Exhibit 10.6
INTERCONNECTION AGREEMENT
BETWEEN
ANR PIPELINE COMPANY
AND
LSP ENERGY LIMITED PARTNERSHIP
TABLE OF CONTENTS
ARTICLE I
DEFINITIONS............................................................2
ARTICLE II
DESIGN, ENGINEERING AND CONSTRUCTION...................................4
ARTICLE III
OWNERSHIP, COSTS AND EXPENSES..........................................6
ARTICLE IV
OPERATION AND MAINTENANCE.............................................11
ARTICLE V
TERM OF AGREEMENT.....................................................14
ARTICLE VI
GOVERNMENTAL AUTHORIZATIONS...........................................15
ARTICLE VII
CONDITIONS PRECEDENT..................................................15
ARTICLE VIII
LIABILITY AND INDEMNIFICATION.........................................16
ARTICLE IX
TRANSFERS AND ASSIGNMENTS.............................................18
ARTICLE X
NOTICES...............................................................19
ARTICLE XI
FORCE MAJEURE.........................................................20
ARTICLE XII
MISCELLANEOUS PROVISIONS..............................................21
12.01 Applicable Law..................................................21
12.02 Headings........................................................22
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12.03 Severability....................................................22
12.04 Non-waiver of Future Defaults...................................22
12.05 Entirety of Agreement...........................................22
12.06 Conference of Rights............................................22
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INTERCONNECTION AGREEMENT
THIS INTERCONNECTION AGREEMENT, (the "Agreement"), is made and entered
into this 29th day of July, 1998, by and between ANR Pipeline Company ("ANR"), a
Delaware corporation having an office at 000 Xxxxxxxxxxx Xxxxxx, Xxxxxxx,
Xxxxxxxx, 00000, and LSP Energy Limited Partnership ("LSP"), a Delaware limited
partnership having an office at 000 Xxxxx Xxxx, Xxxxx 000, Xx. Xxxxx, Xxxxxxxx
00000. ANR and LSP are sometimes hereinafter referred to individually as a
"Party" or collectively as the "Parties".
W I T N E S E T H:
WHEREAS, ANR owns and operates an interstate natural gas pipeline system
("ANR System"), which is partly located in the State of Mississippi and includes
a compressor station located at Sardis, Mississippi ("Sardis Compressor
Station");
WHEREAS, LSP proposes to cause to be constructed and to own and operate a
natural gas-fired electric power generation plant to be located in Batesville,
Mississippi ("LSP Power Plant");
WHEREAS, LSP proposes to cause to be constructed and to own and operate
(or cause to be operated) a natural gas pipeline from an interconnection with
the ANR System in the vicinity of the Sardis Compressor Station to the LSP Power
Plant ("LSP Pipeline");
WHEREAS, LSP desires to establish an interconnection between the ANR
System and the LSP Pipeline in the vicinity of the Sardis Compressor Station;
WHEREAS, ANR is willing to establish such interconnection on the terms and
subject to conditions set forth herein.
NOW, THEREFORE, in consideration of the premises and of the mutual
covenants
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and agreements hereinafter set forth, the Parties, each for itself and
for its successors and permitted assigns, hereby agree as follows:
ARTICLE I
DEFINITIONS
1.01 "ANR" shall have the meaning set forth in the first paragraph hereof.
1.02 "ANR EMS" shall mean a flow computer, climate controlled equipment
enclosure, batteries, AC/DC battery charger, pressure and temperature
transmitters, pressure and temperature probes in the piping of the LSP
Interconnection Facilities, tubing, conduit, cables, and data communication
equipment. ANR shall use the ANR EMS to obtain the custody transfer flow data at
the Custody Transfer Point.
1.03 "ANR Interconnection Facilities" shall mean yard piping and a tee
welded to ANR's existing 30" Sardis Compressor Station discharge piping, an
insulating flange and all associated piping, valves, controls required to
provide a point of interconnection with the LSP Interconnection Facilities, and
shall also include a connection to commercial power and the ANR EMS. A diagram
of the foregoing facilities is set forth on Exhibit A attached hereto and
incorporated herein by this reference.
1.04 "ANR's Tariff" shall have the meaning set forth in Paragraph 4.04
hereof.
1.05 "Contested Amount" shall have the meaning set forth in Paragraph 3.05
hereof.
1.06 "Custody Transfer Point" shall mean that point at which the custody
of gas transfers from ANR to LSP, which shall occur at the insulating flange
between the ANR Interconnection Facilities and the LSP Interconnection
Facilities.
1.07 "Deferred Costs" shall have the meaning set forth in Paragraph
3.09(b) hereof.
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1.08 "Facility Construction Plan" shall have the meaning set forth in
Paragraph 2.05 hereof.
1.09 "Interconnection Facilities" shall collectively refer to the ANR
Interconnection Facilities and the LSP Interconnection Facilities.
1.10 "LSP" shall have the meaning set forth in the first paragraph hereof.
1.11 "LSP Interconnection Facilities" shall mean yard piping downstream of
ANR's insulating flange, metering, a pulsation bottle (if required in ANR's
reasonable judgment to protect the metering from unacceptable levels of
pulsation), flow control (if required in accordance with Section 2.06), after
ANR has a reasonable opportunity to review the design of the LSP Pipeline and
LSP's plan of operation related thereto), and other associated facilities
located within the Sardis Compressor Station boundary. A diagram of the
foregoing facilities is set forth on Exhibit A.
1.12 "LSP Pipeline" shall have the meaning set forth in the third Whereas
clause hereof.
1.13 "LSP Power Plant" shall have the meaning set forth in the second
Whereas clause hereof.
1.14 "MAOP" shall mean Maximum Allowable Operating Pressure as such term
is commonly used in the natural gas pipeline industry.
1.15 "Party" or "Parties" shall have the meaning set forth in the first
paragraph hereof.
1.16 "Unpaid Balance" shall have the meaning set forth in Paragraph
3.09(b) hereof.
ARTICLE II
DESIGN, ENGINEERING AND CONSTRUCTION
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2.01 The Interconnection Facilities shall be designed, engineered and
constructed with a MAOP of 858 psig and shall have the capability of flowing and
measuring a maximum capacity of 216 MMSCF/D of gas from the ANR Facilities. Any
pressure control device to protect and isolate any pipeline facilities of third
parties located downstream of the Interconnection Facilities due to any
difference in the MAOP of the Interconnection Facilities and such downstream
pipeline facilities shall not be the responsibility of ANR.
2.02 The Interconnection Facilities shall be constructed and installed on
land owned by ANR at ANR's Sardis Compressor Station. ANR shall grant to LSP, on
a fee-free basis, an easement for such parcel of land as required for the
installation, operation and maintenance of the LSP Interconnection Facilities
and to otherwise permit LSP to fulfill its rights and obligations hereunder.
2.03 Upon written authorization to proceed from LSP, ANR shall proceed to
design, engineer and construct, or cause to be designed, engineered and
constructed, the ANR Interconnection Facilities.
2.04 LSP shall design, engineer and construct, or cause to be designed,
engineered and constructed, the LSP Interconnection Facilities.
2.05 Prior to constructing its portion of the Interconnection Facilities,
each Party shall submit to the other Party for review and approval (which shall
not be unreasonably withheld) drawings, specifications and construction
procedures with respect to its portion of the Interconnection Facilities, in
such detail as the other Party may reasonably request (collectively "Facility
Construction Plan"). Within fourteen (14) days of a Party's receipt of a
Facility Construction Plan, the receiving Party shall notify the submitting
Party of its exceptions to (if
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any), or approval of, such Facility Construction Plan. Each Party shall design,
engineer and construct its portion of the Interconnection Facilities in
accordance with the Facility Construction Plan approved by the other Party. The
Parties shall cooperate in good faith to eliminate any exceptions by the
approving Party.
2.06 Each Party shall design, engineer, construct and install, or arrange
for the design, engineering, construction and installation of, its portion of
the Interconnection Facilities in accordance with (i) sound and prudent
standards and practices common to the natural gas pipeline industry, (ii) all
applicable laws, rules, regulations, certificates, decisions, orders, and
directives of all federal, state and local authorities having jurisdiction over
such facilities and (iii) the measurement standards of the American Gas
Association applicable to facilities such as the Interconnection Facilities. The
LSP Interconnection Facilities shall also comply with ANR's Specification for
Standard for Customer/Custody Transfer Company Facilities on ANR Owned Property,
Specification E.S. - 20, a copy of which is attached hereto as Exhibit B and
incorporated herein by this reference. In the event of any conflict between any
of these standards, the more stringent condition(s) or provision(s) shall apply.
2.07 Each Party shall have the right to have a representative present to
review and inspect the manner in which the other Party is constructing and
installing its portion of the Interconnection Facilities. Each Party shall
comply with all reasonable requests of the other Party's representative relating
to performance of the construction and installation of its portion of the
Interconnection Facilities in accordance with the Facility Construction Plan
approved by such other Party.
2.08 Each Party shall use commercially reasonable efforts to have its
portion of the
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Interconnection Facilities constructed and ready to be placed in service on or
before the in-service date of the LSP Pipeline, which the Parties currently
expect to occur on or about October 1, 1999. LSP shall promptly notify ANR in
writing of any change in the expected in-service date of the LSP Pipeline. The
Parties will establish a schedule to coordinate the construction of the
Interconnection Facilities.
ARTICLE III
OWNERSHIP, COSTS AND EXPENSES
3.01 At all times during the design, engineering, construction, testing,
placing in service, and operation of the Interconnection Facilities, ANR shall
own and retain title to the ANR Interconnection Facilities and LSP shall own and
retain title to the LSP Interconnection facilities. Each Party shall be
responsible for the risk of loss of its respective facilities, and shall be
responsible for insuring its interest therein.
3.02 LSP shall fully reimburse ANR for all reasonable direct and indirect
costs incurred by ANR with respect to the design, engineering, construction,
testing and placing in service of the ANR Interconnection Facilities, but in no
event shall such reimbursable costs exceed $250,000. Such reimbursable costs
shall include, but shall not be limited to, filing cost, right of way and land
acquisition cost, material cost and/cancellation penalties, legal cost,
permitting cost, construction-related cost, inspection cost, gas loss, testing
cost, applicable taxes and overhead cost, plus an allowance for funds used
during construction.
3.03 As soon as practicable after completion of construction of the ANR
Interconnection Facilities, and ANR's receipt of all invoices related thereto,
ANR shall invoice LSP for all direct and indirect costs incurred by ANR with
respect to the design, engineering,
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construction, testing and placing in-service the ANR Interconnection Facilities.
3.04 LSP shall pay such invoice within thirty (30) days following its
receipt thereof. If LSP fails to remit full payment or any portion thereof
within such thirty day period, LSP shall pay interest on the unpaid amount of
such invoice at a rate equal to the prime rate per annum published in the Wall
Street Journal from time to time for the period such amount remains unpaid.
3.05 LSP may, within such thirty day period, take written exception to the
invoice rendered by ANR or any part thereof ("Contested Amount"), on the ground
that the Contested Amount was not incurred (a) by ANR in connection with the
design, engineering, construction, testing and placing in service of the ANR
Interconnection Facilities as approved by LSP in the Facility Construction Plan
or (b) in accordance with the standards set forth in Paragraph 3.08 hereof. LSP
shall nevertheless pay in full when due the amount of the invoice submitted by
ANR. Such payment shall not be deemed to be a waiver of the right of LSP to seek
a refund of the Contested Amount or a part thereof as hereinafter provided. If
the Contested Amount or any part thereof is ultimately determined by a final and
non-appealable order of a court of competent jurisdiction to be an amount for
which ANR is not entitled to reimbursement hereunder, or if the Parties reach an
alternate arrangement in respect of the Contested Amount or any part thereof,
such amount as so determined shall be refunded by ANR to LSP together with
interest thereon at a rate equal to the prime rate per annum published by the
Wall Street Journal from time to time during the period from the date of payment
by LSP to the date of refund by ANR.
3.06 LSP understands that the Internal Revenue Service may deem the costs
of the
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ANR Interconnection Facilities to be a contribution in aid of construction under
the Internal Revenue Code. LSP agrees to reimburse ANR for, and to indemnify and
hold ANR harmless against, all additional federal taxes that will be due and
owing to the Internal Revenue Service if such costs are deemed to be a
contribution in aid of construction, including without limitation all interest
and penalties that may be assessed in respect of such additional federal taxes.
ANR shall use commercially reasonable efforts to minimize such costs.
3.07 LSP shall have the right during normal business hours, for a period
of twelve (12) months after the end of the calendar year in which the ANR
Interconnection Facilities are completed and determined by ANR to be ready to
commence service, to audit ANR's books and records relating to the ANR
Interconnection Facilities to verify the direct and indirect costs incurred by
ANR for the design, engineering, construction, testing and placing in service
thereof. ANR shall not be required to adjust any item unless (a) a claim
therefore is presented within twelve (12) months after the close of the calendar
year in which the invoice therefore is rendered and (b)(i) ANR agrees that such
adjustment is appropriate or (ii) the adjustment or any part thereof is
ultimately determined by a final and non-appealable order of a court of
competent jurisdiction to be an amount for which ANR is not entitled to
reimbursement hereunder . In the absence of such timely claim or adjustment, the
invoice rendered by ANR shall be conclusively presumed to be correct.
3.08 ANR shall cause the design, engineering, construction, testing and
placing in service of the ANR Interconnection Facilities to be preformed in a
manner which is consistent with the procedures, practices and standards
routinely employed by ANR with respect to its own comparable facilities,
including without limitation, any applicable bidding or other cost
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control procedures. All costs and expenses which may be required to be
reimbursed by LSP under this Agreement shall be reasonably incurred and properly
documented by ANR and shall be consistent with the standards of this Agreement.
ANR shall provide LSP with a cost accounting on a monthly basis setting forth in
reasonable detail the expenditures and costs incurred with respect to the ANR
Interconnection Facilities.
3.09 ANR and LSP recognize that the operation of the LSP Power Plant may
result in the collection by ANR of firm transportation revenue which would not
otherwise be collected and that the amount of such collections cannot reasonably
be determined at this time. In recognition of the foregoing, ANR is willing to
defer and/or waive all or a portion of the collection of the cost reimbursement
provided for in this Article III under the following conditions:
(a) LSP shall notify ANR in writing, within thirty (30) days of it
receipt of ANR's invoice pursuant to Paragraph 3.03 above,
that it elects the alternate method described herein to
satisfy its cost reimbursement obligations under this Article
III.
(b) Upon receiving notification of LSP's election under Paragraph
3.09(a) above, ANR will defer its collection of costs under
this Article III as hereinafter provided ("Deferred Costs")
and such Deferred Costs shall bear interest at a rate of 15%
per annum. At the end of each of the three consecutive twelve
(12) month periods during the thirty-six (36) month period
beginning on the later to occur of (a) the in - service date
of the LSP Power Plant or (b) the end of the fifth month
following the month in
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which the in - service date of the Interconnection Facilities
occurs, the Deferred Costs(plus accumulated interest) that
remains unpaid at the end of such twelve month period ("Unpaid
Balance") will be reduced by an amount equal to twenty-five
percent (25%) of the capacity reservation charges collected by
ANR for all new transportation service agreement(s) using
existing capacity on the ANR System and specifying the
Interconnection Facilities as the primary delivery point.
Moreover, if, after the end of the first twelve month period,
the Unpaid Balance (as it may have been reduced) is greater
than two thirds of the Deferred Costs, ANR shall invoice and
LSP will pay such difference. If, after the end of the second
twelve month period, the Unpaid Balance (as it may have been
reduced) is greater than one third of the Deferred Costs, ANR
shall invoice and LSP will pay such difference. At the end of
such thirty-sixth month period, ANR, shall invoice and LSP
shall pay the Unpaid Balance (as it may have been reduced) .
ARTICLE IV
OPERATION AND MAINTENANCE
4.01 Each Party shall be fully responsible for the operation, maintenance,
repair and replacement of its portion of the Interconnection Facilities, and for
all cost, expense and risk associated therewith; provided, however, that ANR
shall operate and perform minor maintenance within the capability of ANR's field
technicians on the gas measurement equipment used to determine the volume and
quality of the natural gas delivered by ANR to
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LSP at the Custody Transfer Point and further provided that ANR shall operate,
but not maintain, that portion of the LSP Interconnection Facilities located on
ANR owned land at the Sardis Compressor Station.
4.02 In the case of explosion, fire storm or other emergency involving the
LSP Interconnection Facilities, ANR shall take such steps and incur such expense
as ANR determines, in the exercise of its sole discretion, are required to xxxxx
the emergency and to safeguard life and property. ANR shall, as promptly as
possible, report such emergency to LSP. LSP shall reimburse ANR for all such
costs caused by the LSP Interconnection Facilities in responding to each such
emergency.
4.03 Each Party, or its designee, shall operate, maintain and repair its
portion of the Interconnection Facilities in accordance with sound, workmanlike
and prudent practices common to the natural gas industry, and such practices
shall not be less than the standards and practices followed by such Party in the
operation, maintenance and repair of similar natural gas pipeline facilities
owned and/or operated by such Party. Each Party shall require its contractors
and subcontractors furnishing labor, material, supplies and/or services for said
work to follow the same practices and standards.
4.04 All gas delivered by ANR to LSP at the Interconnection Facilities
shall conform to the specifications set forth in the General Terms and
Conditions of ANR's Federal Energy Regulatory Commission ("FERC") Gas Tariff,
Second Revised Volume 1, or any successor thereto ("ANR's Tariff").
4.05 ANR shall deliver gas at the Custody Transfer Point at ANR's
prevailing line pressure; provided, however, that ANR and LSP shall each make
reasonable efforts to control
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its respective prevailing line pressure to permit gas to enter the LSP Pipeline
from ANR or other sources.
4.06 Custody of the gas shall transfer from ANR to LSP after it passes
through the Custody Transfer Point. The actual quantity of natural gas,
expressed in dekatherms, delivered by ANR to LSP shall be determined using the
recorded meter information from the ANR EMS.
4.07 The reading, testing, calibrating, and/or adjusting of the ANR EMS or
any custody transfer measurement facilities shall be performed and paid for by
ANR. Testing and calibrating of the measurement facilities, and any adjustments
for inaccuracies related thereto, shall be performed in accordance with ANR's
Tariff and with ANR's applicable measurement standards.
4.08 ANR shall provide LSP with reasonable advance notice of the reading,
testing, calibrating, inspection, repair, changing and/or adjusting of the ANR
EMS or any custody transfer measurement facilities. LSP may have representatives
and/or designees present during the time that such work is being performed. ANR
shall also provide LSP with reasonable advance written notice of all scheduled
maintenance or repair work on such facilities. For any maintenance or repair
work which could reasonably result in an interruption or curtailment of gas
deliveries to LSP at the Custody Transfer Point, ANR shall use commercially
reasonable efforts to perform such work during the maintenance outages of LSP's
Power Plant or such other times as are agreeable to LSP and ANR shall use
commercially reasonable efforts to complete such work in the shortest time
reasonably practicable. LSP shall provide ANR with reasonable advance notice of
LSP's need to gain
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access to the Sardis Compressor Station to perform maintenance work or otherwise
fulfill LSP's obligations under this Agreement.
4.09 ANR shall provide LSP with a serial communication signal from the ANR
EMS which shall provide real time pressure and real time cumulative flow and
volume information.
ARTICLE V
TERM OF AGREEMENT
5.01 This Agreement shall be effective as of the date first above written
and shall remain in full force and effect until (i) terminated by the mutual
agreement of the Parties and (ii) LSP's final removal and/or abandonment of the
LSP Interconnection Facilities. Notwithstanding the foregoing, this Agreement
may be terminated by either Party upon no less than sixty (60) days written
notice to the other Party if such other Party has materially breached its
obligations hereunder, and such failure has continued uncured for a period of
sixty (60) days after such other Party receives notice of such breach from the
first Party; provided that this Agreement shall not be terminated if the other
Party has commenced action to cure such breach and continues with reasonable
diligence to effect such cure within such sixty (60) day period.
5.02 Termination of this Agreement shall not relieve either Party from any
obligation accruing prior to the date of such termination.
5.03 The right of either Party to terminate this Agreement shall be
subject to the obligations of the Parties under all applicable laws, order,
rules and regulations of governmental authorities having jurisdiction, and the
termination of this Agreement shall not be effective unless and until all laws,
order, rules and regulations governing transfer or
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abandonment of the Interconnection Facilities have been complied with.
5.04 Each Party shall be responsible for all costs associated with the
removal and/or abandonment of its portion of the Interconnection Facilities, and
obtaining of all regulatory approvals to do so under all applicable laws,
orders, rules and regulations.
ARTICLE VI
GOVERNMENTAL AUTHORIZATIONS
6.01 This Agreement, and the obligations of the Parties hereunder, are
subject to all valid laws, orders, rules and regulations of duly constituted
authorities having jurisdiction over the Parties and/or the Interconnection
Facilities, in whole or in part.
6.02 Each Party is solely responsible for (a) securing all approvals,
permits, certificates and authorizations required for the construction and
operation of its portion of the Interconnection Facilities and (b) all costs
associated therewith. Each Party agrees to use reasonable commercial efforts to
secure such approvals, permits, certificates and authorizations in a timely
manner. Each Party shall provide reasonable cooperation to the other Party (if
required) in connection with obtaining such approvals, permits, certificates and
authorizations.
ARTICLE VII
CONDITIONS PRECEDENT
7.01 ANR shall have no obligation to commence construction of the ANR
Interconnection Facilities, LSP shall have no obligation to commence
construction of the LSP Interconnection Facilities, and neither Party shall have
any obligation to flow gas through the Interconnection Facilities, until the
following conditions precedent have been satisfied:
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(a) ANR has received and accepted, on terms and conditions acceptable to
ANR (in the exercise of its sole discretion), all necessary
governmental and regulatory approvals and authorizations (which
approvals and authorizations must be final and non-appealable)
required for ANR to own, construct and operate the ANR
Interconnection Facilities;
(b) ANR and LSP have each received all necessary management and/or Board
of Directors' or Management Committee approvals to construct, own
and operate its portion of the Interconnection Facilities and
perform its obligations hereunder. Each Party will exercise
reasonable commercial effort to obtain such approvals within sixty
(60) days of the date this Interconnection Agreement is signed by
both Parties; provided that neither Party gives the other Party any
assurance that such approvals can be obtained.
(c) LSP has closed on the construction financing for the LSP Power
Plant.
7.02 ANR and LSP each agree to undertake commercially reasonable efforts
to satisfy the conditions precedent set forth in Paragraph 7.01 above in order
that the Interconnection Facilities may be ready for service on the date herein
provided.
ARTICLE VIII
LIABILITY AND INDEMNIFICATION
8.01 Each Party agrees to protect, defend, indemnify and hold harmless the
other Party and its affiliates, and their respective shareholders, directors,
officers, employees and agents from and against any and all losses, claims,
liens, expenses, damages and demands arising out of, or in connection with, any
personal injuries or death to persons, or damage to
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property, occurring as a result of, or in any way incident to, any act or
omission of such Party, or its directors, officers, employees and agents related
to its performance (or failure in the performance) of its obligations under this
Agreement.
8.02 In the event a claim is filed against either Party for which the
other Party is obligated to indemnify such Party under the terms of this
Agreement, such Party will promptly notify the other Party of such claim and
will not settle such claim without the prior written consent of the other Party.
Participation by a Party in the defense of any claim or suit for which the other
Party shall be found liable, shall not constitute a waiver of such Party's
rights to indemnification hereunder.
8.03 Neither Party shall be liable under any circumstances to the other
Party for special, indirect, punitive, or consequential damages resulting from
or arising out of any act or omission related to its performance (or failure in
the performance) of its obligations under this Agreement, including, without
limitation, loss of profit or business interruption, however the same may be
caused, whether by the sole, joint or concurrent negligence, fault or liability
without fault of any Party, except to the extent caused by gross negligence or
willful misconduct.
8.04 Each Party shall comply with the insurance requirements set forth in
Exhibit C attached hereto and incorporated herein by this reference.
8.05 Each Party shall require all of its contractors and subcontractors
performing any work on the Interconnection Facilities to carry and maintain in
force and effect for the benefit of both ANR and LSP insurance of the type and
in the amounts that each Party normally requires of its contractors and
subcontractors for work on similar facilities. All property peril
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policies carried by contractors and subcontractors must contain a waiver of
subrogation in favor of ANR and The Coastal Corporation, and all liability
policies must name ANR and The Coastal Corporation as additional named insureds
without limitation or restriction.
8.06 Each Party acknowledges and agrees that in no event shall any
partner, shareholder, owner, officer, director, employee, or affiliate of either
Party be personally liable to the other Party for any payments, obligations, or
performance under this Agreement, or any breach or failure of performance of
either Party. The sole recourse for payment or performance of the obligations
hereunder shall be against a Party and not against any other Person.
ARTICLE IX
TRANSFERS AND ASSIGNMENTS
9.01 Any person who succeeds by purchase, merger, or consolidation to all,
or substantially all, of the properties of either ANR or LSP shall be entitled
to the rights and shall be subject to the obligations of its predecessor in
title under this Agreement. This Agreement shall be binding upon and will inure
to the benefit of the successors, nominees and assignees of the Parties.
9.02 No assignment of this Agreement, or any right or obligation
hereunder, shall be made without prior written notice to, and consent of, the
other Party (which consent shall not be unreasonably withheld), except that any
Party shall have the right to assign this Agreement to any financially
responsible affiliate (with equal or higher credit rating) without the prior
written consent of the other Party and no prior written consent of the other
Party is required if the assignment is carried out pursuant to Paragraph 9.03 or
Paragraph 9.04 below.
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9.03 Nothing contained herein shall prevent or restrict either Party from
pledging, granting a security interest in, or assigning as collateral all or any
portion of such Party's interest in this Agreement to secure any debt or
obligation of such Party under any mortgage, deed, trust, security or similar
instrument. ANR shall cooperate with LSP in delivering the necessary consent to
assignment and other documentation reasonably required by lenders in connection
with LSP's financing.
9.04 Nothing contained herein shall prevent or restrict LSP from assigning
all or any portion of its interest in this Agreement to a public or governmental
entity in connection with its financing of infrastructure related to LSP's Power
Plant; provided however, that any such assignment shall relieve LSP of its
obligations and liabilities under this Agreement only to the extent such
obligations and liabilities are assumed and accepted by such entity.
ARTICLE X
NOTICES
10.01 Any notice required or permitted to be given under this Agreement,
or any notice which ANR or LSP may desire to give to the other, shall be in
writing and shall be deemed to have been received upon receipt thereof if sent
by hand delivery, on the day of transmission if sent by telecopier, or upon the
seventh day following the posting thereof if sent by mail, provided such notice
is addressed as follows:
If to LSP:
LSP Energy Limited Partnership
000 Xxxxx Xxxx, Xxxxx 000
Xx. Xxxxx, Xxxxxxxx 00000
Attention: Batesville Project Manager
Telecopier No.: 000-000-0000
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If to ANR:
ANR Pipeline Company
000 Xxxxxxxxxxx Xxxxxx
Xxxxxxx, Xxxxxxxx 00000
Attention: Senior Vice President
Project Development and
Facility Planning
Telecopier No. (000) 000-0000
10.02 If either Party elects to change its address or phone number, such
Party shall provide notice to the other Party in accordance with Paragraph
10.01.
ARTICLE XI
FORCE MAJEURE
11.1 Force Majeure. If by reason of Force Majeure either Party hereto is
rendered unable, wholly or in part, to carry out its obligations under this
Agreement, and if such Party gives notice and reasonably full particulars of
such Force Majeure in writing or by facsimile to the other Party within a
reasonable time after the occurrence of the cause relied on, the Party giving
such notice, so far as and to the extent that it is affected by such force
majeure, shall not be liable in damages during the continuance
of any inability so caused; provided, such cause shall be remedied with all
reasonable dispatch.
11.2 Force Majeure Defined. AS used herein, Force Majeure shall mean
causes or events beyond the reasonable control of, and without the fault or
negligence of, the Party claiming such Force Majeure, including, without
limitation, acts of God, unusually severe action of the elements such as floods,
hurricanes, or tornadoes; sabotage; terrorism; war; riots or public disorders;
fire; and actions or failures to act of any Governmental Agency (including
expropriation, requisition, change-in-law or change in any Governmental Approval
or
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environmental constraints lawfully imposed by any Governmental Agency)
preventing, delaying, or otherwise adversely affecting performance of a Party
hereto.
11.3 Limitations. Such force majeure affecting the performance hereunder
by either Party, however, shall not relieve such Party of liability in the event
of its failure to use due diligence to remedy the situation and to remove the
cause in an adequate manner and with all reasonable dispatch, nor shall such
causes or contingencies affecting such performance relieve either Party from its
obligations to make payments then due hereunder.
ARTICLE XII
MISCELLANEOUS PROVISIONS
12.01 This Agreement shall be construed according to the laws of the State
of Mississippi.
12.02 The numbering and heading of particular provisions of this Agreement
is for the purpose of convenience only, and shall not be construed as having any
substantive effect on the terms of this Agreement.
12.03 The various articles, sections, provisions, and clauses of this
Agreement are severable. The invalidity of any portion hereof shall not affect
the validity of any other portion or the entire Agreement.
12.04 A waiver by either ANR or LSP of any default by the other in the
performance of this Agreement shall not operate or be construed as a waiver of
any future default whether of a like or different character.
12.05 This Agreement constitutes the entirety of the understandings and
agreements of ANR and LSP with respect to the subject matter dealt with herein,
and supersedes and
20
cancels any prior understandings and agreements, whether written or oral,
relative to said subject matter. No modification or alteration of this Agreement
shall be effective unless first reduced to writing and executed by both ANR and
LSP.
12.06 Nothing herein expressed or implied is intended or shall be
construed to confer upon or give any person not a Party any rights, remedies or
obligations under or by reason of this Agreement.
IN WITNESS WHEREOF, ANR and LSP have executed this Agreement in two (2)
duplicate originals, effective as of the date first written above.
ANR PIPELINE COMPANY
By: /s/ Xxxxxxx X. Babuik
--------------------
Name: Xxxxxxx X. Babuik
Title: Senior Vice President
LSP ENERGY LIMITED PARTNERSHIP
By: LSP Energy, Inc. Its general partner
By: /s/ Xxxx X. Xxxxxxx
-------------------
Name: Xxxx X. Xxxxxxx
Title: Assistant Vice President
21
Title:
23
EXHIBIT A
Exhibit A
[GRAPHIC]
Exhibit B
ANR PIPELINE COMPANY
SPECIFICATION FOR
STANDARD FOR CUSTOMER/CUSTODY TRANSFER COMPANY FACILITIES
ON ANR OWNED PROPERTY
Specification
E.S. - 20
Approved By: /s/ X.X. Xxxxxxxx 18 SEP 95
---------------------------- ---------
X.X. Xxxxxxxx
Director, Engineering Design
Issue: Revision 4
Originally Issued: September 14, 1983
Dated: September 15, 1995
ENGINEERING SPECIFICATION NO. ES-20
STANDARD FOR CUSTOMER/CUSTODY TRANSFER COMPANY FACILITIES
ON ANR OWNED PROPERTY
--------------------------------------------------------------------------------
1.0 GENERAL
All facilities used in the transportation, metering, and regulation of
natural gas that are to be installed on property owned by ANR Pipeline
Company, shall be designed, installed, tested, and maintained in
accordance with the requirements of this Specification, and Federal and
State Codes and statutes.
Any exception to this Specification will be subject to review and approval
by ANR Pipeline Company.
2.0 DEFINITIONS
For the purpose of this Specification, the definitions in this paragraph
shall apply.
2.1 Customer/Custody Transfer Company (abbreviated C/CT Company) -
Company to which ANR Pipeline Company transfers custody of natural
gas, or Company from which ANR Pipeline Company receives gas.
2.2 ANR Pipeline Company - (abbreviated ANR).
2.3 Design Pressure - the maximum pressure at which a natural gas
handling facility may be operated is governed by applicable codes
and material limitations. This pressure is always either equal to or
greater than the maximum allowable operating pressure as defined
below.
2.4 Maximum Allowable Operating Pressure (MAOP) - the maximum pressure
at which a natural gas handling system may be operated as determined
by the maximum upstream pressure or by Limitations imposed by the
operating company and guaranteed by a pressure limiting device as
required by Paragraph 192.195 of the Federal Safety Standards. This
MAOP may never exceed design pressure.
3.0 CODES AND SPECIFICATIONS
3.1 All natural gas handling facilities shall be designed, constructed,
tested and maintained in accordance with the requirements of the
Department of Transportation Minimum Federal Safety Standards for
Gas Lines (Part 192, Title 49, Code of Federal Regulations, herein
abbreviated D.O.T.), and State Codes when applicable, except that a
design factor (F) of no greater than 0.50 shall be used in the
design of all piping components.
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3.2 The following standards and specifications are incorporated in this
Specification by reference, and each is referred to in this
Specification by the indicated abbreviation:
ASTM A-106: "Standard Specification for Seamless Carbon
Steel Pipe for High Temperature Service", latest
revision and edition approved by D.O.T.
API-5L: "API Specification for Line Pipe", latest
revision and edition approved by D.O.T.
ANSI B16.9: "Factory-Made Wrought Steel Butt Welding
Fittings", latest revision and edition.
MSS SP-75: "Specification for High Test Wrought Welding
Fittings", latest revision and edition.
MSS SP-44: "Steel Pipe Line Flanges", latest revision and
edition.
ANSI B31.8: "Gas Transmission and Distribution Piping
Systems", latest revision and edition.
API-1104: "Standard for Welding Pipe Lines and Related
Facilities", latest revision and edition
approved by D.O.T.
API-12K: "A.P.I. Specification for Indirect Type Oil
Field Heaters", latest revision and edition.
ASME Sec. VIII: "ASME Boiler and Pressure Vessel Code, Section
VIII, Division 1, latest revision and edition
approved by D.O.T.
AGA XFO277: American Gas Association, Classification of
Gas Utility Areas for Electrical
Installations, latest revision.
NEC: National Electric Code (National Fire
Protections Association 70), latest edition
approved by D.O.T.
ENV-041: ANR Environmental Compliance Procedure For
Sandblasting Wastes, latest revision.
ENV-042: ANR Environmental Compliance Procedure for
Painting Wastes, latest revision.
4.0 MATERIALS
4.1 All valves, fittings, piping, and appurtenances shall be fabricated
using only those materials which meet the specifications identified
in Appendix "A" and "B" of D.O.T. with the following supplemental
requirements:
a. All facilities exposed to ANR design pressure, including the
entire first stage of regulation and its downstream service
valve, shall be fabricated using only steel components. No
cast iron or semi-steel valves or other components are
acceptable through this regulation stage.
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ON ANR OWNED PROPERTY
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b. C/CT Company's second stage regulation facilities may contain
cast iron or semi-steel components of sufficient pressure
rating provided that the inlet pressure to this stage does not
exceed 100 psi. If the second stage inlet pressure exceeds 100
psi, only steel components may be used and no cast iron or
semi-steel components are acceptable throughout this
regulation stage.
4.2 C/CT Company shall install pipe of the following minimum
Specifications:
Pipe Description Specification
----------------------------------------- ------------------
1/4" Nom. O.D. thru 2" Nom. O.D. XH W.T. ASTM X-000, XXX-0X
0" Xxx. O.D. thru 24" Nom. O.D. Std. W.T. ASTM A-106, API-5L
*Pipe fully equivalent to those listed above may be used but only
with prior approval from ANR.
4.3 All fittings 12" and smaller shall be Grade "B" fittings
manufactured in accordance with ANSI B16.9. Fittings 16" and larger
may be either GR "B" or high yield strength if pressure requirements
dictate. If high yield strength fittings are utilized they shall be
manufactured in accordance with MSS-SP-75 (for elbows and tees) and
MSS-SP-44 (for flanges). Fittings wall thickness shall have minimum
nominal thicknesses equivalent to the minimum thickness of the pipe
as required in Section 4.2.
4.4 All fittings 1-1/2" and larger in size shall be butt weld. Fittings
1-1/4" and smaller which are to be installed below grade shall be
socket weld.
4.5 Screwed fittings 1-1/4" and smaller in size may be used on above
grade piping.
4.6 Fittings made from malleable iron shall not be used.
4.7 In all cases only weld neck, forged steel flanges shall be used.
Slip-on, lap joint or other similar type flanges are prohibited.
4.8 The use of connection fittings such as elbowlets, threadolets,
couplings ... etc., shall not be used on Elbows or Tees.
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ENGINEERING SPECIFICATION NO. ES-20
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ON ANR OWNED PROPERTY
--------------------------------------------------------------------------------
4.9 Field or shop fabricated branch connections shall not incorporate
weld pads, saddles, sockolets, or weldolets over 2" in size.
Weldolets and sockolets 2" in size or less shall not be used
whenever tees can be obtained. A minimum of 2 inches shall be
maintained between adjacent welds of branch connections. The use of
weldolets shall be subject to approval on an individual basis by
ANR. The use of "crosses" and "lateral" fittings is prohibited.
Extruded branch connections shall be designed in accordance with
192.157 of D.O.T., and with Paragraph 831.6, "Extruded Outlets", of
ANSI B31.8.
4.10 All materials purchased shall be suitable for the hydrostatic test
pressure of the C/CT Company's facilities as by this Specification.
5.0 PRESSURE RELIEVING OR LIMITING DEVICES
5.1 C/CT Company relief valves or other pressure limiting devices shall
be designed to protect C/CT Company's facilities from being
over-pressured. The C/CT Company shall contact ANR's Area Manager
for the design pressure of facilities subject to ANR's System MAOP.
When relief valves are used to protect C/CT Company's facilities,
their capacity must be equal to or greater than the maximum possible
capacity that could be seen at the C/CT Company's facilities. When
the MAOP of C/CT Company's facilities is less than 60 psi the actual
set pressure of the C/CT Company relief valves shall not exceed the
set pressures set forth in D.O.T. When the MAOP of C/CT Company's
facilities is greater than 60 psi the actual set pressure of the
C/CT Company's relief valves shall not exceed the MAOP by the lesser
of:
a. 10% of the MAOP of the system being protected or,
b. 75% of SMYS of the weakest component of the system being
protected downstream of regulation.
5.2 Relief valves shall be installed downstream of each stage of
regulation where monitoring regulators are not used. A relief valve
of adequate capacity (adequate capacity meaning the maximum possible
capacity that could ever be seen at the facility) shall be installed
immediately downstream of any regulator which has a lower maximum
allowable outlet pressure than inlet pressure. If installed, service
valves upstream of relief valves shall be equipped with locks
adapted so that the service valves can be closed for maintenance
purposes only and only by authorized persons. Relief valve outlets
shall be adequately braced and piped to the outside of buildings.
Under normal operation the service valve shall be locked in the open
position.
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5.3 Relief valves are not required where monitoring regulators are used
and operated in accordance with Paragraphs 192.201 and 192.739 of
the Federal Safety Standards.
5.4 C/CT Company shall indicate, on the design and construction
drawings, the design and test pressure for each stage of regulation
and the set pressures for all regulators and relief valves.
5.5 C/CT Company shall supply ANR with the MAOP of their facilities. If
the C/CT Company will be transferring gas to ANR, C/CT Company shall
supply ANR with data concerning the maximum capacity that could be
transferred.
5.6 The pressure regulation facilities shall meet the noise level
criteria of Section 13.0. Guaranteed overall sound pressure levels
shall be provided by C/CT Company at a reference point 48 inches
downstream and 29 inches perpendicular to the centerline of the
regulator valve. If regulation facilities are contained in a sound
abating building, C/CT Company shall inform ANR its sound abatement
characteristics.
6.0 HEATERS
6.1 Only indirect water bath heaters shall be used unless specifically
reviewed and approved by ANR. All heater piping, together with the
coil and coil header of the heater, shall be designed in accordance
with ASME Boiler and Pressure Vessel Code Section VIII, Division 1
for the greater of: the design pressure of ANR's facilities or C/CT
Company's facilities. Coils shall be 100% radiographed as per
API-1104. Safety drilling of return bends will not be allowed. The
heater shell shall be designed for a maximum working pressure
capable of withstanding the pressure resulting from the hydrostatic
head of the water bath. The heater, excluding the coil and coil
header shall be designed as per API-12K. Indirect water bath heaters
shall be located a minimum of 15 feet from any building structure
and/or the station blow-off. A heater may be enclosed provided the
installation meets the provisions of the National Electrical Code
and other applicable fire safety codes. If the construction of the
heater permits the removal of the coils the C/CT Company has the
option to either:
a. remove the coils and inspect them at intervals not
exceeding five years (the inspection
rejection/acceptance criteria shall be based on DOT Part
192.485, or 192.487, and ASME Guide Material Appendix
G-6), or
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ON ANR OWNED PROPERTY
--------------------------------------------------------------------------------
b. hydrostatically test the heater in accordance with
Section 12.0 every five years.
If the coils are not removable the heater shall be removed from
service and hydrostatically tested every five years in accordance
with Section 12.0.
6.2 All heaters shall be equipped with a safeguard device which will
shut off fuel to the burner(s) in the event of pilot outage and high
water temperature. All heaters equipped with an automatic re-light
device will remain in the shut-down position if main burner and
pilot fail to be automatically re-lit after three purge and re-light
cycles are attempted. Natural draft firetube burners shall be
equipped with an automatic secondary air controller to control
excess oxygen and to prevent firetube drafting when the burners are
off.
6.3 Heater noise levels shall meet the noise level criteria of Section
13.0. C/CT Company shall provide guaranteed sound pressure levels
(overall level and Octave Band Sound Pressure levels) as measured
from a distance of 3 feet in any direction from the fire tube
combustion air intake and the exhaust stack outlet.
6.4 C/CT Company to provide the maximum emission rate in pounds per
hour of the following at maximum burner capacity:
a. Nitrogen Oxides
b. Hydrocarbons
c. Carbon Monoxides
6.5 Building space heaters shall be either catalytic or electric type.
Open flame space heaters shall not be allowed.
7.0 ODORIZATION FACILITIES
7.1 Odorant storage tanks must be located above ground and shall be
located in an approved secondary containment area.
7.2 Odorant storage tanks shall be designed and fabricated in accordance
with ASME Boiler and Pressure Vessel Code Section VIII, Division 1.
7.3 Underground Storage Tanks (USTs) shall not be allowed.
7.4 Odorant storage tanks must be sized to contain a one year's supply
of odorant.
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ON ANR OWNED PROPERTY
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7.5 Tank shall be designed and maintained in accordance with applicable
Federal, State, and Local Codes.
8.0 ELECTRICAL FACILITIES
All electrical facilities shall be designed and installed in accordance
with the National Electrical Code (NEC). The AGA's XF0277 recommended
practices shall be used as a guide for classifying areas for electrical
and instrumentation equipment.
8.1 A Class I, Division 1 area is a location where a combustible gas or
vapor is present in the atmosphere under normal operating conditions
(reference the NEC). The extent of a Class I, Division 1 area is
generally 5 feet from the source (reference XFO277).
8.2 A Class I, Division 2 area is a location where a combustible gas or
vapor is present in the atmosphere under abnormal operating
conditions, i.e. accidental rupture of the process piping or vessel
(reference the NEC). The extent of a Class I, Division 2 area is
generally 15 feet from the source (reference XFO277).
9.0 BY-PASS
C/CT Company regulator piping may incorporate a by-pass around regulator
facilities provided that the by-pass piping shall be of a rating designed
to adequately handle the regulators inlet design pressure and include
pressure taps with gauges located downstream of the by-pass isolation
valve. The by-pass valve shall be locked closed when the by-pass is not in
use. When the by-pass is open, the by-pass isolation valve shall be
continuously manned. Locked by-pass valves are not required if the by-pass
is a secondary parallel regulator run conforming to the requirements of
Section 5.0 of this Specification. A by-pass around measurement assemblies
shall not be permitted unless the by-pass is a parallel measurement
assembly.
10.0 BUILDINGS AND ENCLOSURES
10.1 All buildings and enclosures shall be constructed of non-combustible
materials.
10.2 New buildings should be compatible, in color and texture, with newer
buildings existing on the property. In the case of existing older
buildings, the new buildings should be environmentally compatible,
but do not necessarily need to match the older existing buildings.
10.3 Buildings are to be located a minimum of 10 feet from any fence or
property line or as property restrictions dictate.
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ON ANR OWNED PROPERTY
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11.0 WELDING
All welding on piping components of the C/CT Company facilities shall be
in accordance with D.O.T. All xxxx welds shall be 100% radiographically
inspected prior to hydrostatic testing.
12.0 HYDROSTATIC TESTING
12.1 C/CT Company facilities shall be hydrostatically tested to
demonstrate the structural integrity of the piping system and to
prove that no leaks exist. Sections of the piping system which are
of different design pressures shall be tested independently to at
least the test pressures established by this section.
12.2 The test pressure for the C/CT Company facilities for systems
operating at a hoop stress greater than 30% of SMYS, shall range
between a maximum of 1.55 times the MAOP and a minimum of 1.5 times
the MAOP for 8 hours. (Unless facilities are to be located in the
State of New York where the duration will be 12 hours).
12.3 Facilities operating below 30% SMYS and above 100 psig (below 20% if
in New York) shall be leak tested between a maximum 1.55 times the
MAOP and a minimum of 1.5 times the MAOP for one hour or until it is
determined that there are no hazardous leaks, whichever is greater.
12.4 For facilities located in a Class 4 location the test medium may
only be water.
12.5 Systems having design pressures at or less than 100 psig shall be
leak tested in accordance with D.O.T.
12.6 Caution shall be exercised during testing to insure that valves are
in a half-open position when tested at pressures in excess of their
maximum working pressure.
12.7 All instrumentation piping and tubing shall be leak tested as per
D.O.T.
12.8 Upon completion of the hydrostatic test, the C/CT Company shall
forward a copy of hydrostatic test report to ANR's Area Manager with
the letter of certification. (See Section 17.0). The report shall
list the types of pressure/temperature equipment and a copy of the
charts.
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12.9 Hydrotest waters shall be removed from property and disposed of in
accordance with Federal, State, and Local Codes. A copy of disposal
records shall be forwarded to ANR's Area Manager. Hydrotest water
shall not be discharged on ANR or adjacent property.
13.0 NOISE LEVELS
13.1 The combined noise level contribution for all C/CT Company
facilities at the nearest residence shall not exceed 40 dBA, or the
measured L 90 level, whichever is greater. If equipment or
attenuation devices fail to perform to the calculated noise level,
it is the C/CT Company's responsibility to provide remedial measures
to achieve the guaranteed level.
13.2 C/CT Company shall provide a statement of compliance (letter) to
ANR's Area Manager, certifying that the facilities installed meet
the sound level requirements of Paragraph 13.1.
13.3 C/CT Company shall provide to ANR:
a. Basis for determination of allowable noise level at
existing or future residence.
b. Equipment manufacturer guaranteed sound pressure levels.
c. Proximity of C/CT Company facilities to fence lines and
nearby residences (scaled vicinity map with C/CT Company
facilities and nearby residences shall be provided). At
ANR's discretion, the sound level requirements in
Paragraph 13.1 may be defined at a distance where the
potential for future development exists.
d. Any acoustical attenuation values given to:
1. distance
2. atmospheric absorption
3. ground effects
4. barriers and enclosures
14.0 SANDBLASTING AND PAINTING WASTES
All sandblasting and painting by C/CT Company shall be performed in
accordance with OSHA regulations.
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14.1 Procedures describing the testing and disposal for sand, paint
chips, and related waste generated during sandblasting for paint
removal shall be submitted by C/CT Company to ANR's Area Manager for
review and approval. These procedures should be in conformance with
ANR Environmental Compliance procedure #ENV-041.
14.2 Procedures describing the storage, shipping, and disposal of
painting wastes shall be submitted by C/CT Company to ANR's Area
Manager for review and approval. These procedures should be in
conformance with ANR Environmental Compliance Procedure #ENV-042.
15.0 PERMITS
C/CT Company shall be responsible for obtaining all installation permits
and environmental clearances for any C/CT Company facilities to be
installed on property owned by ANR. Copies of permits and environmental
clearances for any C/CT Company facility shall be submitted to ANR's Area
Manager for review and approval.
16.0 SPECIAL RESTRICTIONS
16.1 Special restrictions may apply to specific stations due to
agreements with adjacent landowners, townships, etc. These
restrictions may regard aesthetics, set-backs, fencing, barricades,
access, etc. ANR shall advise C/CT Company if such special
restrictions exist that could affect C/CT Company facilities.
16.2 The application of paints and primers containing mercury, chromium,
cadmium or lead shall not be allowed.
16.3 All chemicals/materials, (e.g. glycol, methanol, hydrocarbons, etc.)
shall be stored and handled in accordance with Manufacturer's
Recommendations and in accordance with all Federal, State, and Local
Codes. Storage must be in an ANR approved vessel. Copies of
applicable Federal, State, or Local permits, notifications,
registrations, spill plans, material safety data sheets (MSDS), etc.
shall be provided to ANR. Any spills shall be handled and reported
in accordance with Federal, State, and Local Codes. ANR's Area
Manager shall also be notified immediately when a spill is reported.
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17.0 APPROVALS
17.1 Prior to the installation of any C/CT Company facilities on ANR
property, the C/CT Company shall forward to ANR's Area Manager, for
review and approval:
a. Three (3) sets of prints of the related design and
construction drawings showing complete construction
material specifications;
b. Notes regarding testing, x-ray and design pressures;
c. Any procedures regarding sandblasting and painting waste
management and,
d. Any analysis of allowable noise levels for C/CT Company
facilities.
Upon completion of review, any revisions required for the design to
meet the current ANR Standards and design practices shall be
incorporated on the construction drawings by the C/CT Company and
forwarded to ANR's Area Manager. In any event, drawings of
reproducible quality shall be forwarded to ANR prior to commencement
of any construction. AutoCadd drawings (Release 11 or newer version)
may be submitted in disk format. No construction shall commence
until written authorization is received from ANR's Area Manager. ANR
reserves the right to make additional prints for its internal use.
18.0 C/CT Company facilities shall not be placed in service without prior
written approval from the Area Manager. Approval to place C/CT
Company facilities in service will be contingent upon the receipt of
the C/CT Company's letter to ANR's respective Area Manager,
certifying that the facilities have been installed in accordance
with approved plans, 100% x-rayed and hydrostatically tested in
accordance with this Specification. The C/CT Company shall forward
as-built drawings (or AutoCadd disk) of the facilities within sixty
(60) days to ANR for file retention.
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EXHIBIT C
Exhibit "C"
INSURANCE REQUIREMENTS
Each Party shall procure, pay premiums, and maintain at all times during the
term hereof sufficient insurance as may be required by law to protect each Party
from and against all claims, demands and causes of action arising by reason of
any work performed under this contract. Such insurance shall be written in the
following minimum amounts.
(a) Workers Compensation Insurance and Employers Liability Insurance as
provided by Statute including coverage under U.S. Longshoremen and Harbor
Workers Act if applicable.
(b) Comprehensive General Liability and Property Damage Insurance: Bodily
Injury and Property Damage Combined Single Limit Each Occurrence:
$1,000,000.
(c) Such policy will include Contractual Liability, Products and Completed
Operations, Independent Contractors, Sudden Accidental Pollution
Liability, Broad Form Property Damage, Premises and Operations, and
deletion of "X", "C", and "U" exclusions, if applicable. Said policy shall
contain a severability of interest clause or a standard cross-liability
endorsement.
(d) Automobile Public Liability and Property Damage Insurance, including all
owned, hired, rented or non-owned automotive equipment. Bodily Injury and
Property Damage Combined Single Limit Each Occurrence: $1,000,000.
(e) Umbrella Liability Insurance coverage in excess of the limits and terms in
(A) through (C) above, with a combined single limit for Bodily Injury and
Property Damage of at least $4,000,000 for each occurrence. For a claims
made policy, either nose or tail coverage for unknown liabilities from the
inception date of this agreement shall be purchased if the policy is
replaced or cancelled.
Each Party agrees to furnish the other Party, prior to the beginning of any work
hereunder, proper Certificates of Insurance evidencing the insurance coverages
required herein. All policies required shall provide a minimum of thirty (30)
days notice to each Party prior to cancellation. Each Party shall be named as
additional insured under all policies required with the exception of the Workers
Compensation policy. All insurance policies required to be carried hereunder
shall contain a waiver of subrogation as to each Party, its agents, employees
and the Parties for which it is operating.
22
