EXHIBIT 10.8.33
DATE: APR 04, 2001 CONTRACT NO.: 106112
FTS - 1 SERVICE AGREEMENT
THIS AGREEMENT is entered into by ANR PIPELINE COMPANY (Transporter) and
SITHE/INDEPENDENCE POWER PARTNERS L. P. (Shipper).
WHEREAS, Shipper has requested Transporter to transport Gas on its behalf and
Transporter represents that it is willing to transport Gas under the terms and
conditions of this Agreement.
NOW, THEREFORE, Transporter and Shipper agree that the terms below, together
with the terms and conditions of Transporter's applicable Rate Schedule and
General Terms and Conditions of Transporter's FERC Gas Tariff constitute the
transportation service to be provided and the rights and obligations of Shipper
and Transporter.
1. AUTHORITY FOR TRANSPORTATION SERVICE:
(284B = SECTION 311; 284G = BLANKET)
284G
2. RATE SCHEDULE: FIRM TRANSPORTATION SERVICE (FTS - 1)
3. CONTRACT QUANTITIES:
Primary Route- See Exhibit attached hereto
Such contract quantities shall be reduced for scheduling purposes, but not
for billing purposes, by the Contract Quantities that Shipper has released
through Transporter's capacity release program for the period of any
release.
4. TERM OF AGREEMENT:
Aug 01, 2001 to
Dec 31, 2014
DATE: APR 04, 2001 CONTRACT NO.: 106112
5. RATES:
Maximum rates, charges, and fees shall be applicable for the entitlements
and quantities delivered pursuant to this Agreement unless Transporter has
advised Shipper in writing or by GEMStm that it has agreed otherwise. For
example, Transporter and Shipper may agree that a specified discounted rate
will apply: (a) only to certain specified firm service entitlements under
this Agreement; (b) only if specified quantity levels are actually achieved
under this Agreement (with higher rates, charges, and fees applicable to
all quantities above those levels, or to all quantities under the Agreement
if the specified levels are not achieved); (c) only to production reserves
committed by the Shipper; (d) only during specified time periods; or (e)
only to specified Receipt Points, Delivery Points, Mainline Area Segments,
Supply Areas, transportation paths, or defined geographical areas;
provided, however, that any such discounted rates set forth above shall be
between the minimum and maximum rates applicable to the service provided
under this Agreement.
In addition, the discount agreement may include a provision that if one
rate component which was at or below the applicable Maximum Rate at the
time the discount agreement was executed subsequently exceeds the
applicable Maximum Rate due to a change in Transporter's Maximum Rates so
that such rate component must be adjusted downward to equal the new
applicable Maximum Rate, then other rate components may be adjusted upward
to achieve the agreed overall rate, as long as none of the resulting rate
components exceed the Maximum Rate applicable to that rate component. Such
changes to rate components shall be applied prospectively, commencing with
the date a Commission Order accepts revised tariff sheet rates. However,
nothing contained herein shall be construed to alter a refund obligation
under applicable law for any period during which rates that had been
charged under a discount agreement exceeded rates, which ultimately are
found to be just and reasonable.
It is further agreed that Transporter may seek authorization from the
Commission and/or other appropriate body at any time and from time to time
to change any rates, charges or other provisions in the applicable Rate
Schedule and General Terms and Conditions of Transporter's FERC Gas Tariff,
and Transporter shall have the right to place such changes in effect in
accordance with the Natural Gas Act. This Agreement shall be deemed to
include such changes and any changes, which become effective by operation
of law and Commission order. Nothing contained herein shall be construed to
deny Shipper any rights it may have under the Natural Gas Act, including
the right to participate fully in rate or other proceedings by intervention
or otherwise to contest changes in rates in whole or in part.
DATE: APR 04, 2001 CONTRACT NO.: 106112
6. INCORPORATION BY REFERENCE:
The provisions of Transporter's applicable Rate Schedule and the General
Terms and Conditions of Transporter's FERC Gas Tariff are specifically
incorporated herein by reference and made a part hereof.
7. NOTICES:
All notices can be given by telephone or other electronic means, however,
such notices shall be confirmed in writing at the addresses below or
through GEMStm. Shipper and Transporter may change the addresses below by
written notice to the other without the necessity of amending this
Agreement:
TRANSPORTER:
ANR PIPELINE COMPANY
▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇
▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇
Attention: Transportation Services
SHIPPER:
SITHE/INDEPENDENCE POWER PARTNERS L. P.
C/O SITHE ENERGIES
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▇▇▇▇ ▇▇▇▇▇
▇▇▇ ▇▇▇▇, ▇▇ ▇▇▇▇▇
Attention: ▇▇▇▇▇▇ ▇▇▇▇▇
Telephone: ▇▇▇-▇▇▇-▇▇▇▇
Fax: ▇▇▇-▇▇▇-▇▇▇▇
INVOICES AND STATEMENTS:
SITHE/INDEPENDENCE POWER PARTNERS L. P.
DATE: APR 04, 2001 CONTRACT NO.: 106112
C/O SITHE/INDEPENDENCE INC
▇▇ ▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇
▇.▇. ▇▇▇ ▇▇▇▇
▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇-▇▇▇▇
Attention: ▇▇▇▇▇ ▇▇▇▇▇▇▇
Telephone: ▇▇▇-▇▇▇-▇▇▇▇
Fax: ▇▇▇-▇▇▇-▇▇▇▇
NOMINATIONS:
SITHE/INDEPENDENCE POWER PARTNERS L. P.
C/O ENRON GAS MARKETING
▇.▇. ▇▇▇ ▇▇▇▇
▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇-▇▇▇▇
Attention: ▇▇▇▇▇ ▇▇▇▇▇▇▇
Telephone: ▇▇▇-▇▇▇-▇▇▇▇
Fax:
ALL OTHER MATTERS:
SITHE/INDEPENDENCE POWER PARTNERS L. P.
C/O SITHE/INDEPENDENCE INC
▇▇ ▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇
▇.▇. ▇▇▇ ▇▇▇▇
▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇-▇▇▇▇
Attention: ▇▇▇▇▇ ▇▇▇▇▇▇▇
Telephone: ▇▇▇-▇▇▇-▇▇▇▇
Fax: ▇▇▇-▇▇▇-▇▇▇▇
8. FURTHER AGREEMENT:
Replaces ▇▇▇▇▇▇▇▇ ▇▇. ▇▇▇▇▇
DATE: APR 04, 2001 CONTRACT NO.: 106112
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be signed
by their respective Officers or Representatives there unto duly authorized to be
effective as of the date stated above.
SHIPPER: SITHE/INDEPENDENCE POWER PARTNERS L. P.
BY: /s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇
------------------------------------
TITLE: Senior Vice President
DATE: July 26, 2001
TRANSPORTER: ANR PIPELINE COMPANY
BY: /s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
------------------------------------
TITLE: Director, Transportation Services
DATE: August 3, 2001
Contract No: 106112
PRIMARY ROUTE EXHIBIT Rate Schedule: FTS-1
TO AGREEMENT BETWEEN Contract Date: Apr 04, 2001
ANR PIPELINE COMPANY (TRANSPORTER) Amendment Date:
AND SITHE/INDEPENDENCE POWER PARTNERS L. P. (SHIPPER)
Receipt Delivery Annual Winter Summer
Number Number MDQ MDQ MDQ
Name Name (DTH) (DTH) (DTH)
103565 11616 80000 0 0
S E HEADSTATION ▇▇▇▇▇▇▇ (DELIVERY)
FROM: Aug 01, 2001 TO: Dec 31, 2014A