EXHIBIT 10.23.1
GAS STORAGE CONTRACT
(For Use Under Rate Schedule FS)
This Contract is made as of the 1st day of September, 1993, by and between
TENNESSEE GAS PIPELINE COMPANY, a Delaware corporation herein called
"Transporter," and BOSTON GAS CO, a MASSACHUSETTS Corporation, herein called
"Shipper." Transporter and Shipper collectively shall be referred to herein as
the "Parties."
ARTICLE I - SCOPE OF CONTRACT
Following the commencement of service hereunder, in accordance with the terms of
Transporter's Rate Schedule FS, and of this Agreement, Transporter shall receive
for injection for Shipper's account a daily quantity of gas up to Shipper's
Maximum Injection Quantity of 36,043 dekatherms (Dth) and Maximum Storage
Quantity (MSQ) of 5,406,507 (Dth) (on a cumulative basis) and on demand shall
withdraw from Shipper's storage account and deliver to Shipper a daily quantity
of gas up to Shipper's Maximum Daily Withdrawal Quantity (MDWQ) of 41,687 Dth;
provided however, that when Shipper's storage balance is equal to or less than
30% of the MSQ but greater than 20% of the MSQ, the Maximum Daily Withdrawal
Quantity shall be 41,687 Dth; and provided further, that when Shipper's storage
balance is less than or equal to 20% of the MSQ, the Maximum Daily Withdrawal
Quantity shall be 41,687 Dth. For demand charge purposes, the 41,687 MDWQ for
balances greater than 30% of the MSQ shall be used.
ARTICLE II - SERVICE POINT
The point or points at which the gas is to be tendered for delivery by
Transporter to Shipper under this Contract shall be at the storage service point
at Transporter's Compressor Station 313.
ARTICLE III - PRICE
1. Shipper agrees to pay Transporter for all natural gas storage service
furnished to Shipper hereunder, including compensation for system fuel and
losses, at Transporter's legally effective rate or at any effective
superseding rate applicable to the type of service specified herein.
Transporter's present legally effective rate for said service is contained
in Transporter's FERC Tariff as filed with the Federal Energy Regulatory
Commission. Except as provided to the contrary in any written or electronic
agreement(s) between Transporter and Shipper in effect during the term
Agreement, Shipper shall pay Transporter the applicable maximum rate(s) and
all other applicable charges and surcharges specified in the Summary of
Rates in Transporter's FERC Gas Tariff and in this Rate Schedule.
Transporter and Shipper may agree that a specific discounted rate will
apply only to certain volumes under the agreement. Transporter and Shipper
may agree that a specified discounted rate will apply only to specified
volumes (MSQ, MDIQ, MDWQ, or Authorized Overrun volumes) under the
Agreement; that a specified discounted rate will apply only if specified
volumes are achieved (with the maximum rates applicable to volumes above
the specified volumes or to all volumes if the specified volumes are never
achieved); that a specified discounted rate will apply only during
specified periods of the year or over a specifically defined period of
time; that a specified discounted rate will apply only to specified storage
points; and/or that a specified discounted rate will apply only to
production or reserves committed or dedicated to Transporter. Transporter
and Shipper may agree to a specified discounted rate pursuant to the
provisions of this Section 3.1 provided that the discounted rate is between
the applicable maximum and minimum rates for this service.
2. Shipper agrees to reimburse Transporter for any filing or similar fees,
which have not been previously paid by Shipper, which Transporter incurs in
rendering service hereunder.
3. Shipper agrees that Transporter shall have the unilateral right to file
with the appropriate regulatory authority and make changes effective in (a)
the rates and charges applicable to service pursuant to Transporter's Rate
Schedule FS, (b) the rate schedule(s) pursuant to which service hereunder
is rendered, or (c) any provision of the General Terms and Conditions
applicable to those rate schedules. Transporter agrees that Shipper may
protest or contest the aforementioned filings, or may seek authorization
from duly constituted regulatory authorities for such adjustment of
Transporter's existing FERC Gas Tariff as may be found necessary to assure
Transporter just and reasonable rates.
ARTICLE IV - INCORPORATION OF RATE SCHEDULE AND TARIFF PROVISIONS
This agreement shall be subject to the terms of Transporter's Rate Schedule FS,
as filed with the Federal Energy Regulatory Commission, together with the
General Terms and Conditions applicable thereto (including any changes in said
Rate Schedule or General Terms and Conditions as may from time to time be filed
and made effective by Transporter).
ARTICLE V - TERM OF AGREEMENT
This contract shall be effective as of the 1 September, 1993 and shall remain in
force and effect unless modified as per Exhibit B, until 31 October, 2008,
("Primary Term") and on a month to month basis thereafter unless terminated by
either Party upon at least thirty (30) days prior written notice to the other
Party; provided, however, that if the Primary Term is one year or more, then any
rights to Shipper's extension of this Agreement after the Primary Term shall be
governed by Article III, Section 10.4 of the General Terms and Conditions of
Transporter's FERC Gas Tariff; provided further, if the FERC or other
governmental body having jurisdiction over the service rendered pursuant to this
Agreement authorizes abandonment of such service, this Agreement shall terminate
on the abandonment date permitted by the FERC or such other governmental body.
This Agreement will terminate upon notice from Transporter in the event Shipper
fails to pay all of the amount of any ▇▇▇▇ for service rendered by Transporter
hereunder in accordance with the terms and conditions of Article VI of the
General Terms and Conditions of Transporters FERC Gas Tariff.
ARTICLE VI - NOTICES
Except as otherwise provided in the General Terms and Conditions applicable to
this Agreement, any notice under this Agreement shall be in writing and mailed
to the post office address of the Party intended to receive the same, as
follows:
TRANSPORTER: TENNESSEE GAS PIPELINE COMPANY
P. 0. ▇▇▇ ▇▇▇▇
▇▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇-▇▇▇▇
Attention: Director of Transportation Controls
SHIPPER:
NOTICES: BOSTON GAS CO
▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇
▇▇▇▇ ▇▇▇▇▇
▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇
Attention: ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇
BILLING: BOSTON GAS CO
▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇.
▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇
Attention: Gas Resources Department
3
or to such other address as either Party shall designate by formal written
notice to the other.
ARTICLE VII - ASSIGNMENT
Any company which shall succeed by purchase, merger or consolidation to the
properties, substantially as an entirety, of Transporter or of Shipper, as the
case may be, shall be entitled to the rights and shall be subject to the
obligations of its predecessor in title under this Contract. Otherwise no
assignment of the Contract or any of the rights or obligations thereunder shall
be made by Shipper, except pursuant to the General Terms and Conditions of
Transporter's FERC Gas Tariff. It is agreed, however, that the restrictions on
assignment contained in this Article shall not in any way prevent either Party
to the Agreement from pledging or mortgaging its rights thereunder as security
for its indebtedness.
ARTICLE VIII - MISCELLANEOUS
8.1 The interpretation and performance of this Contract shall be in accordance
with and controlled by the laws of the State of Texas, without regard to
doctrines governing choice of law.
8.2 If any provision of this Agreement is declared null and void, or voidable,
by a court of competent jurisdiction, then that provision will be
considered severable at either Party's option; and if the severability
option is exercised, the remaining provisions of the Agreement shall remain
in full force and effect.
8.3 Unless otherwise expressly provided in this Agreement or Transporter's
FERC Gas Tariff, no modification of or supplement to the terms and
provisions stated in this Agreement shall be or become effective,
until Shipper has submitted a request for change through the PASSKEY
and Shipper has been notified through PASSKEY of Transporter's
agreement to such change.
ARTICLE IX - PRIOR AGREEMENTS CANCELLED
Transporter and Shipper agree that this Agreement, as of the date hereof,
shall supersede and cancel the Gas Storage Contract Number 527, dated
September 1, 1993 between the Parties hereto.
IN WITNESS WHEREOF, the Parties have caused this Agreement to be duly executed
by their authorized agents.
TENNESSEE GAS PIPELINE COMPANY
BY /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
--------------------------
▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
Agent and Attorney-in-Fact
DATE 1/6/95
BOSTON GAS CO
BY /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
--------------------------
TITLE Vice President
DATE 8 DEC 94
GAS STORAGE SERVICE AGREEMENT
EXHIBIT "A"
TO FIRM GAS STORAGE SERVICE AGREEMENT
DATED DECEMBER 1, ▇▇▇▇
▇▇▇▇▇▇▇
▇▇▇▇▇▇▇▇▇ GAS PIPELINE COMPANY
AND
BOSTON GAS CO
SERVICE PACKAGE MSQ: 5,686,054 DTH
MAXIMUM DAILY INJECTION QUANTITY: 37,907 DTH
MAXIMUM DAILY WITHDRAWAL QUANTITY (MDWQ):
STORAGE BALANCE STORAGE BALANCE MAXIMUM DAILY WITHDRAWAL
FROM DTH TO DTH QUANTITY DTH
1,705,817 5,686,054 70,799 RATCHET 0
1,137,212 1,705,816 70,799 RATCHET 1
0 1,137,211 41,687 RATCHET 2
SERVICE POINT: COMPRESSOR STATION 313
INJECTION METER: 060018 TGP.NORTHERN STORAGE INJECTION WITHDRAWAL METER: 070018
TGP.NORTHERN STORAGE WITHDRAWAL
STORAGE STORAGE MDLQ
METER METER NAME COUNTY ST ZONE 1/W LEG BALANCE FROM BALANCE TO MDWQ
060018 TGP-NORTHERN STORAGE INJECTION POTTER PA 04 I 300 37,907
070018 TGP-NORTHERN STORAGE WITHDRAWAL POTTER PA 04 W 300 1,705,817 5,686,054 70,799 RATCHET 0
1,137,212 1,705,816 70,799 RATCHET 1
0 1,137,211 41,687 RATCHET 2