EXHIBIT 10-A-22
SERVICE AGREEMENT
between
TRANSCONTINENTAL GAS PIPE LINE CORPORATION
and
PUBLIC SERVICE COMPANY OF NORTH CAROLINA, INC.
SERVICE AGREEMENT
THIS AGREEMENT entered into this 6th day of June, 1994, by and between
TRANSCONTINENTAL GAS PIPE LINE CORPORATION, a Delaware corporation,
hereinafter referred to as "Seller," first party, and PUBLIC SERVICE COMPANY
OF NORTH CAROLINA INC. hereinafter referred to as "Buyer," second party,
WITNESSETH
WHEREAS, Seller has filed with the Federal Energy Regulatory Commission
in Docket No. CP94-68 for approval of Seller's 1994 Southeast Expansion
Project (referred to as "SE94"); and
WHEREAS, Buyer has requested firm transportation service under SE94 and
has executed with Seller a Precedent Agreement, dated October 26, 1993, for
such service; and
WHEREAS, Seller is willing to provide the requested firm transportation
for Buyer under SE94 pursuant to the terms of this Service Agreement and the
Precedent Agreement.
NOW, THEREFORE, Seller and Buyer agree as follows:
ARTICLE I
GAS TRANSPORTATION SERVICE
1. Subject to the terms and provisions of this agreement and of
Seller's Rate Schedule FT, Buyer agrees to deliver or cause to be delivered
to Seller gas for transportation and Seller agrees to receive, transport and
redeliver natural gas to Buyer or for the account of Buyer, on a firm basis,
up to the dekatherm equivalent of a Transportation Contract Quantity ("TCQ")
of 5,859 Mcf per day.
2. Transportation service rendered hereunder shall not be subject to
curtailment or interruption except as provided in Section 11 of the General
Terms and Conditions of Seller's FERC Gas Tariff.
ARTICLE II
POINT(S) OF RECEIPT
Buyer shall deliver or cause to be delivered gas at the point(s) of
receipt hereunder at a pressure sufficient to allow the gas to enter Seller's
pipeline system at the varying pressures that may exist in such system from
time to time; provided, however, the pressure of the gas delivered or caused
to be delivered by Buyer shall not exceed the maximum operating pressure(s)
of Seller's pipeline system at such point(s) of receipt. In the event the
maximum operating pressure(s) of Seller's pipeline system, at the point(s)
of receipt hereunder, is from time to time increased or decreased, then the
maximum allowable pressure(s) of the gas delivered or caused to be delivered
by Buyer to Seller at the point(s) of receipt shall be correspondingly
SERVICE AGREEMENT
(Continued)
increased or decreased upon written notification of Seller to Buyer. The
point(s) of receipt for natural gas received for transportation pursuant
to this agreement shall be:
See Exhibit A, attached hereto, for points of receipt.
ARTICLE III
POINT(S) OF DELIVERY
Seller shall redeliver to Buyer or for the account of Buyer the gas
transported hereunder at the following point(s) of delivery and at a
pressure(s) of:
See Exhibit B, attached hereto, for points of delivery and pressures.
ARTICLE IV
TERM OF AGREEMENT
This agreement shall be effective as of the later of November 1, 1994 or
the date that the necessary regulatory approvals have been received and
accepted by Seller and Seller's facilities necessary to provide service to
Buyer under SE94 have been constructed and are ready for service, and shall
remain in force and effect for a primary term of twenty (20) years from and
after such effective date and year to year thereafter until terminated after
such primary term by Seller or Buyer upon at least two (2) years written
notice; provided, however, this agreement shall terminate immediately and,
subject to the receipt of necessary authorizations, if any, Seller may
discontinue service hereunder if (a) Buyer, in Seller's reasonable judgment
fails to demonstrate credit worthiness, and (b) Buyer fails to provide
adequate security in accordance with Section 8.3 of Seller's Rate Schedule
FT.
ARTICLE V
RATE SCHEDULE AND PRICE
1. Buyer shall pay Seller for natural gas delivered to Buyer
hereunder in accordance with Seller's Rate Schedule FT and the applicable
provisions of the General Terms and Conditions of Seller's FERC Gas Tariff
as filed with the Federal Energy Regulatory Commission, and as the same may
be legally amended or superseded from time to time. Such Rate Schedule and
General Terms and Conditions are by this reference made a part hereof.
2. Seller and Buyer agree that the quantity of gas that Buyer
delivers or causes to be delivered to Seller shall include the quantity of
gas retained by Seller for applicable compressor fuel, line loss make-up
(and injection fuel under Seller's Rate Schedule GSS, if applicable) in
providing the transportation service hereunder, which quantity may
be changed from time to time and which will be specified in the currently
effective Sheet No. 44 of Volume No. 1 of this Tariff which relates to
service under this agreement and which is incorporated herein.
3. In addition to the applicable charges for firm transportation
service pursuant to Section 3 of Seller's Rate Schedule FT, Buyer shall
reimburse Seller for any and all filing fees incurred as a result of
Buyer's request for service
SERVICE AGREEMENT
(Continued)
under Seller's Rate Schedule FT, to the extent such fees are imposed upon
Seller by the Federal Energy Regulatory Commission or any successor
governmental authority having jurisdiction.
ARTICLE VI
MISCELLANEOUS
1. This Agreement supersedes and cancels as of the effective date
hereof the following contract(s) between the parties hereto: None
2. No waiver by either party of any one or more defaults by the other
in the performance of any provisions of this agreement shall operate or be
construed as a waiver of any future default or defaults, whether of a like or
different character.
3. The interpretation and performance of this agreement shall be in
accordance with the laws of the State of Texas, without recourse to the law
governing conflict of laws, and to all present and future valid laws with
respect to the subject matter, including present and future orders, rules
and regulations of duly constituted authorities.
4. This agreement shall be binding upon, and inure to the benefit of
the parties hereto and their respective successors and assigns.
5. Notices to either party shall be in writing and shall be considered
as duly delivered when mailed to the other party at the following address:
(a) If to Seller:
Transcontinental Gas Pipe Line Corporation
P. O. Xxx 0000
Xxxxxxx, Xxxxx 00000
Attention: Xxx Xxxxxx - Senior Vice President
Transportation and Customer Services
(b) If to Buyer:
Public Service Company of North Carolina, Inc.
X.X. Xxx 0000
000 Xxx Xxxx
Xxxxxxxx, Xxxxx Xxxxxxxx 00000
such addresses may be changed from time to time by mailing appropriate notice
thereof to the other party by certified or registered mail.
SERVICE AGREEMENT
(Continued)
IN WITNESS WHEREOF, the parties hereto have caused this agreement to be
signed by their respective officers or representatives thereunto duly
authorized.
TRANSCONTINENTAL GAS PIPE LINE
CORPORATION
(Seller)
By /s/ Xxxxxx X. Xxxxxx
-------------------------
Xxxxxx X. Xxxxxx
Senior Vice President
Transportation and Customer Services
PUBLIC SERVICE COMPANY OF
NORTH CAROLINA, INC.
(Buyer)
By /s/ Xxxxxxxx X. Xxxx
-------------------------
Xxxxxxxx X. Xxxx
Senior Vice President
Marketing and Gas Supply
SERVICE AGREEMENT
(Continued)
Exhibit A
Transportation Contract Quantity (TCQ): 5,859 Mcf/d
Point(s) of Receipt Maximum Daily Quantity at each
Receipt Point ( Mcf/d)(1):
The interconnection between the 5,859
facilities of Seller and Seller's
Mobile Bay Lateral near Xxxxxx in
Choctaw County, Alabama.
(1) These quantities do not include the additional quantities of gas to be
retained by Seller for compressor fuel and line loss make-up. Therefore,
Buyer shall also deliver or cause to be delivered at the receipt points such
additional quantities of gas to be retained by Seller for compressor fuel
and line loss make-up.
SERVICE AGREEMENT
(Continued)
EXHIBIT B
Point(s) of Delivery Pressure
The point(s) of delivery between Seller's available pipeline pressure.
Seller and Buyer, Subject to the
limits of Buyer's Delivery Point
Entitlements (DPEs) as set forth
in the General Terms and Conditions
of Seller's FERC Gas Tariff,
as such DPE's may be amended from time
to time.
