EXHIBIT 10.23
SERVICE AGREEMENT
APPLICABLE TO TRANSPORTATION OF NATURAL GAS
UNDER RATE SCHEDULE FTNN
AGREEMENT made as of October 1, 1993, by and between CNG TRANSMISSION
CORPORATION, a Delaware corporation, hereinafter called "Pipeline," and BOSTON
GAS COMPANY, a Massachusetts corporation, hereinafter called "Customer."
WITNESSETH: That, in consideration of the mutual covenants herein
contained, the parties hereto agree as follows:
ARTICLE I
QUANTITIES
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A. During the term of this Agreement, Pipeline will transport for
Customer, on a firm basis, and Customer may furnish, or cause to be furnished,
to Pipeline natural gas for such transportation, and Customer will accept, or
cause to be accepted, delivery from Pipeline of the quantities Customer has
tendered for transportation.
B. The maximum quantities of gas which Pipeline shall deliver and
which Customer may tender shall be as set forth on Exhibit A, attached hereto.
ARTICLE II
RATE
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A. Unless otherwise mutually agreed in a written amendment to this
Agreement, beginning on October 1, 1993, Customer shall pay Pipeline for
transportation services rendered pursuant to this Agreement, the maximum rates
and charges provided under Rate Schedule FTNN set forth in Pipeline's effective
FERC Gas Tariff, including applicable surcharges and the Fuel Retention
Percentage.
B. Pipeline shall have the right to propose, file and make effective
with the Federal Energy Regulatory Commission or any other body having
jurisdiction, revisions to any applicable rate schedule, or to propose, file,
and make effective superseding rate schedules for the purpose of changing the
rate, charges, and other provisions thereof effective as to Customer; provided,
however, that (i) Section 2 of Rate Schedule FTNN "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.
ARTICLE III
TERM OF AGREEMENT
-----------------
Subject to all the terms and conditions herein, this Agreement shall
be effective as of October 1, 1993, and shall continue in effect for a primary
term through and including March 31, 2003, and from year to year thereafter,
until either party terminates this Agreement by giving written notice to the
other at least twelve months prior to the start of the next contract year.
ARTICLE IV
POINTS OF RECEIPT AND DELIVERY
------------------------------
The Points of Receipt and Delivery and the maximum quantities for each
point for all gas that may be received for Customer's account for transportation
by Pipeline shall be as set forth on Exhibit A.
ARTICLE V
REGULATORY APPROVAL
-------------------
Performance under this Agreement by Pipeline and Customer shall be
contingent upon Pipeline and Customer receiving all necessary regulatory or
other governmental approvals upon terms satisfactory to each. Should Pipeline or
Customer be denied such approvals to provide or continue the service
contemplated herein, or to construct and operate any necessary facilities
therefore upon the terms and conditions requested in the application therefore,
then Pipeline's and Customer's obligations hereunder shall terminate.
ARTICLE VI
INCORPORATION BY REFERENCE OF TARIFF PROVISIONS
-----------------------------------------------
To the extent not inconsistent with the terms and conditions of this
Agreement, the following provisions of Pipeline's effective FERC Gas Tariff, and
any revisions thereof that may be made effective hereafter are hereby made
applicable to and a part hereof by reference:
1. All of the provisions of Rate Schedule FTNN, or any
effective superseding rate schedule or otherwise applicable rate schedule; and
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2. All of the provisions of the General Terms and Conditions,
as they may be revised or superseded from time to time.
ARTICLE VII
MISCELLANEOUS
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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 VII.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: Boston Gas Company
Xxx Xxxxxx Xxxxxx
Xxxxxx, XX 00000
Attention: Manager, Gas Supply
or at such other address as either party shall designate by formal written
notice.
C. No presumption shall operate in favor of or against either party
hereto as a result of any responsibility either party may have had for drafting
this Agreement.
D. The subject headings of the provisions of this Agreement are
inserted for the purpose of convenient reference and are not intended to become
a part of or to be considered in any interpretation of such provisions.
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ARTICLE VIII
PRIOR CONTRACTS
---------------
If this Service Agreement becomes effective as an executed Service
Agreement, it shall supersede and cancel, as of its effective date, the Service
Agreement between Customer and Pipeline Applicable to Transportation of Natural
Gas under Rate Schedule TF dated June 1, 1993, and the Service Agreement between
Customer and Pipeline Applicable to the Sales of Natural Gas Under Rate Schedule
CD dated June 1, 1993. Otherwise, each of these instruments shall remain in full
force and effect unless it shall have expired by its own terms.
IN WITNESS WHEREOF, the parties hereto intending to be legally bound,
have caused this Agreement to be signed by their duly authorized officials as of
the day and year first written above.
CNG TRANSMISSION CORPORATION
(Pipeline)
By: /s/ Xxxxxx X. Xxxxx
-------------------------------
Its: Vice President
BOSTON GAS COMPANY
(Customer)
By: /s/ Xxxxxxx X. Xxxxxxx
------------------------------
Its: VICE PRESIDENT
------------------------------
(Title)
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EXHIBIT A
TO THE FTNN AGREEMENT
DATED OCTOBER 1, 1993
BETWEEN CNG TRANSMISSION CORPORATION
AND BOSTON GAS COMPANY
A. QUANTITIES
----------
The maximum quantities of gas which Pipeline shall deliver and which
Customer may tender shall be as follows:
1. A Maximum Daily Transportation Quantity (MDTQ) of 21,394 Dt.
2. A Maximum Annual Transportation Quantity (MATQ) of 7,808,810 Dt.
B. POINTS OF RECEIPT
-----------------
The Points of Receipt and the maximum quantities for each point shall be as
set forth below. Pipeline will use due care and diligence to assure, and
Customer will use due care and diligence to cause its transporter 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 12,978 Dt per Day at the interconnection of the facilities of
Pipeline and Texas Gas Transmission Corporation, Texas Eastern
Transmission Corporation ("Texas Eastern"), ANR Pipeline Company,
Trunkline Gas Company, or other pipeline(s) in Xxxxxx County, Ohio,
known as the Lebanon Interconnection, at a pressure of not less than
five hundred thirty-one (531) pounds per square inch gauge ("psig");
2. Up to 4,918 Dt per Day at the interconnection of the facilities of
Pipeline and 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) psig; and
EXHIBIT A
OCTOBER 1, 1993 FTNN AGREEMENT
BETWEEN CNG TRANSMISSION CORPORATION
AND THE BOSTON GAS COMPANY
PAGE 2 OF 2
3. Up to a combined maximum daily quantity of 3,498 Dt at existing points
of interconnection between the facilities of Pipeline and Tennessee
Gas Pipeline Company in Kanawha County, West Virginia, known as the
Xxxxxxxx Interconnection, at a pressure of not less than four hundred
seventy five (475) psig; or the Institute Interconnection, at a
pressure of not less than four hundred (400) psig, with the specific
allocation of quantities among these points to be determined by
Pipeline.
C. POINT OF DELIVERY
-----------------
The Point of Delivery and the maximum quantity for that point shall be as
set forth below. Pipeline will use due care and diligence to assure, and
Customer will use due care and diligence to cause its transporter to
assure, that uniform pressures will be maintained at the Delivery Point as
reasonably may be required to render service hereunder, and Pipeline will
use due care and diligence to deliver gas within the pressure limitations
specified herein.
Up to 21,394 Dt per Day at the interconnection of the facilities of
Pipeline and Texas Eastern, Transcontinental Gas Pipe Line Corporation
or other pipeline(s) in Clinton County, Pennsylvania, known as the
Xxxxx Interconnection, at a pressure of not less than one-thousand,
two-hundred (1,200) psig.
