SERVICE AGREEMENT
APPLICABLE TO TRANSPORTATION OF NATURAL GAS
UNDER SECTION 9 OF RATE SCHEDULE FT (FT-GSS Service)
AGREEMENT made as of this first day of April, 1997, by and
between CNG TRANSMISSION CORPORATION, a Delaware corporation,
hereinafter referred to as "Pipeline," and CONNECTICUT NATURAL
CORPORATION, a Connecticut corporation, hereinafter referred to
as "Customer."
WHEREAS, Customer desires to purchase transportation services
from Pipeline, to transport natural gas from Pipeline's storage
to points of interconnection between the facilities of Pipeline
and of Tennessee Gas Pipeline Company, as contemplated in the
Precedent Agreement between Pipeline and Customer dated April
10, 1996; and
WHEREAS, as contemplated by said Precedent Agreement, such
services are to be implemented in two phases, the first
commencing in 1997, and the second in 1999; and
WHEREAS, Pipeline desires to provide such transportation
services to Customer, pursuant to the terms and conditions of
Pipeline's Rate Schedule FT.
NOW, THEREFORE, WITNESSETH: That, in consideration of the
mutual covenants herein contained, and intending to be legally
bound, 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 November 1, 1997, Customer shall
pay Pipeline for transportation services rendered pursuant to
this Agreement, the maximum rates and charges provided under
Section 9 of Rate Schedule FT set forth in Pipeline's effective
FERC Gas Tariff, including applicable surcharges and the Fuel
Retention Percentage. Section 9 of Rate Schedule FT provides
that the Reservation Charge will be billed only during the
Winter Period (the period of five consecutive months beginning
on November 1 of any calendar year and ending on March 31 of the
next succeeding calendar year).
B. Pipeline shall have the right to propose, file and make
effective with the FERC 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 rates, charges, and other provisions thereof
effective as to Customer; provided, however, that (i) Section 2
of Rate Schedule FT "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 November 1, 1997, and shall continue
for a primary term as follows:
A. Phase 1 Services. Commencing November 1, 1997, and
continuing in effect for a primary term through and including
October 31, 2007, and from year to year thereafter, until either
party terminates this Agreement by giving written notice to the
other at least twenty-four months prior to the start of the next
contract year.
B. Phase 2 Services. Commencing November 1, 1999, and
continuing in effect for a primary term through and including
October 31, 2009, and from year to year thereafter, until either
party terminates this Agreement by giving written notice to the
other at least twenty-four 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
Incorporation By Reference of Tariff Provisions
-----------------------------------------------
A. 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 FT, or any effective
superseding rate schedule or otherwise applicable rate schedule;
and
2. All of the provisions of the General Terms and Conditions,
as they may be revised or superseded from time to time.
ARTICLE VI
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 VI.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
▇▇▇ ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇
▇▇▇▇▇▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇
Attention: Vice President, Marketing and Customer Services
Customer: Connecticut Natural Gas Corporation
▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, P.O. Box 1500
Hartford, Connecticut 06144-1500
Attention: Director of Energy Procurement
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.
ARTICLE VII
Prior Contract
--------------
Upon its execution by Pipeline and by Customer, this Service
Agreement shall supersede and cancel, as of its effective date,
the "Precedent Agreement For Firm Transportation Service For GSS
Storage Expansion" between Customer and Pipeline dated April 10,
1996, and that certain "Letter Agreement Related to Seasonal
Service Expansion Project Precedent Agreements" between Customer
and Pipeline dated April 9, 1996.
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: __________________________
Its: Vice President
CONNECTICUT NATURAL GAS CORPORATION (Customer)
By: ▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇
-----------------------------
Its: V.P.
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(Title)
EXHIBIT A
To The FT-GSS Agreement
Dated April 1, 1997
Between CNG Transmission Corporation
And Connecticut Natural Gas Corporation
A. Quantities
The maximum quantities of gas that Pipeline shall deliver and
that Customer may tender shall be as follows:
1. Phase 1. For the period commencing November 1, 1997, and
continuing in effect for a primary term through and including
October 31, 2007, and from year to year thereafter until either
party gives written notice in accordance with Article III of the
Transportation Service Agreement:
a. A Maximum Daily Transportation Quantity ("MDTQ") of 14,658
Dekatherms ("Dt") per Day; and
b. A Maximum Annual Transportation Quantity ("MATQ") of
2,213,358 Dt.
2. Phase 2. For the period commencing November 1, 1999, and
continuing in effect for a primary term through and including
October 31, 2009, and from year to year thereafter until either
party gives written notice in accordance with Article III of the
Transportation Service Agreement:
a. An additional MDTQ of 5,000 Dt per Day (resulting in a
total MDTQ of 19,658 Dt per Day commencing as of November 1,
1999); and
b. An additional MATQ of 755,000 Dt (resulting in a total MATQ
of 2,968,358 Dt commencing as of November 1, 1999).
B. Point of Receipt
1. The Point of Receipt for subsequent transportation to
Customer for all storage withdrawal quantities shall be the
point(s) of withdrawal from Pipeline's storage pools.
2. This Point of Receipt shall only be Primary, as defined
in Pipeline's FERC Gas Tariff, to the extent that a
corresponding nomination for withdrawal from storage is provided
under the "Storage Service Agreement Applicable to the Storage
of Natural Gas Under Rate Schedule GSS" between Pipeline and
Connecticut Natural Gas Corporation, dated April 1, 1997.
C. Primary Points of Delivery
Each of the parties will use due care and diligence to assure
that uniform pressures will be maintained at the Primary Points of
Delivery as reasonably may be required to render service
hereunder, but Pipeline shall not be required to deliver gas (or
cause gas to be delivered) at greater than the maximum
pressures specified herein. The Points of Delivery shall be the points of
interconnection between the facilities of Pipeline and Tennessee
Gas Pipeline Company at the Ellisburg interconnection, located in Potter
County, Pennsylvania or such other points of interconnect that are mutually
agreed between Pipeline and customer.