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EXHIBIT 10.42
SERVICE AGREEMENT
APPLICABLE TO TRANSPORTATION OF NATURAL GAS
UNDER RATE SCHEDULE FT
AGREEMENT made as of this May 15, 1996, by and between CNG
TRANSMISSION CORPORATION, a Delaware corporation, hereinafter called "Pipeline,"
and NASHVILLE GAS COMPANY, a division of Piedmont Natural Gas Company, Inc., a
North Carolina company, hereinafter called "Customer."
WHEREAS, on October 4, 1993, Pipeline and Rochester Gas and
Electric Corporation ("RG&E") entered into a Marketing Agreement that was
designed to permit Pipeline to assist RG&E in marketing RG&E's on-system storage
demand and capacity, and related transportation capacity on Pipeline;
WHEREAS, Pipeline and Customer have agreed that Customer will
acquire on a permanent basis a part of the RG&E capacity;
Now, THEREFORE, WITNESSETH: That in consideration of the
mutual covenants herein contained, the parties hereto agree as follows:
ARTICLE I
QUANTITIES
A. Commencing on November 1, 1996 and thereafter during the
months of November through March for the remaining term of this agreement,
Pipeline will transport for Customer, on a firm basis, and Customer may furnish,
or cause to be furnished, to Pipeline natural gas for such transportation, and
Customer will accept, or cause to be accepted, delivery from Pipeline of the
quantities Customer has tendered for transportation.
B. The maximum quantities of gas which Pipeline shall deliver and
which Customer may tender shall be as set forth on Exhibit A, attached hereto.
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ARTICLE II
RATE
A. Commencing November 1, 1996, and thereafter during the months
of November through March for the remaining term of the agreement, Customer
shall pay Pipeline for transportation services rendered pursuant to this
Agreement, the maximum rates and charges provided under Rate Schedule FT set
forth in Pipeline's effective FERC Gas Tariff, including applicable surcharges
and the Fuel Retention Percentage.
B. Pipeline shall have the right to propose, file and make
effective with the Federal Energy Regulatory Commission or any other body having
jurisdiction, revisions to any applicable rate schedule, or to propose, file,
and make effective superseding rate schedules for the purpose of changing the
rate, charges, and other provisions thereof effective as to Customer; provided,
however, that (i) Section 2 of Rate Schedule FT "Applicability and Character of
Service," (ii) term (iii) quantities, and (iv) points of receipt and points of
delivery shall not be subject to unilateral change under this Article. Said rate
schedule or superseding rate schedule and any revisions thereof which shall be
filed and made effective shall apply to and become a part of this Service
Agreement. The filing of such changes and revisions to any applicable rate
schedule shall be without prejudice to the right of Customer to contest or
oppose such filing and its effectiveness.
C. Notwithstanding Paragraph II.A., above, Customer's agreement
to pay the maximum rates and charges under Rate Schedule FT is subject to a cap
which limits the overall monthly rate, exclusive of any penalty, to be paid by
Customer for service under this Agreement, to an amount not to exceed an
increase in applicable rates and charges at the rate of three percent (3%) per
annum from November 1,1996
ARTICLE III
TERM OF AGREEMENT
Subject to all the terms and conditions herein, this Agreement
shall be effective as of November 1, 1996, and shall continue in effect for a
primary term through and including March 31, 2003, and thereafter for the same
five-month period in each subsequent year, until either party terminates this
Agreement by giving written notice to the other at least twelve months prior to
the start of a winter season term.
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ARTICLE IV
POINTS OF RECEIPT AND DELIVERY
The Points of Receipt and Delivery and the maximum quantities
for each point for all gas that may be received for Customer's account for
transportation by Pipeline shall be as set forth on Exhibit A, attached hereto.
ARTICLE V
INCORPORATION BY REFERENCE OF TARIFF PROVISIONS
To the extent not inconsistent with the terms and conditions
of this Agreement, the following provisions of Pipeline's effective FERC Gas
Tariff, and any revisions thereof that may be made effective hereafter are
hereby made applicable to and a part hereof by reference:
1. All of the provisions of Rate Schedule FT, or any effective
superseding rate schedule or otherwise applicable rate schedule; and
2. All of the provisions of the General Terms and Conditions, as
they may be revised or superseded from time to time.
ARTICLE VI
MISCELLANEOUS
A. No change, modification or alteration of this Agreement shall
be or become effective until executed in writing by the parties hereto;
provided, however, that the parties do not intend that this Article VI.A.
requires a further written agreement either prior to the making of any request
or filing permitted under Article II hereof or prior to the effectiveness of
such request or filing after Commission approval, provided further, however,
that nothing in this Agreement shall be deemed to prejudice any position the
parties may take as to whether the request, filing or revision permitted under
Article II must be made under Section 7 or Section 4 of the Natural Gas Act.
B. Any notice, request or demand provided for in this Agreement,
or any notice which either party may desire to give the other, shall be in
writing and sent to the following addresses:
Pipeline: CNG Transmission Corporation
000 Xxxx Xxxx Xxxxxx
Xxxxxxxxxx, Xxxx Xxxxxxxx 00000
Attention: Vice President, Marketing and Customer Services
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Customer: Nashville Gas Company,
a division of Piedmont Natural Gas Company, Inc.
0000 Xxxxxxx Xxxx
Xxxxxxxxx, Xxxxx Xxxxxxxx 00000
Attention: Director - Federal Regulatory and Supply Planning
or at such other address as either party shall designate by formal written
notice.
C. No presumption shall operate in favor of or against either
party hereto as a result of any responsibility either party may have had for
drafting this Agreement.
D. The subject headings of the provisions of this Agreement are
inserted for the purpose of convenient reference and are not intended to become
a part of or to be considered in any interpretation of such provisions.
IN WITNESS WHEREOF, the parties hereto have caused this
Agreement to be signed by their duly authorized officials as of the day and year
first above written.
CNG TRANSMISSION CORPORATION
(PIPELINE)
By: /s/ Xxxxxx X. Xxxxx
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Its: Vice President
NASHVILLE GAS COMPANY
A DIVISION OF PIEDMONT NATURAL GAS
COMPANY, INC. (CUSTOMER)
By: /s/ X. X. Xxxxxxx
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Its: Vice President
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(Title)
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EXHIBIT A
TO THE FT SERVICE AGREEMENT
DATED MAY 15, 1996
BETWEEN CNG TRANSMISSION CORPORATION, AND
NASHVILLE GAS COMPANY
A DIVISION OF PIEDMONT NATURAL GAS COMPANY, INC.
A. QUANTITIES
The maximum quantities of gas, after allowance for Pipeline's
effective Fuel Retention Percentage, which Pipeline shall deliver and which
Customer may tender shall be as follows:
1. A Maximum Daily Transportation Quantity (MDTQ) of 7,000 Dt, during the
winter season months of November through March;
2. A Maximum Annual Transportation Quantity (MATQ) of 1,057,000 Dt, during
the winter season months of November through March..
B. POINTS OF RECEIPT
1. The Primary Receipt Point(s) for subsequent transportation to Customer
for all storage withdrawal quantities shall be the points of withdrawal
from Pipeline's storage pool(s).
2. These Point(s) of Receipt shall only be Primary, as defined in
Pipeline's FERC Gas Tariff, to the extent that corresponding
nominations for withdrawal from Pipeline's storage pool(s) is provided
under the "Service Agreement Applicable To The Storage of Natural Gas
Under Rate Schedule GSS (Part 284)" between Pipeline and Customer,
dated May 15, 1996.
3. Pipeline may receive quantities for Customer at any Secondary Receipt
Point pursuant to the provisions of Pipeline's FERC Gas Tariff.
C. POINTS OF DELIVERY
Each of the parties will use due care and diligence to assure that
uniform pressures will be maintained at the Delivery Points as reasonably may be
required to render service hereunder, but Pipeline shall not be required to
deliver gas (or to cause gas to be delivered) at pressures higher than the
maximum pressures specified herein.
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EXHIBIT A
MAY 15, 1996 FT AGREEMENT
BETWEEN CNG TRANSMISSION CORPORATION
AND NASHVILLE GAS COMPANY
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The Point(s) of Delivery to Customer of all firm storage withdrawal
quantities and transportation quantities hereunder shall be as follows:
1. Up to 7,000 Dt per Day at the interconnection of the
facilities of Pipeline and Texas Eastern Transmission
Corporation ("Texas Eastern") or other pipeline(s) in
Xxxxxxxxxxxx County, Pennsylvania, known as the Oakford
Interconnection;
2. Up to 7,000 Dt per Day at the interconnection of the
facilities of Pipeline and Texas Eastern in Xxxxxx County,
Ohio, known as the Lebanon Interconnection;
3. After February 15 each year, up to 7,000 Dt per Day at the
interconnection of the facilities of Pipeline and Texas
Eastern or Transcontinental Gas Pipe Line Corporation
("Transco") known as the Xxxxx Interconnection;
4. Up to 7,000 Dt per Day at the interconnectiqn of the
facilities of Pipeline and Tennessee Gas Pipeline Company
("Tennessee") in Kanawha County, West Virginia, known as the
Xxxxxxxx Interconnection, or at the Ellisberg Interconnection;
and other interconnects within Tennessee's Zones 3 and
as CNG's operating conditions permit;
5. Up to 7,000 Dt per day, at: the interconnection of the
facilities of Pipeline and Columbia Gas Transmission
Corporation ("Columbia"), at the Xxxxx Xxxxxx Interconnect; or
at the Rockport Interconnection; and at other interconnects
with Columbia; all as CNG's operating conditions permit;
6. After February 15 each year, up to 7,000 Dt per Day at the
interconnection of the facilities of Pipeline and Transco
known as the Nokesville Interconnection.
