the necessary capacity to
receive and transport all or any part of such excess quantity and
make deliveries in respect thereof, and that the performance of
Company's obligations to other Shippers under their Agreements
will not be adversely affected thereby, Company may elect to
receive from Shipper said excess quantity or part thereof, and
shall so notify Shipper. Scheduling of Excess Receipts will be in
accordance with Section 10 of the General Terms and Conditions.
Article 3 - Deliveries
Company shall deliver gas to Shipper at the Point(s) of Delivery
and under the conditions specified in Exhibit A hereto and in
accordance with Section 13 of the General Terms and Conditions.
Article 4 - Payments
Shipper shall make payments to Company in accordance with Rate
Schedules T-1 and OT-I and the other applicable terms and
provisions of this Service Agreement.
Article 5 - Change in Tariff Provisions
Upon notice to Shipper, Company shall have the right to file with
the Federal Energy Regulatory Commission any changes in the terms
of any of its Rate Schedules, General Terms and Conditions or
Form of Service Agreement as Company may deem necessary, and to
make such changes effective at such times as Company desires and
is possible under applicable law.
NORTHERN BORDER PIPELINE COMPANY
U.S. SHIPPERS SERVICE AGREEMENT
Shipper may protest any filed changes before the Federal Energy
Regulatory Commission and exercise any other rights it may have
with respect thereto.
Article 6 - Cancellation of Prior Agreements
When this Service Agreement becomes effective, it shall
supersede, cancel and terminate the following Agreements:
U.S. Shippers Service Agreement dated as of
July 14, 1983 by and between Company and
Tennessee Gas Pipeline Company as amended
Article 7 - Term
This Service Agreement shall become effective upon its execution
and shall under all circumstances continue in effect in
accordance with the Tariff following the Billing Commencement
Date until December 31, 2008, and shall continue in effect
thereafter until extended or terminated in accordance with
Section 5 of the Rate Schedule T-1. Shipper shall give Company
not less than six (6) months prior written notice of Shipper's
intent to terminate this Service Agreement. Provided, however,
that if the Shipper is relieved of its obligations under the Gas
Purchase agreement as a result of the application of Article XIX,
then Shipper shall have the right to terminate this Service
Agreement and such termination shall be effective within six (6)
months of Company's receipt of such notice of termination by
shipper.
In the event of termination as aforesaid, Shipper shall reimburse
Company on a pro rata basis based on its Maximum Receipt Quantity
for the net undepreciated book value of any additional
facilities, including construction work in progress, constructed
or being constructed to provide transportation service for
Shipper; provided, however, Shipper's obligation to pay its pro
rata share of the net undepreciated book value of such facilities
shall be reduced to the extent that shipper contracts to
transport volumes from other sources through Company's pipeline
or Company uses such facilities to provide service for another
party.
This Service Agreement shall automatically terminate and be of no
further force and effect unless Shipper shall furnish a proper
security arrangement, in accordance with Subsection 9.1 of Rate
Schedule T-1, to the Company within (30) days after notice from
the Company subsequent to the occurrence of any of the following
events:
NORTHERN BORDER PIPELINE COMPANY
U.S. SHIPPERS SERVICE AGREEMENT
The filing by Shipper or its parent of a voluntary petition
in bankruptcy or the entry of a decree or order by a court
having jurisdiction in the premises adjudging the Shipper as
bankrupt or insolvent, or approving as properly filed a
petition seeking reorganization, arrangement, adjustment or
composition of or in respect of the Shipper under the
Federal Bankruptcy Act or any other applicable federal or
state law, or appointing a receiver, liquidator, assignee,
trustee, sequestrator (or other similar official) of the
Shipper or any substantial part of its property, or the
ordering of the winding-up or liquidation of its affairs,
with said order or decree continuing unstayed and in effect
for a period of sixty (60) consecutive days.
A failure by Shipper to pay in full the amount of any
invoice rendered by Company shall continue for ten (10) days
from the date payment is due.
Termination of this Service Agreement shall not relieve Company
and Shipper of the obligation to correct any Receipt or Delivery
Imbalances hereunder, or Shipper to pay money due hereunder to
Company and shall be in addition to any other remedies that
Company may have.
Article 8 - Applicable Law and Submission to Jurisdiction
For purposes of legal proceedings, this Service Agreement shall
be deemed to have been made in the State of Nebraska and to be
performed there, and the Courts of that State shall have
jurisdiction over all disputes which may arise under this Service
Agreement, provided always that nothing herein contained shall
prevent the Company from proceeding at its election against the
Shipper in the Courts of any other state, Province or country.
At the Company's request, the Shipper shall irrevocably appoint
an agent in Nebraska to receive, for it and on its behalf,
service of process in connection with any judicial proceeding in
Nebraska relating to this Service Agreement. Such service shall
be deemed completed on delivery to such process agent (even if
not forwarded to and received by the Shipper). If said agent
ceases to act as a process agent within Nebraska on behalf of
Shipper, the Shipper shall appoint a substitute process agent
within Nebraska and deliver to the Company a copy of the new
agent's acceptance of that appointment within 30 days.
Article 9 - Successors and Assigns
Any person which shall succeed by purchase, amalgamation, merger
or consolidation to the properties, substantially as an entirety,
of Shipper or of Company, as the case may be, and which shall
assume all obligations under Shipper's Service Agreement of
Shipper or Company,
NORTHERN BORDER PIPELINE COMPANY
U.S. SHIPPERS SERVICE AGREEMENT
as the case may be, shall be entitled to the rights, and shall be
subject to the obligations, of its predecessor under Shipper's
Service Agreement. Either party to a Shipper's Service Agreement
may pledge or charge the same under the provisions of any
mortgage, deed of trust, indenture, security agreement or similar
instrument which it has executed, or assign such Service
Agreement to any affiliated Person (which for such purpose shall
mean any person which controls, is under common control with or
is controlled by such party). Nothing contained in this Article 9
shall, however, operate to release predecessor Shipper from its
obligation under its Service Agreement unless Company shall, in
its sole discretion, consent in writing to such release, which it
shall not do unless it concludes that, on the basis of the facts
available to it. such release is not likely to have a substantial
adverse effect upon other Shippers or other Persons who may
become liable to provide funds to Company to enable it to meet
any of its obligations. Company shall not release any Shipper
from its obligations under its Service Agreement without the
written consent of the other Shippers unless: (a) such release is
effected pursuant to an assignment of obligations by such
Shipper, and the assumption obligations being assigned and
assumed no more conditional and no less absolute than those at
the time provided therein; and (b) such release is not likely to
have a substantial adverse effect upon Company or the other
Shippers. For the purposes hereof, and without limiting the
generality of the foregoing, any release of any Shipper from its
obligations under its Service Agreement shall be deemed likely to
have a substantial adverse effect upon Company or the other
Shippers if the assignee of such obligations has a credit
standing which is not at least equal to the credit standing of
the assignor of such obligations (credit standings in each case
as reflected by the ratings on outstanding debt securities by
Xxxxx'x Investors Service, Standard and Poor's Corporation or
another rating service acceptable to all Shippers to the extent
available or by other appropriate objective measures). Shipper
shall, at Company's request, execute such instruments and take
such other action as may be desirable to give effect to any such
assignment of Company's rights under such Shipper's Service
Agreement or to give effect to the right of a Person whom the
Company has specified pursuant to Section 6 of the General Terms
and Conditions of Company's FERC Gas Tariff as the Person to whom
payment of amounts invoiced by Company shall be made; provided,
however, that: (a) Shipper shall not be required to execute any
such instruments or take any such other action the effect of
which is to modify the respective rights and obligations of
either Shipper or Company under this Service Agreement; and (b)
Shipper shall be under no obligation at any time to determine the
status or amount of any payments which may be due from Company to
any Person whom the Company has specified pursuant to said
Section 6 as the Person to whom payment of amounts invoiced by
Company shall be made.
NORTHERN BORDER PIPELINE COMPANY
U.S. SHIPPERS SERVICE AGREEMENT
Article 10 - Loss of Governmental Authority, Gas Supply,
Transportation or Market
Except as provided in Article 7, without limiting its other
responsibilities and obligations under this Service Agreement,
the Shipper acknowledges that it is responsible for obtaining and
assumes the risk of loss of the following: (1) gas removal
permits, (2) export and import licenses, (3) gas supply, (4)
markets and (5) transportation upstream and downstream of the
Company's pipeline system. Notwithstanding the 1oss of one of the
items enumerated above, Shipper shall continue to be liable for
payment to the Company of the transportation charges as provided
for in this Service Agreement.
Article 11 - Other Operating Provisions
(This Article to be utilized when necessary to specify other
operating provisions.)
Article 12 - Exhibit A of Service Agreement, Rate Schedules and
General Terms and Conditions
Company's Rate Schedules and General Terms and Conditions, which
are on file with the Federal Energy Regulatory Commission and in
effect, and Exhibit A hereto are all applicable to this Service
Agreement and are hereby incorporated in, and made a part of,
this Service Agreement. In the event that the terms and
conditions herein are in conflict with the General Terms and
Conditions in Company's FERC Gas Tariff, the terms and conditions
of this Service Agreement are controlling.
IN WITNESS WHEREOF, the parties hereto have caused this Service
Agreement to be duly executed as of the day and year first set
forth above.
ATTEST: NORTHERN BORDER PIPELINE COMPANY
By: Northern Plains Natural Gas
Company,
Operator
______________________________ By:______________________________
Assistant Secretary
Title: Vice President
ATTEST: PEOPLES ENERGY SERVICES CORPORATION
______________________________ By: /s/ Xxxxxxx Xxxxxx
Title: President
NORTHERN BORDER PIPELINE COMPANY
U.S. SHIPPERS SERVICE AGREEMENT
EXHIBIT A TO U.S. SHIPPERS SERVICE AGREEMENT
Company: Northern Border Pipeline Company
Company's Address: 0000 Xxxxx 000xx Xxxxxx
Xxxxx, Xxxxxxxx 00000-0000
Shipper: Peoples Energy Services Corporation
Attn.: Xx. Xxxx Xxxxxx
Shipper's Address: Suite 1210
000 Xxxx Xxxxxx Xxxxx
Xxxxxxx, XX 00000
Maximum Minimum Maximum
Role Maximum Receipt Delivery Receipt Minimum
(Notes Quantity Pressure Pressure Temperature Temperature
Points 1 and 3) (MCF/Day) (PSIG) (PSIG) (F) (F)
Hebron, ND PR 47,000 1435 - 000 00
XX 00,000 - - - -
XX 47,000 - - - -
PD 30,000 - 725 - -
DD 30,000 - - - -
Xxxx Ullin, ND PR 47,000 1435 - 120 32
(Secondary-Note 2) RD 47,000 - - - -
TP 47,000 - - - -
PD 47,000 - 725 - 32
DD 47,000 - - - -
Xxxxxx, SD RD 770 - - - -
(Secondary-Note 2) TP 47,000 - - - -
PD 770 - 700 - 32
DD 770 - - - -
Mina, SD RD 4,500 - - - -
(Secondary-Note2) TP 47,000 - - - -
PD 4,500 - 750 - 32
DD 4,500 - - - -
Warner, SD RD 24,000 - - - -
(Secondary-Note2) TP 47,000 - - - -
PD 24,000 - 1,000 - 32
DD 24,000 - - - -
NORTHERN BORDER PIPELINE COMPANY
U.S. SHIPPERS SERVICE AGREEMENT
EXHIBIT A TO U.S. SHIPPERS SERVICE AGREEMENT (continued)
Maximum Minimum Maximum
Role Maximum Receipt Delivery Receipt Minimum
(Notes Quantity Pressure Pressure Temperature Temperature
Points 1 and 3) (MCF/Day) (PSIG) (PSIG) (F) (F)
Warner, SD RD 24,000 - - - -
(Secondary- TP 47,000 - - - -
Note 2)
PD 24,000 - 1,000 - 32
DD 24,000 - - - -
Aberdeen, SD RD 35,000 - - - -
(Secondary- TP 47,000 - - - -
Note 2)
PD 35,000 - 800 - 32
DD 35,000 - - - -
Webster, SD RD 5,000 - - - -
Secondary- TP 47,000 - - - -
Note 2)
PD 5,000 - 700 - 32
DD 5,000 - - - -
Milbank, SD RD 8,073 - - - -
Secondary- TP 47,000 - - - -
Note 2)
PD 8,073 - 800 - 32
DD 8,073 - - - -
Ivanhoe, MN RD 1,791 - - - -
Secondary- TP 47,000 - - - -
Note 2)
PD 1,791 - 700 - 32
DD 1,791 - - - -
Balaton, MN RD 20,000 - - - -
Secondary- TP 47,000 - - - -
Note 2)
PD 20,000 - 720 - 32
DD 20,000 - - - -
NORTHERN BORDER PIPELINE COMPANY
U.S. SHIPPERS SERVICE AGREEMENT
EXHIBIT A TO U.S. SHIPPERS SERVICE AGREEMENT (continued)
Maximum Minimum Maximum
Role Maximum Receipt Delivery Receipt Minimum
(Notes Quantity Pressure Pressure Temperature Temperature
Points 1 and 3) (MCF/Day) (PSIG) (PSIG) (F) (F)
Marshall, MN RD 47,000 - - - -
Secondary- TP 47,000 - - - -
Note 2)
PD 47,000 - 800 - 32
DD 47,000 - - - -
Westbrook, MN RD 2,500 - - - -
Secondary- TP 47,000 - - - -
Note 2)
PD 2,500 - 800 - 32
DD 2,500 - - - -
Windom, MN RD 10,000 - - - -
(Secondary- TP 47,000 - - - -
Note 2)
PD 10,000 - 800 - 32
DD 10,000 - - - -
Welcome, MN RD 47,000 - - - -
(Secondary- TP 47,000 - - - -
Note 2)
PD 47,000 - 796 - 32
DD 47,000 - - - -
Ledyard, IA RD 4,000 - - - -
(Secondary- TP 47,000 - - - -
Note 2)
PD 4,000 - 800 - 32
DD 4,000 - - - -
Ventura, IA RD 47,000 - - - -
(Secondary- TP 47,000 - - - -
Note 2)
PD 47,000 - 820 - 32
DD 47,000 - - - -
Xxxxxx XX 47,000 - - - -
Center, IA
(Secondary- TP 47,000 - - - -
Note 2)
PD 47,000 - 800 - 32
DD 47,000 - - - -
NORTHERN BORDER PIPELINE COMPANY
U.S. SHIPPERS SERVICE AGREEMENT
EXHIBIT A TO U.S. SHIPPERS SERVICE AGREEMENT (continued)
Maximum Minimum Maximum
Role Maximum Receipt Delivery Receipt Minimum
(Notes Quantity Pressure Pressure Temperature Temperature
Points 1 and 3) (MCF/Day) (PSIG) (PSIG) (F) (F)
Beaman, IA RD 5,100 - - - -
(Secondary- TP 47,000 - - - -
Note 2)
PD 5,100 - 839 - 32
DD 5,100 - - - -
Tama, IA RD 880 - - - -
(Secondary- TP 47,000 - - - -
Note 2)
PD 880 - 816 - 32
DD 880 - - - -
Amana, IA RD 16,350 - - - -
(Secondary- TP 47,000 - - - -
Note 2)
PD 16,350 - 783 - -
DD 16,350 - - - -
Harper, IA RD 47,000 - - - -
TP 47,000 - - - -
PD 47,000 - 712 - 32
DD 47,000 - - - -
Total Maximum
Receipt Quantity 47,000 MCF
Note 1: The point role will be either PR for physical receipts,
RD for receipt by displacement, TP for transfer points,
PD for physical deliveries, and DD for delivery by
displacement.
Note 2: Should nominations at secondary receipt and delivery
points be received which exceed available capacity,
volumes will be scheduled in accordance with Northern
Border's nomination and scheduling procedures.
NORTHERN BORDER PIPELINE COMPANY
U.S. SHIPPERS SERVICE AGREEMENT
EXHIBIT A TO U.S. SHIPPERS SERVICE AGREEMENT (continued)
Note 3: For receipt or delivery of gas by displacement, Company
cannot and does not have an obligation to physically
deliver or receive gas at these points. Volumes will
be delivered or received at these point(s) only to the
extent that corresponding equal or greater volumes are
received or delivered by other parties at these points
on the same day. These corresponding volumes will be
used to displace volumes nominated for delivery or
receipt by Shipper.
Note 4: Gas volumes which are nominated/scheduled at a sub
primary receipt or delivery point(s) have priority over
gas volumes of shipper utilizing such point on a
corresponding basis as a secondary receipt or delivery
point. Shipper's rights and obligations regarding the
use of sub primary points are governed by Subsection
17.1 of the General Terms and Conditions of the Tariff.
This Exhibit A is made and entered into as of August 1, 1997. On
the effective date designed by the Federal Energy Regulatory
Commission, it shall supersede the Exhibit A dated as of
__________.
The effective date of this Exhibit A is ____________________.
ATTEST: NORTHERN BORDER PIPELINE COMPANY
By: Northern Plains Natural Gas Company,
Operator
______________________________ By:______________________________
Assistant Secretary
Title: Vice President
ATTEST: PEOPLES ENERGY SERVICES CORPORATION
______________________________ By: /s/ Xxxxxxx Xxxxxx
Title: President
