EXHIBIT 10.41
AMENDATORY AGREEMENT
This Amendment is entered into this 1st day of March, 2000, between
Southern Natural Gas Company ("Company") and Chattanooga Gas Company
("Shipper").
WITNESSETH
WHEREAS, Company and Shipper are parties to Firm Transportation Service
Agreement(s) (collectively referred to as "Contract FSNG130") for the following
Transportation Demands and effective dates under the indicated Rate Schedule(s)
of Company's FERC Gas Tariff, Seventh Revised Volume No. 1:
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Original Package Rate Transportation Effective Primary
Contract Number Schedule Demand Date Term
Number (Mcf/day)
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904470 1 FT 3,300/1/ 11/1/1994 4/30/2007
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904470 2 FT 4,649 11/1/1994 3/31/2008
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904471 3 FT-NN 14,051 11/1/1994 8/31/2003
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905660 4 FT 5,000 11/1/1996 10/31/2006
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WHEREAS, Company and Shipper are also parties to a Firm Contract Storage
Service Agreement (referred to as "Contract SSNG69") for the following Maximum
Storage Quantity ("MSQ") and Maximum Daily Withdrawal Quantity ("MDWQ") for the
effective dates shown under Rate Schedule CSS of Company's FERC Gas Tariff,
Seventh Revised Volume No. 1:
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Original Package MSQ MDWQ Effective Primary
Contract Number (Mcf/day) (Mcf/day) Date Term
Number
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S20130 1 695,871 14,051 11/1/1994 8/31/2003
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WHEREAS, Shipper has chosen to support Company's rate case settlement
filed with the Federal Energy Regulatory Commission ("FERC") on March 10, 2000,
in Docket Nos. RP99-496-000 and RP99-496-001 ("Settlement") in order to receive
the benefit of the lower settlement rates effective March 1, 2000, and the
______________________
/1/ This Transportation Demand is not subject to pregranted abandonment pursuant
to 18 C.F.R. (S) 284.221(d)(3).
other benefits set forth in the settlement, in exchange for contract extensions
of the above-referenced firm contract(s) for the period(s) specified herein;
NOW, THEREFORE, in consideration of the premises and the mutual benefits
and covenants contained herein, the parties agree as follows:
1. The primary term(s) set forth in Section 4.1 of each firm Service Agreement
below is hereby amended to extend the primary term(s) as follows:
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Original Package Rate Transportation Effective Extended
Contract Number Schedule Demand or MSQ Date Primary
Number (Mcf/day) Term
--------------------------------------------------------------------------------
904471 3 FT-NN 14,051 11/1/1994 8/31/2006
--------------------------------------------------------------------------------
S20130 1 CSS 695,871 11/1/1994 8/31/2006
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Each primary term shall continue and remain in force and effect for
successive terms of one year each after the end of each extended primary
term for the specified Transportation Demand, unless and until cancelled
with respect to the associated Transportation Demand by either party giving
365 days written notice to the other party prior to the end of the extended
primary term or 270 days written notice prior to the end of any yearly
extension thereafter.
2. Company and Shipper agree that Shipper's firm contract(s) 904471 (Package
3) and S20130 (Package 1) as set forth in Section 1 above shall be subject
to a right of first refusal by Shipper at the expiration of the extended
primary term set forth above for such contract(s). Notwithstanding anything
in Company's FERC Gas Tariff or FERC Order No. 637 to the contrary,
Shipper's matching bid under the right of first refusal provisions of
Company's FERC Gas Tariff shall not have to exceed (a) a maximum term of
five years, and (b) up to 100% of the maximum lawful rolled-in rate under
the rate schedule that applied to the service as of the expiration of the
extended primary term of such contract, for Shipper to retain its capacity.
This contractual right of first refusal shall apply to the firm contracts
of any replacement shipper that receives a permanent assignment, in whole
or in part, of Shipper's firm contract(s) set forth above.
The above-described right of first refusal also shall apply to the
following firm Transportation Demand(s) that Shipper did not have to extend
pursuant to the Settlement but which are for a term of one year or longer:
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Original Package Rate Transportation Effective Primary
Contract Number Schedule Demand or MSQ Date Term
Number (Mcf/day)
--------------------------------------------------------------------------------
904470 2 FT 4,649 11/1/1994 3/31/2008
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905660 4 FT 5,000 11/1/1994 10/31/2006
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3. This Amendment is subject to the conditions subsequent that: (a) the
Settlement receives final FERC approval in accordance with Article XVI of
the Settlement; (b) the Settlement is not otherwise terminated as provided
in Article XVI of the Settlement; and (c) Shipper does not elect to become
a contesting party pursuant to Article XV, paragraph 6, of the Settlement.
If any of these conditions occur, either party may terminate this Amendment
on ten (10) days written notice to the other party, and upon such notice,
this Amendment shall become null and void ab initio, of no further force
and effect, and the contract provisions set forth in the contract, absent
this amendment, shall remain in force and effect.
4. In the event the rate moratorium under the Settlement is terminated in
accordance with the terms of Article IV of the Settlement, Shipper shall
have the right to reduce its Transportation Demand ("TD") under its firm
transportation contracts during the extension period of any such contract
and/or reduce the extension period, by giving no less than 90 days written
notice to Company, to be given no later than one year after the effective
date of Company's general rate change made pursuant to Article IV,
paragraph 2, of the Settlement. Any reductions in TDs shall be pro rata
based on TDs, among Shipper's full rate, discounted, and seasonal TDs, if
any, and any reduction in the term of the extended contracts shall apply to
all such contracts.
5. This Amendment is subject to all applicable, valid laws, orders, rules and
regulations of any governmental entity having jurisdiction over the parties
or the subject matter hereof.
6. This Amendment shall be binding on the parties' respective successors and
assigns.
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WHEREFORE, the parties have executed this Amendment through their duly
authorized representatives to be effective as of the date first written above.
ATTEST: SOUTHERN NATURAL GAS COMPANY
By:_______________________________ By:_____________________________________
Title:____________________________ Title:__________________________________
ATTEST: CHATTANOOGA GAS COMPANY
By:________________________________ By:_____________________________________
Title:_____________________________ Title:__________________________________
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