EXHIBIT 10.16
Service Agreement No. FSGA1
FORM OF SERVICE AGREEMENT - SG FACILITIES
UNDER RATE SCHEDULE FT
THIS AGREEMENT, made and entered into as of this 1st day of August, 2000,
by and between Southern Natural Gas Company, a Delaware corporation, hereinafter
referred to as "Company", and Atlanta Gas Light Company, a Georgia corporation,
hereinafter referred to as "Shipper",
WITNESSETH:
WHEREAS, Company is an interstate pipeline, as defined in Section 2(15) of
the Natural Gas Policy Act of 1978 (NGPA); and
WHEREAS, Shipper has requested firm transportation on Company's South
Georgia Facilities pursuant to Rate Schedule FT of various supplies of gas for
redelivery for Shipper's account and has submitted to Company a request for such
transportation service in compliance with Section 2.1 of the General Terms and
Conditions applicable to such Rate Schedule FT; and
WHEREAS, Shipper may acquire, from time to time, released firm
transportation capacity under Section 22 of the General Terms and Conditions for
Rate Schedules FT and IT of Company's FERC Gas Tariff; and
WHEREAS, Company has agreed to provide Shipper with transportation of such
gas supplies or through such acquired capacity release in accordance with the
terms and conditions of this Agreement and pursuant to such necessary regulatory
authorizations acceptable to Company and Shipper, including Part 284 of the
Regulations of the Federal Energy Regulatory Commission (Commission).
NOW THEREFORE, the parties hereto agree as follows:
ARTICLE I
TRANSPORTATION QUANTITY
1.1 Subject to the terms and provisions of this Agreement, Rate Schedule
FT, and the General Terms and Conditions thereto, Shipper agrees to deliver or
cause to be delivered at the Xxx County Receipt Point, under a Service Agreement
pursuant to Company's transportation Rate Schedules or at other Receipt Point(s)
described herein on Exhibit A to this Agreement, if applicable, a quantity of
natural gas per day up to the total Transportation Demand set forth on Exhibit B
hereto.
Service Agreement No. FSGA1
1.2 Subject to the terms and provisions of this Agreement, Rate Schedule
FT and the General Terms and Conditions thereto, Company agrees to accept such
deliveries at the Receipt Point(s) and shall redeliver a thermally equivalent
quantity of gas, less the applicable fuel charge as set forth in Rate Schedule
FT, to Shipper at the Delivery Point(s) described in Exhibit B and Exhibit B-1
hereto. Company's obligation to redeliver gas at any Delivery Point on a firm
basis is limited to the Maximum Daily Delivery Quantity (MDDQ) for each Delivery
Point specified in Exhibit B. The sum of MDDQ's for the Delivery Points on
Exhibit B shall equal the Transportation Demand.
1.3 In the event Shipper is the successful bidder on released firm
transportation capacity on the South Georgia Facilities under Section 22 of
Company's General Terms and Conditions, Company will promptly finalize by means
of SoNet Premier the appropriate Addendum to this Agreement in the format
attached hereto. Upon the finalization of an Addendum, subject to the terms,
conditions and limitations hereof and of Company's Rate Schedule FT, Company
agrees to provide the released firm transportation service to Shipper under Rate
Schedule FT, the General Terms and Conditions applicable thereto, and this
Agreement.
ARTICLE II
CONDITIONS OF SERVICE
2.1 It is recognized that service hereunder is provided on a firm basis on
the South Georgia Facilities pursuant to and in accordance with the provisions
of Company's Rate Schedule FT, and the General Terms and Conditions thereto,
which are contained in Company's FERC Gas Tariff, as in effect from time to
time, and which are hereby incorporated by reference. In the event of any
conflict between this Agreement and Rate Schedule FT, the terms of Rate Schedule
FT shall govern as to the point of conflict. Any limitation of transportation
service hereunder shall be in accordance with the priorities set out in Rate
Schedule FT and the General Terms and Conditions thereto.
2.2 This Agreement shall be subject to all provisions of the General Terms
and Conditions applicable to Company's Rate Schedule FT as such conditions may
be revised from time to time. Company shall provide to Shipper the filings
Company makes at the Commission of such provisions of the General Terms and
Conditions or other matters relating to Rate Schedule FT.
2.3 Company shall have the right to discontinue service under this
Agreement in accordance with Section 15.3 of the General Terms and Conditions
for Rate Schedules FT and IT.
2.4 The parties hereto agree that neither party shall be liable to the
other party for any special, indirect, or consequential damages (including,
without limitation, loss of profits or business interruption) arising out of or
in any manner related to this Agreement.
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Service Agreement No.FSGA1
2.5 This Agreement is subject to the provisions of Part 284 of the
Commission's Regulations under the NGPA and the Natural Gas Act. Upon
termination of this agreement, Company and Shipper shall be relieved of further
obligation to the other party except to complete the transportation of gas
underway on the day of termination, to comply with the provisions of Section 14
of the General Terms and Conditions for Rate Schedules FT and IT with respect to
any imbalances existing upon termination of this Agreement, to render reports,
and to make payment for all obligations accruing prior to the date of
termination.
ARTICLE III
NOTICES
3.1 Except as provided in Section 7.6 herein, notices hereunder shall be
given pursuant to the provisions of Section 18 of the General Terms and
Conditions to the respective party at the applicable address, telephone number
or facsimile machine number stated in Exhibit D or such other addresses,
telephone numbers or facsimile machine numbers as the parties shall respectively
hereunder designate in writing from time to time:
ARTICLE IV
TERM
4.1 Subject to the provisions hereof, this Agreement shall become
effective as of the date first hereinabove written, and shall be in full force
and effect for the primary term(s) set forth on Exhibit B hereto, if applicable,
and shall continue and remain in force and effect for successive evergreen terms
specified on Exhibit B hereto unless and until canceled by either party giving
the required amount of written notice to the other party prior to the end of the
primary term(s) or any extension thereof.
4.2 In the event Shipper has not contracted for firm Transportation Demand
under this Agreement directly with Company, as set forth on Exhibit B hereto,
then the term of this Agreement shall be effective as of the date first
hereinabove written and shall remain in full force and effect for a primary term
through the end of the month and month to month thereafter for purposes of
acquiring capacity release unless canceled by either party giving at least five
(5) days written notice to the other party prior to the end of the primary term
or any extension thereof. It is provided, however, that this Agreement shall not
terminate prior to the expiration of the effective date of any Addendum to this
Agreement.
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Service Agreement No. FSGA1
ARTICLE V
CONDITIONS PRECEDENT
5.1 Unless otherwise agreed to by the parties, the terms of Rate Schedule
FT and the General Terms and Conditions thereto shall apply to the acquisition
or construction of any facilities necessary to effectuate this Agreement. Other
provisions of this Agreement notwithstanding, Company shall be under no
obligation to commence service hereunder unless and until all facilities, of
whatever nature, as are required to permit the measurement, transportation, and
delivery of natural gas hereunder have been authorized, installed, and are in
operating condition.
ARTICLE VI
REMUNERATION
6.1 Shipper shall pay Company monthly for the transportation services
rendered hereunder the charges specified in Rate Schedule FT, and on each
effective Addendum, as applicable, including any penalty and other authorized
charges assessed under Rate Schedule FT and the General Terms and Conditions
applicable thereto. For service requested from Company under Rate Schedule FT,
Company shall notify Shipper as soon as practicable of the date services will
commence hereunder, and if said date is not the first day of the month, the
Reservation Charge for the first month of service hereunder shall be adjusted to
reflect only the actual number of days during said month that transportation
service is available. Company may agree from time to time to discount the rate
charged Shipper for services provided hereunder in accordance with the
provisions of Rate Schedule FT. Said discounted charge shall be set forth on
Exhibit E hereto.
6.2 The rates and charges provided for under Rate Schedule FT shall be
subject to increase or decrease pursuant to any order issued by the Commission
in any proceeding initiated by Company or applicable to the services performed
hereunder. Shipper agrees that Company, shall, without any further agreement by
Shipper, have the right to change from time to time, all or any part of this
Agreement, as well as all or any part of Rate Schedule FT, or the General Terms
and Conditions thereto, including without limitation the right to change the
rates and charges in effect hereunder, pursuant to Section 4(d) of the Natural
Gas Act as may be deemed necessary by Company, in its reasonable judgment, to
assure just and reasonable service and rates under the Natural Gas Act. It is
recognized, however, that once an Addendum has been issued, Company cannot
increase the Reservation Charge to be paid by Shipper under that Addendum.
Nothing contained herein shall prejudice the rights of Shipper to contest at any
time the changes made pursuant to this Section 6.2, including the right to
contest the transportation rates or charges for the services provided under this
Agreement, from time to time, in any subsequent rate proceedings by Company
under Section 4 of the Natural Gas Act or to file a complaint under Section 5 of
the Natural Gas Act with respect to such transportation rates or charges.
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Service Agreement No. FSGA1
ARTICLE VII
MISCELLANEOUS
7.1 This Agreement constitutes the entire Agreement between the parties
and no waiver by Company or Shipper of any default of either party under this
Agreement shall operate as a waiver of any subsequent default whether of a like
or different character.
7.2 The laws of the State of Alabama shall govern the validity,
construction, interpretation, and effect of this Agreement.
7.3 No modification of or supplement to the terms and provisions hereof
shall be or become effective except by execution of a supplementary written
agreement between the parties except that (i) Addenda shall be generated by
Shipper's successful bids for released capacity; and (ii) Delivery Points may be
added to or deleted from Exhibit B and the Maximum Daily Delivery Quantity for
any Delivery Point may be changed upon execution by Company and Shipper of a
revised Exhibit B to reflect such change(s). It is provided, however, that any
such change to Exhibit B must include corresponding changes to the existing
Maximum Daily Delivery Quantities, such that the sum of the changed Maximum
Daily Delivery Quantities equals the Transportation Demand.
7.4 This Agreement shall bind and benefit the successors and assigns of
the respective parties hereto. Subject to the provisions of Section 22 of the
General Terms and Conditions applicable hereto, neither party may assign this
Agreement without the prior written consent of the other party, which consent
shall not be unreasonably withheld; provided, however, that either party shall
have the right to assign or pledge this Agreement under the provisions of any
mortgage, deed of trust, indenture or similar instrument.
7.5 Exhibits A, B, B-1, and/or C, if applicable, attached to this
Agreement constitute a part of this Agreement and are incorporated herein.
7.6 This Agreement is subject to all present and future valid laws and
orders, rules, and regulations of any regulatory body of the federal or state
government having asserting jurisdiction herein. After the execution of this
Agreement for firm transportation capacity from Company, each party shall make
and diligently prosecute all necessary filings with federal or other
governmental bodies, or both, as may be required for the initiation and
continuation of the transportation service which is the subject of this
Agreement and to construct and operate any facilities necessary therefor. Each
party shall have the right to seek such governmental authorizations as it deems
necessary, including the right to prosecute its requests or applications for
such authorization in the manner it deems appropriate. Upon either party's
request, the other party shall timely provide or cause to be provided to the
requesting party such information and material not within the requesting party's
control and/or possession that may be required for such filings. Each party
shall promptly inform the other party of any changes in the representations made
by such party herein and/or in the information provided pursuant to this
paragraph. Each party shall
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Service Agreement No. FSGA1
promptly provide the party with a copy of all filings, notices, approvals, and
authorizations in the course of the prosecution of its filings. In the event all
such necessary regulatory approvals have not been issued or have not been
issued on terms and conditions acceptable to Company or Shipper within twelve
(12) months from the date of the initial application therefor, then Company or
Shipper may terminate this Agreement without further liability or obligation to
the other party by giving written notice thereof at any time subsequent to the
end of such twelve-month period, but prior to the receipt of all such acceptable
approvals. Such notice will be effective as of the date it is delivered to the
U.S. Mail, for delivery by certified mail, return receipt requested.
7.7 This Agreement supersedes and cancels the Service Agreements (#830810)
dated March 1, 1992 and (#U10630) dated October 26, 0000 xxxxxxx Xxxxx Xxxxxxx
Natural Gas Company and Shipper.
7.8 Company and Shipper agree that this Agreement shall be subject to a
right of first refusal by Shipper at the expiration of the primary term set
forth on Exhibit B 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 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.
IN WITNESS WHEREOF, this Agreement has been executed as of the date first
written above by their respective duly authorized officers.
Attest: SOUTHERN NATURAL GAS COMPANY
_____________________________ By________________________________
Title_____________________________
ATLANTA GAS LIGHT COMPANY
_____________________________ By________________________________
Title_____________________________
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Service Agreement No. FSGA1
EXHIBIT A
RECEIPT POINT
The Receipt Point under this Agreement shall be the Xxx County Delivery
Point (Point Code 809800) located at or near Section 19, Township 18 North,
Range 27 East in Xxx County, Alabama, or such other Receipt Point on the South
Georgia Facilities as the parties may agree to pursuant to the provisions of
Rate Schedule FT and the General Terms and Conditions thereto.
In the event Company adds other active Receipt Points to the South Georgia
Facilities, Company shall post such points on its SoNet Premier bulletin board,
and Shipper may use such receipt points on a preferred interruptible basis as
Exhibit A-1 receipt points under this Agreement and the provisions of Rate
Schedule FT and the General Terms and Conditions thereto.
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Service Agreement No. XXXX0
X-0
DELIVERY POINTS
All active Delivery Points on Company's South Georgia Facilities, a current
list of which shall be maintained by Company on its SoNet Premier bulletin
board.
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Service Agreement No. FSGA1
ADDENDUM
Offer No.:________________________
Addendum No.:_____________________
Acquiring Shipper:______________________________
Release Shipper:________________________________
Releasing Shipper's Contract No.:_______________
Effective Date of Release:____________________ through __________________
Is this capacity subject to right of recall? Yes ____ No ____
Rates: Check all that apply:
Monthly reservation charge ____________
Reservation charge prorated for days of recall _____________
OR
Volumetric reservation charge __________________
Volume commitment __________________
Reservation Charge (inclusive of reservation surcharges) $_______________
Transportation Demand: _______________________ (Mcf)
EXHIBIT "A"
Firm Maximum Daily Receipt
Receipt Point Quantity (MDRQ)
________________ _________________ (Mcf)
EXHIBIT "B"
Firm Maximum Daily Receipt
Delivery Points Quantity (MDDQ)
________________ _________________ (Mcf)
________________ _________________ (Mcf)
________________ _________________ (Mcf)
This Addendum, entered into pursuant to Southern Natural Gas Company's capacity
release program and the executed SG Facilities Service Agreement under Rate
Schedule FT between Southern and the Acquiring Shipper, is heretofore made a
part of and subject to the aforementioned Service Agreement.
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FORM OF FIRM TRANSPORTATION SERVICE AGREEMENT
CONTRACT CODE: FSGA1
EXHIBIT B
PRIMARY EVERGREEN
SERVICE SERVICE START PRIMARY NOTICE EVERGREEN NOTICE DELIVERY POINTS MDDQ CONTRACT
---------------
TYPE TYPE CODE DATE TERM REQUIRED TERM REQUIRED POINT CODE POINT NAME (MCF) PRESSURE
---- --------- ---- ---- -------- ----- -------- ---------- ---------- ------------------
FT 1 03/01/1992 04/30/2007 365 DAYS YEARLY 270 DAYS 000250 MONTEZUMA 1,377 LINE
000390 AGL/VALDOSTA AREA 10,500 LINE
By:_________________________________________________ By:_____________________________________________
ATLANTA GAS LIGHT COMPANY SOURTHERN NATURAL GAS COMPANY
Effective Date: AUGUST 1, 2000
SoNet Premier SOUTHERN NATURAL GAS COMPANY PAGE 1
FORM OF FIRM TRANSPORTATION SERVICE AGREEMENT
CONTRACT CODE: FSGA1
NOTICES
EXHIBIT D
------------------------------------------------------------------------------------------------------------------------------------
PIPELINE ATLANTA GAS LIGHT COMPANY
------------------------------------------------------------------------------------------------------------------------------------
NOTICES AND GENERAL CORRESPONDENCE
----------------------------------
SOUTHERN NATURAL GAS COMPANY ATLANTA GAS LIGHT COMPANY
XX XXX 0000 XX XXX 0000
XXXXXXXXX, XX 00000-0000 XXXXXXX, XX 00000-0000
ATTENTION: XXXXXX XXXXXX
ATTENTION: PIPELINE CUSTOMER SERVICES ATLANTA GAS LIGHT COMPANY
TELEPHONE NO.: (000) 000-0000 TELEPHONE NO.: (000) 000-0000
FACSIMILE MACHINE NO.: (000) 000-0000 PAGER NO.: (000) 000-0000
FACSIMILE MACHINE NO.: (000) 000-0000
DISPATCHING NOTICES - NOMINATIONS
---------------------------------
ATTENTION: PIPELINE CUSTOMER SERVICES ATTENTION: XXXXXX XXXXXX
TELEPHONE NO.: (000) 000-0000 ATLANTA GAS LIGHT COMPANY
FACSIMILE MACHINE NO.: (000) 000-0000 TELEPHONE NO.: (000) 000-0000
PAGER NO.: (000) 000-0000
FACSIMILE MACHINE NO.: (000) 000-0000
DISPATCHING NOTICES - OPERATIONAL FLOW ORDER
--------------------------------------------
ATTENTION: PIPELINE CUSTOMER SERVICES ATTENTION: XXXXXX XXXXXX
TELEPHONE NO.: (000) 000-0000 ATLANTA GAS LIGHT COMPANY
FACSIMILE MACHINE NO.: (000) 000-0000 TELEPHONE NO.: (000) 000-0000
PAGER NO.: (000) 000-0000
FACSIMILE MACHINE NO.: (000) 000-0000
ATTENTION: XXXXXXX XXXXXXX
ATLANTA GAS LIGHT COMPANY
TELEPHONE NO.: (000) 000-0000
PAGER NO.: (000) 000-0000
FACSIMILE MACHINE NO.: (000) 000-0000
SoNet Premier SOUTHERN NATURAL GAS COMPANY PAGE 2
FORM OF FIRM TRANSPORTATION SERVICE AGREEMENT
CONTRACT CODE: FSGA1
NOTICES
EXHIBIT D
----------------------------------------------------------------------------------------------
PIPELINE ATLANTA GAS LIGHT COMPANY
----------------------------------------------------------------------------------------------
ATTENTION: XXXXX XXXXXXXXX
ATLANTA GAS LIGHT COMPANY
TELEPHONE NO.: (000) 000-0000
FACSIMILE MACHINE NO.: (000) 000-0000
ATTENTION: XXXXX XXXXXXXXX
ATLANTA GAS LIGHT COMPANY
TELEPHONE NO.: (000) 000-0000
FACSIMILE MACHINE NO.: ( ) -
ATTENTION: XXXXXXX XXXXXXX
ATLANTA GAS LIGHT COMPANY
TELEPHONE NO.: (000) 000-0000
FACSIMILE MACHINE NO.: (000) 000-0000
24 HOUR EMERGENCY
-----------------
ATTENTION: OPERATION SERVICES SEE GENERAL CORRESPONDENCE CONTACT
TELEPHONE NO.: (000) 000-0000
FACSIMILE MACHINE NO.: (000) 000-0000
(1) ALTERNATE CONTACT
---------------------
ATTENTION: OPERATION SERVICES SEE GENERAL CORRESPONDENCE CONTACT
TELEPHONE NO.: (000) 000-0000
FACSIMILE MACHINE NO.: (000) 000-0000
(2) ALTERNATE CONTACT
---------------------
ATTENTION: OPERATION SERVICES SEE GENERAL CORRESPONDENCE CONTACT
TELEPHONE NO.: (000) 000-0000
FACSIMILE MACHINE NO.: (000) 000-0000
