AGREEMENT TO EXTEND AND MODIFY GAS DISTRIBUTION SYSTEM
Exhibit 10.31
AGREEMENT TO EXTEND AND MODIFY GAS DISTRIBUTION SYSTEM
THIS AGREEMENT, made and entered into this 19th day of March, 2007,
by and between Ohio Valley Gas Corporation, an Indiana corporation, hereinafter referred to as
“Company”, and Cardinal Ethanol, LLC, an Indiana corporation, hereinafter referred to as
“Customer”.
WITNESSETH:
WHEREAS, Customer has developed plans to construct and operate an ethanol production facility in
▇▇▇▇▇▇▇▇ County, Indiana, and has need for natural gas transportation services for said facility
beginning on or about June 1, 2008, which date shall hereinafter be referred to as the “anticipated
in-service date”, and
WHEREAS, Company is a natural gas distribution utility operating under the jurisdiction of the
Indiana Utility Regulatory Commission (“Commission”), and is certificated by said Commission to
provide natural gas service in ▇▇▇▇▇▇▇▇ County, Indiana, and specifically in that part of ▇▇▇▇▇▇▇▇
County, Indiana in which Customer’s planned facility is to be located, and
WHEREAS, Company’s existing distribution system will require modification and extension to provide
the transportation services desired by Customer.
NOW THEREFORE, the parties hereto do hereby agree as follows with regard to completion of the
required distribution system extension and modifications, to-wit:
| 1. | Customer shall, upon the later of execution of this Agreement or by March 19,
2007, submit to Company payment in the amount of ONE HUNDRED FIFTY-NINE THOUSAND, SEVEN
HUNDRED FIFTY DOLLARS ($159,750.00). Company’s receipt of such payment shall be
considered as Customer’s official request for Company to proceed with the engineering,
planning and right-of-way acquisition phases of the project. |
| 2. | Company shall, upon execution of this Agreement and receipt of the payment set
forth in 1. above, commence planning for the required modifications to, and extension
of, its existing facilities as necessary to provide the desired natural gas
transportation service to Customer’s proposed facility. |
| 3. | Customer shall, on or before April 2, 2007, submit to Company additional
payment in the amount of ONE HUNDRED FIFTY-NINE THOUSAND SEVEN HUNDRED FIFTY DOLLARS
($159,750.00) to allow for Company’s ordering of, and payment for, materials required
to complete the required modifications to, and extension of, its existing facilities to
provide the desired natural gas transportation service to Customer’s proposed facility. |
| 4. | Customer shall, on or before July 1, 2007, submit to Company final payment in
the amount of THREE HUNDRED NINETEEN THOUSAND, FIVE HUNDRED
DOLLARS ($319,500.00) to allow for Company’s completion of the required
modifications to, and extension of, its existing facilities and the required
installation to Customer’s proposed facility.
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| 5. | Company shall use its best efforts to complete the required modifications to,
and extension of, its existing facilities on or before May 1, 2008 in order to meet the
aforementioned “anticipated in-service date”. |
| 6. | All monies paid by Customer to Company as set forth above shall be considered
refundable to Customer in accordance with the following” |
| a. | Upon Customer’s payment to Company of each monthly billing for
services rendered, the Company shall refund to Customer an amount equal to
one-half (1/2) of the amount paid in throughput charges as set forth in the
Long-Term Transportation Service Contract for Redelivery of Natural Gas, which
Contract will, upon its execution, be incorporated into this Agreement by
reference. |
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| b. | This refund process shall continue until all monies paid
hereunder have been refunded to Customer by Company as set forth above, or for
the first three (3) years of service commencing with the actual “in-service”
date, whichever period is shorter. |
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| c. | If, at the end of the three (3) year refund period set forth
above, all pre-paid amounts have not been refunded to Customer, the Company
shall have the option, at its sole discretion, of either continuing the refund
process for up on one (1) additional year, or retaining any such remaining
pre-paid amount as a non-refundable contribution-in-aid-of-construction. |
IT IS FURTHER AGREED, that Customer will be required to complete all necessary documentation to
establish itself as an “off-system” transportation customer of Company, and that it will be subject
to the collection of a security deposit (prior to the commencement of service) as provide in
Company’s General Rules and Regulations for Gas Service as approved by the Commission.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed on the date first
above written.
CUSTOMER
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COMPANY | |||
Cardinal Ethanol, LLC
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Ohio Valley Gas Corporation | |||
/s/ ▇▇▇▇ ▇▇▇▇▇▇▇▇
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/s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇
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President
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Vice President and General Manager |