AMENDMENT TO PREFERRED SERVICE AGREEMENT
J
.-
" I I
AMENDMENT TO PREFERRED SERVICE AGREEMENT
1st
THIS AMENDMENT TO PREFERRED SERVICE AGREEMENT is made and entered into this
day of
August
1992, by and between FLORIDA GAS
TRANSMISSION COMPANY (the Company) and the CITY OF CLEARWATER, FLORIDA (the
City) ;
WHEREAS, the parties hereto entered into a Preferred Service Agreement on
November I, 1989; and
WHEREAS, the Company and the City are enteri ng into a new Preferred
Transportation Agreement which will increase the City's transportation gas volume
by 50 percent, and it is necessary to reduce by 50 percent the City's preferred
sales gas volume by amending the November I, 1989, Preferred Service Agreement;
now, therefore,
It is mutually agreed that:
1. The Preferred Service Agreement dated November I, 1989, is hereby
amended by substituting a Second Revised Exhibit A, a copy of which is attached
hereto, to said agreement in place of the First Revised Exhibit A.
2. Except as modified herein, all of the terms and conditions of the
Preferred Service Agreement shall remain in full force and effect.
IN WITNESS WHEREOF, the undersigned parties have set their hands and seals
the day and year first above written.
FLORIDA GAS TRANSMISSION COMPANY
By: tU~m. &2d{,
. ~
Tltle: Vice President. Marketing
Approved as to form and correctness:
e(!~. A. G
V;~
., City Attorey
CITY OF CLEARWATER, FLORIDA
By:
~~d~aYor_CO~i ioner
Attest:
/}
l<
. I ·
,
,
.. I
,
,
Second Revised Exhibit A
To
Preferred Service Agreement
Between
Florida Gas Transmission Company
and
The city of Clearwater
Dated
November 1, 1989
Annual Volumetric Entitlement:
1,000,000 Therms
SELLER
BUYER
By:
NY
THE CITY OF LEARWATER
i~
President. Marketinq
ATTEST:
C\ ~~~[..&- JJ-....
cyn~ia E. .:Goudeau .'
City Clerk _
Date of this Second Revised Exhibit A superseQ.inq..Eir.st~ Revised
Exhibit A dated November 1, 1989: August 1, 199:2.._ --
Clearwtr .exh
"
1
I
SERVICE AGREEMENT
FOR PREFERRED TRANSPORTATION SERVICE
THIS AGREEMENT entered into this 1st day of August, 1992, by
and between Florida Gas Transmission Company, a Corporation of the
State of Delaware (herein called "Transporter"), and The City of
Clearwater, (herein called "Shipper").
WIT N E SSE T H :
WHEREAS, Shipper wishes to purchase preferred natural gas
transportation service from Transporter and Transporter wishes to
provide preferred natural gas transportation service to Shipper;
and
WHEREAS, Shipper has completed and submitted to Transporter a
valid request for transportation service under Rate Schedule PTS-1
("Request"); and
WHEREAS, in accordance with such Request, such service will be
provided by Transporter for Shipper in accordance with the terms
hereof.
NOW THEREFORE, in consideration of the premises and of the
mutual covenants and agreements herein contained, the sufficiency
of which is hereby acknowledged, Transporter and Shipper do
covenant and agree as follows:
ARTICLE I
Definitions
In addition to the definitions incorporated herein through
Transporter's Rate Schedule PTS-1, the following terms when used
herein shall have the meanings set forth below:
~:~
V 1J1~
1
I
1.1 The term "Gas" shall mean pipeline quality natural gas
which complies with the quality provisions set forth in the General
Terms and Conditions of Transporter's effective FERC Gas Tariff,
Volume No.1, and includes gas well gas, casinghead gas and residue
gas remaining after processing thereof.
1.2 The term "Rate Schedule PTS-1" shall mean Transporter's
Rate Schedule PTS-1 as filed with the FERC as changed and adjusted
from time to time by Transporter in accordance with Section 3.3
hereof or in compliance with any final FERC order affecting such
rate schedule.
1. 3 The term "FERC" shall mean the Federal Energy Regulatory
commission or any successor regulatory agency or body, including
the Congress, which has authority to regulate the rates and
services of Transporter.
ARTICLE II
Ouantity
2.1 The Maximum Annual Transportation Quantity (the "MATQ")
per service year shall be set forth in Exhibit C attached hereto.
In the case of a fractional Service Year, the MATQ shall equal the
MATQ for a full Service Year times the number of days in the
fractional Service Year, divided by 365.
2.2 The Maximum Daily Quantity ("MDQ") shall be the maximum
quantity of natural gas, expressed in MMBtu, that Transporter is
physically capable of delivering during anyone day subject to
sections 9A and 9B or the General Terms and Conditions through its
metering facilities at the Point(s) of Delivery set forth in
Exhibit B.
I
I
2.3 Shipper may tender natural gas for transportation to
Transporter up to the MATQ in any service Year and, on any day, up
to the volumes scheduled by Transporter, plus Transporter's Fuel,
if applicable. Transporter agrees to receive the aggregate of the
quanti ties of natural gas scheduled and tendered for transportation
at the Receipt Points on Exhibit A hereto, and to transport and
deliver to Shipper at each Delivery Point specified on Exhibit B,
up to the amounts scheduled by Transporter.
ARTICLE III
Rate Schedule
3.1 Upon the commencement of service hereunder, Shipper shall
pay Transporter, for all service rendered hereunder, the
rates established under Transporter's Rate Schedule PTS-1 as filed
with the FERC and as said Rate Schedule may hereafter be legally
amended or superseded.
3.2 This Agreement in all respects shall be and remain
subject to the provisions of said Rate Schedule and of the
applicable provisions of the General Terms and Conditions of
Transporter on file with the FERC (as the same may hereafter be
legally amended or superseded), all of which are made a part hereof
by this reference.
3.3. Transporter shall have the unilateral right to file with
the appropriate regulatory authority and make changes authorized by
such authority in (a) the rates and charges applicable to its Rate
Schedule PTS-1, (b) Rate Schedule PTS-1 pursuant to which this
service is rendered; provided, however, that the preferred
character of service shall not be subject to change hereunder, or
I
I
(c) any provisions of the General Terms and Conditions applicable
to Rate Schedule PTS-1.
Transporter agrees that Shipper may
protest
or
contest
the
aforementioned
filings,
or
seek
authorization from duly constituted regulatory authorities for such
adjustment of Transporter's existing FERC Gas Tariff as may be
found necessary in order to assure that the provisions in (a), (b),
or (c) above are just and reasonable.
ARTICLE IV
Term of Aqreement
4.1 This Agreement shall be effective the later of Shipper's
execution or August 1, 1992 and shall continue in effect through
November 1, 1994 and month to month thereafter.
4.2 Service hereunder shall commence as set forth in section
2 of Rate Schedule PTS-1.
ARTICLE V
pointCs) of Receipt and Deliverv
and Maximum DailY Ouantities
5.1 The point(s) of Receipt for all gas delivered by Shipper
into Transporter's pipeline system under this Agreement shall be at
the Point(s) of Receipt on Transporter's pipeline system as set
forth in Exhibit A attached hereto.
5.2 The Point(s) of Delivery for all gas delivered by
Transporter to Shipper, or for the account of Shipper, under this
Agreement shall be at the Point(s) of Delivery as set forth in
Exhibit B.
I
I
ARTICLE VI
Notices
All notices, payments and communications with respect to this
Agreement shall be in writing and sent to the addresses stated
below or at any other such address as may hereafter be designated
in writing:
ADMINISTRATIVE MATTERS
Transporter:
Florida Gas Transmission Company
P. O. Box 1188
Houston, Texas 77251-1188
Attention: Contract Management Department
Shipper:
The City of Clearwater
400 N. Myrtle Avenue
Clearwater. Florida 34616
Attn: J. Terry Neenan
PAYMENT BY WIRE TRANSFER
Transporter:
Florida Gas Transmission Company
NCNB National Bank
Account No. 001658806
Charlotte, North Carolina
I
I
ARTICLE VII
Facilities
Transporter shall not be obligated to, but may, at its sole
discretion, construct or acquire new facilities, or expand existing
facilities, in order to perform service under this Agreement. For
purposes of this Agreement and section 11 of Rate Schedule PTS-1,
an expanded facility shall be deemed to be a new facility.
If in
Transporter's reasonable judgment it is necessary to construct or
acquire new facilities, or to expand existing facilities, in order
to enable Transporter to receive or deliver Shipper's gas at the
point(s) of Receipt and Delivery, and Transporter determines as
provided herein to construct, acquire, or expand such facilities,
then Transporter shall notify Shipper of the additional cost
required, and such facilities shall, subject to the receipt and
acceptance by Transporter of any necessary authorizations, permits
and approvals, be constructed, acquired or expanded to permit the
receipt and delivery of gas as provided for herein. Shipper agrees
to reimburse Transporter, promptly upon receipt of Transporter's
invoices, for all costs and expenses incurred under this Article
VII by Transporter for any facilities, other than electronic
measurement and data communications equipment for existing meters,
including without limiting the foregoing, the cost of any tap,
electronic measurement equipment or data communications equipment
for new meters, and appurtenant equipment and materials, and
overhead expenses. To the extent such reimbursement qualifies as
a contribution in aid of construction under the Tax Reform Act of
1986, P.L. 99-514 (1986), Shipper also shall reimburse Transporter
for the income taxes incurred by Transporter as a direct result of
I
I
such contribution in aid of construction by Shipper, as calculated
pursuant to the Commission's order in Transwestern Pipeline
Company, 45 FERC Paragraph 61,116 (1988). Transporter shall have
title to and the exclusive right to operate and maintain all such
facilities.
ARTICLE VIII
Requlatory Authorizations and Approvals
8.1 Transporter's obligation to provide service is
conditioned upon receipt and acceptance of any necessary regulatory
authorization to provide Preferred Transportation Service to
Shipper in accordance with the terms of Rate Schedule PTS-1 and
this Agreement.
Shipper agrees to reimburse Transporter for all
reporting and/or filing fees incurred by Transporter in providing
service under this Agreement.
ARTICLE IX
Pressure
9.1 The quantities of gas delivered or caused to be delivered
by Shipper to Transporter hereunder shall be delivered into
Transporter's pipeline system at a pressure sufficient to enter
Transporter's system, but in no event shall such gas be delivered
at a pressure exceeding the maximum authorized operating pressure
or such other pressure as Transporter permits at the Point(s) of
Receipt.
I
I
9.2 Transporter shall have no obligation to provide
compression and/or alter its system operations to effectuate
deliveries at the Point(s) of Delivery hereunder.
ARTICLE X
Other provisions
10.1 None.
ARTICLE XI
Miscellaneous
11.1 This Agreement shall bind and benefit the successors and
assigns of the respective parties hereto; provided, however,
neither party shall assign this Agreement or any of its rights or
obligations hereunder without first obtaining the written consent
of the other party.
11.2 No waiver by either party of anyone 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 defaults of
a like or different character.
11.3 THIS AGREEMENT SHALL BE GOVERNED BY AND INTERPRETED IN
ACCORDANCE WITH THE LAWS OF THE STATE OF TEXAS.
11.4 This Agreement contains Exhibits A, Band C which are
incorporated fully herein.
I
I
IN WITNESS WHEREOF, the parties hereto have executed this
date first written above.
Agreement by their duly authorized officers effective as of the
TRANSPORTER
FLORIDA ~AS TRANSMI~ ~'yANY
By: j1)d;; m.~
. tl .' . d t k' itJ.
Tl e: Vlce Presl en . Mar etlng
SHIPPER
ATTEST:
..~ .:-2. ~~.L~~
hia E~GQudeau
Clerk
Rita Garvey
Mayor-Commissioner
and correctness:
M. A. Galbrait
City Attorney
I
I
Exhibit A
to
Preferred Transportation Service Agreement
Between
Florida Gas Transmission Company
and
The City of Clearwater
Dated
August 1, 1992
Point(s) of Receipt: The Point(s) of Receipt under this Agreement
shall include each Point of Receipt included in the Appendix to
Transporter's Rate Schedule PTS-1, as it may be revised from time
to time, which is incorporated herein by reference.
Description of
Point of Receipt:
All available receipt points along Florida Gas Transmission's
pipeline.
Date of this Exhibit A: August 1, 1992
POI Number
16204
16205
16206
I
I
Exhibit B
to
Preferred Transportation Service Agreement
Between
Florida Gas Transmission Company
and
The City of Clearwater
Dated
August 1, 1992
Point(s) of Delivery
City of Clearwater-East
City of Clearwater-North
City of Clearwater-South
Description of Point(s)
of Delivery
Pinellas, FL
Pinellas, FL
Pinellas, FL
Date of this Exhibit B: August 1, 1992
I
I
Exhibit C
to
Preferred Transportation Service Agreement
Between
Florida Gas Transmission Company
and
The City of Clearwater
Dated
August 1, 1992
Maximum Annual Transportation Quantity
100,000 MMBtu
Date of this Exhibit C: August 1, 1992
CIcarwtt.p1s