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EXHIBIT 10.32
SERVICE AGREEMENT
APPLICABLE TO THE STORAGE OF NATURAL GAS
UNDER RATE SCHEDULE GSS
(PART 284)
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 that Pipeline will store
natural gas for Customer during the term, at the rates and on the terms and
conditions hereinafter provided and, with respect to gas delivered by each of
the parties to the other, under and subject to Pipeline's Rate Schedule GSS and
all of the General Terms and Conditions contained in Pipeline's FERC Gas Tariff
and any revisions thereof that may be made effective hereafter:
ARTICLE I
QUANTITIES
Beginning as of April 1,1996 and thereafter for the remaining term of
this agreement, Customer agrees to deliver to Pipeline and Pipeline agrees to
receive for storage in Pipeline's underground storage properties, and Pipeline
agrees to inject or cause to be injected into storage for Customer's account,
store, withdraw from storage, and deliver to Customer and Customer agrees to
receive, quantities of natural gas as set forth on Exhibit A, attached hereto.
ARTICLE II
RATE
A. For storage service rendered by Pipeline to Customer hereunder,
Customer shall pay Pipeline the maximum rates and charges provided under Rate
Schedule GSS contained in Pipeline's effective FERC Gas Tariff or any effective
superseding rate
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schedule.
B. The Storage Demand Charge and the Storage Capacity Charge
provided in the aforesaid rate schedule shall commence on April 1,1996.
C. 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 GSS "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.
D. Notwithstanding Paragraph ll.A., above, Customer's agreement in
Paragraph ll.A. to pay the maximum rates and charges provided under Rate
Schedule GSS 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 April 1,1996.
ARTICLE III
TERM OF AGREEMENT
Subject to all the terms and conditions herein, this Agreement shall be
effective as of April 1,1996, and shall continue in effect for a primary term
through and including March 31, 2003, and for subsequent annual terms of April 1
through March 31 thereafter, until either party terminates this Agreement by
giving written notice to the other at least twelve months prior to the start of
an annual term.
ARTICLE IV
POINTS OF RECEIPT AND DELIVERY
The Points of Receipt for Customer's tender of storage
injection quantities, and the Point(s) of Delivery for withdrawals from storage
shall be specified 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
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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 GSS, 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
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.
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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
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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 STORAGE 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 quantities of natural gas storage service which Customer may
utilize under this Service Agreement, as well as Customer's applicable Billing
Determinants, are as follows:
1. Storage Capacity of 350,000 Dekatherms (Dt), and
2. Storage Demand of 7,000 Dt per day.
B. POINTS OF RECEIPT
The Points of Receipt and the maximum quantity for that point shall be
as set forth below. Each of the parties will use due care and diligence to
assure that uniform pressures will be maintained at the Receipt Points as
reasonably may be required to render service hereunder, but Pipeline shall not
be required to accept gas at less than the minimum pressures specified herein.
In addition to the quantities specified below, Customer may increase the
quantities furnished to Pipeline at each Receipt Point, so long as such
quantities, when reduced by the fuel retention percentage specified in
Pipeline's currently effective FERC Gas Tariff, do not exceed the quantity
limitation specified below for each Receipt Point.
1. Up to 5,000 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, at a pressure of not less than five hundred
seventy-five (575) pounds per square inch gauge ("psig");
2. Up to 5,000 Dt per Day at the interconnection of the facilities of
Pipeline and Texas Eastern or Transcontinental Gas Pipe Line
Corporation known as the Xxxxx Interconnection, at a pressure of not
less than one thousand two hundred (1,200) psig.
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EXHIBIT A
MAY 15, 1996 GSS AGREEMENT (PART 284)
BETWEEN CNG TRANSMISSION CORPORATION AND
NASHVILLE GAS COMPANY
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3. Up to 5,000 Dt per Day at the interconnection of the
facilities of Pipeline and Tennessee Gas Pipeline Company
("Tennessee") at the Ellisburg Interconnection; and other
mutually agreed upon interconnects in Tennessee's Zone 4, at
a pressure of not less than four hundred seventy-five (475)
psig;
4. Subject to the availability of capacity, up to 5,000 Dt per
Day at the interconnection of the facilities of Pipeline and
Texas Eastern in Xxxxxx County, Ohio, known as the Lebanon
Interconnection;
5. To the extent of available capacity, and as mutually
agreeable, up to 1,500 Dt per day at the interconnection of
the facilities of Pipeline and Columbia Gas Transmission
Corporation, at Xxxx County, West Virginia, known as the
Rockport Interconnection, at a pressure of not less than
three hundred nine (309) psig; and up to 5,000 Dt per day at
Xxxxx Xxxxxx Interconnect at a pressure of not less than six
hundred eighty (680) psig.
C. POINTS OF DELIVERY
1. The Primary Point(s) of Delivery for subsequent
transportation to Customer of all firm storage withdrawal
quantities shall be the points of withdrawal from Pipeline's
storage pool(s).
2. These Point(s) of Delivery shall only be Primary, as defined
in Pipeline's FERC Gas Tariff, to the extent that
corresponding transportation from the points of withdrawal
from Pipeline's storage pool(s) is provided under the
"Service Agreement Applicable to Transportation Of Natural
Gas Under Rate Schedule FT" between Pipeline and Customer,
dated May 15, 1996.
