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CONSUMMATING ORDER RE: JOINT PETITION FOR APPROVAL OF TERRITORIAL BOUNDARY AGREEMENT BY TAMPA ELECTRIC COMPANY CLEARWATER GAS SYSTEM RECEIVED Interoffice Correspondence Sheet OCT {) g ~~OUt) To: Cyndie Goudeau, City Clerk CITY CLERK DEPARTMENT From: Chuck Warrington, Managing Director, SBS c~ Copies: Jim Geary, Director of Customer Service & Marketing: Tom Sewell, Asst. Director of Gas Operations; Chris Thorn, Gas Sales Manager Subject: Final Florida Public Service Commission (FPSC) Settling Pinellas County Territorial Dispute with TECO Peoples Gas - Order #PSC-OO-0371-P AA-GU Date: October 4, 2000 I am attaching our copy of the final order and associated agreements for the subject as follows: · A copy of the FPSC Consummating Order dated March 16, 2000, · A copy ofthe FPSC Notice of Proposed Agency Action dated February 21, 2000, · A copy of the Joint Petition of Clearwater Gas System and TECO Peoples Gas to the FPSC dated November 24' 1999, and · A copy of the Territorial Agreement between the Clearwater Gas System and TECO Peoples Gas dated September 24, 1999. CSW C:\Documents and Settings\cwarring\Desktop\New Briefcase\My Documents\Word\LEG_REG\FPSC Territorial Settlement 4-00.doc BEFORE THE FLORIDA PUBLIC SERVICE COMMISSION In re: Joint petition for Approval of Territorial Boundary Agreement by Tampa Electric Company d/b/a Peoples Gas System and Clearwater Gas System, a Department of the City of Clearwater in Pinellas County. I DOCKET NO. 991758-GU ORDER NO. PSC-00-0545-CO-GU ISSUED: March 16, 2000 CONSUMMATING ORDER BY THE COMMISSION: By Order No. PSC-00-0371-PAA-GU, issued February 21, 2000, this Commission proposed to take certain action, subj ect to a Petition for Formal Proceeding as provided for in Rule 25-22.029, Florida Administrative Code. No response has been filed to the Order. It is, therefore, ORDERED by the Florida Public Service Commission that Order No. PSC-00-0371-PAA-GU has become effective and final. It is further ORDERED that this docket shall be closed. By ORDER of the Florida Public Service Commission, this 16th day of March, 2000. /s/ Blanca S. Bavo BLANCA S. BAYO, Director Division of Records and Reporting This is a facsimile copy. A signed copy of the order may be obtained by c~lling 1-g50-~13-6770. (SEAL) SAC NOTICE OF FURTHER PROCEEDINGS OR JUDICIAL REVIEW The Florida Public Service Commission is required by Section 120.569(1), Florida Statutes, to notify parties of any judicial / ORDER NO. PSC-00-0545-CO-GU DOCKET NO. 991758-GU PAGE 2 review of Commission orders that is available pursuant to Section 120.68, Florida Statutes, as well as the procedures and time limits that apply. This notice should not be construed to mean all requests for judicial review will be granted or result in the relief sought. Any party adversely affected by the Commission's final action in this matter may request judicial review by the Florida Supreme Court in the case of an electric, gas or telephone utility or the First District Court of Appeal in the case of a water and/or wastewater utility by filing a notice of appeal with the Director, Division of Records and Reporting and filing a copy of the notice of appeal and the filing fee with the appropriate court. This filing must be completed within thirty (30) days after the issuance of this order, pursuant to Rule 9.110, Florida Rules of Appellate Procedure. The notice of appeal must be in the form specified in Rule 9.900(a), Florida Rules of Appellate Procedure. J f';3))cJ,,-';~ .3/'1- WILLIAM J. PEEBLES ATTORNEY AT LAW 310 WEST COLLEGE AVENUE (3230 I) POST OFFICE Box 10930 TAl.LAHASSEE. FLORIDA 32302 TELEPHONE: (850) 681-7383 CELLULAR: (850) 566-3029 FACSIMILE: (850) 681-7271 February 28,2000 Chuck Warrington, Jr. Managing Director Clearwater Gas System 400 N. Myrtle Avenue Clearwater, Horida 34615 Dear Chuck: I am happy to enclose the Commission's Notice of Proposed Agency Action granting approval of your territory agreement with Peoples. Gas. As the notice states, the order will become final on March 14, 2000 unless a petition protesting the order is filed with the Commission by March 13, 2000. There is, of course, no reason to expect that such a protest will be received. I am very appreciative of the chance to have helped Clearwater Gas bring this issue to a successful conclusion. William 1. Peebles Ikjv Enclosure t~k [:: (~:; E Ii '\/ L,) fEB j~U 2000 G j~1. Sf ~.) i\/~ -1 j\J. ~ BEFORE THE FLORIDA PUBLIC SERVICE COMMISSION In re: Joint petition for approval of territorial boundary agreement by Tampa Electric Company d/b/a Peoples Gas System and Clearwater Gas System, a department of the City of Clearwater in Pinellas County. DOCKET NO. 991758-GU ORDER NO. PSC-00-0371-PAA-GU ISSUED: February 21, 2000 The following Commissioners participated in the disposition of this matter: JOE GARCIA, Chairman J. TERRY DEASON SUSAN F. CLARK E. LEON JACOBS, JR. NOTICE OF PROPOSED AGENCY ACTION ORDER GRANTING APPROVAL OF TERRITORIAL BOUNDARY AGREEMENT BY THE COMMISSION: NOTICE is hereby given by the Florida Public Service Commission that the action discussed herein is preliminary in nature and will become final unless a person whose interests are substantially affected files a petition for a formal proceeding, pursuant to Rule 25-22.029, Florida Administrative Code. On November 24, 1999, Tampa Electric Company d/b/a Peoples Gas System (Peoples) and Clearwater Gas System (Clearwater) filed a joint petition for a Territorial Boundary Agreement in Pinellas County. Potential disputes have arisen between Peoples, an investor-owned utility, and Clearwater, a municipal utility, with respect to which of them should serve potential natural gas customers located outside Clearwater's corporate limits. In order to resolve these potential disputes, the petitioners have entered into an Agreement that defines the territorial boundaries in portions of Pinellas County. All terms and conditions pertaining to and implementation of, are set forth in the Agreement. A copy of the Agreement is included as Attachment A and is incorporated by reference in this Order. DOCUME ,~T HI'W;[ R - C/\ TE o 2 3 6 5 FES 2/ g FPSC-RECO?DS/R[PORT!NG ORDER NO. PSC-00-0371-PAA-GU DOCKET NO. 991758-GU PAGE 2 Rule 25-7.0471(2), Florida Administrative Code, sets forth the standards for approval for a territorial agreement. The standards are: (a) the reasonableness of the purchase price of any facilities being transferred; (b) the reasonable likelihood that the agreement, in and of itself, will not cause a decrease in the reliability of natural gas service to the existing or future ratepayers of any utility party to the agreement; (c) the reasonable likelihood that the agreement will eliminate existing or potential uneconomic duplication of facilities; and (d) other relevant factors that may arise from the circumstances of a particular case. As part of the Agreement, Peoples will transfer to Clearwater the facilities within the territory bordering the south side of State Road 688 (Walsingham Road) from 146th Street North to the centerline of the Intracoastal Waterway. As addressed in the Agreement, the properties will be transferred at depreciated book value. The purchase price of up to $26,157.29, to be paid. by Clearwater to Peoples for these properties, is reasonable. This purchase price accounts for the two customers who are currently receiving transportation service under Peoples' Rider FTA and who will remain with Peoples. As a result of the transfer, eight commercial customers, currently served by Peoples, will now be served by Clearwater. Clearwater will transfer to Peoples the facilities within the territory bordering the north side of 142nd Avenue North from 66th Street North to Belcher Road. Clearwater will also transfer properties bordering the north side of Walsingham Road from 113th Street North to State Road 688 (Walsingham Road/Ulmerton Road). The properties will be transferred to Peoples at depreciated book value. The purchase price of $7,091.90, to be paid by Peoples to Clearwater for these facilities, is reasonable. As a result of the facility transfer, an apartment complex currently served by Clearwater, will now be served by Peoples. As contemplated by Rule 25-7.043(d), Florida Administrative Code, each customer to be transferred from Peoples to Clearwater was contacted and informed of the proposed transfer. We did not receive a negative reaction from the customers. The names of such customers are mentioned in Exhibit 2 of the petition. Clearwater has agreed to charge the small commercial customers transferred from Peoples the same rate that Peoples is currently charging. ORDER NO. PSC-00-0371-PAA-GU DOCKET NO. 991758-GU PAGE 3 The only concern we.. had with the petition related to the transfer of Peoples' Rider FTA customers. The Agreement requires customers to reply, in writing, of their desire to remain with PGS instead of being transferred to CGS, which does not offer transportation service. Because Peoples and Clearwater petitioned for approval of the Agreement, and not the customers, we notified the utility that it shall be responsible for any administrative action. Consequently, on January 10, 2000, Peoples submitted a letter stating that it desires to minimize the effort and inconvenience incurred by customers as a result of the transfer. In its letter, Peoples states that it will provide form letters to the two FTA customers, in which the customer will indicate their desire to remain with the company or transfer to Clearwater. Prior to the second anniversary of the Agreement, and no more than every fifth anniversary thereafter, Peoples and Clearwater will meet to review the status of this Agreement and shall sub~it a joint status report to the Commission. As part of this review, the utilities shall evaluate the feasibility of transferring these FTA customers to Clearwater in the event Clearwater begins offering transportation service. By the establishment of territorial boundaries and the transfer of customers, it appears the agreement will avoid the potential for uneconomic duplication of facilities. Further, it appears that approval of this Agreement will not result in customer discrimination or a decrease in the availability or reliability of natural gas service to existing or future ratepayers of either Clearwater or Peoples. Based on the above analysis, the joint petition of Peoples and Clearwater is hereby approved, effective the date of issuance of the Consummating Order in this docket. Based on the foregoing, it is ORDERED by the Florida Public Service Commission that the Joint Petition for Approval of a Territorial Boundary Agreement by Tampa Electric Company, d/b/a Peoples Gas System, and Clearwater Gas System is approved, effective the date of issuance of the Consummating Order in this docket. It is further ORDERED that the provisions of this Order, issued as proposed agency action, shall become final and effective upon the issuance of a Consummating Order unless an appropriate petition, in the form provided by Rule 28-106.201, Florida Administrative Code, is received by the Director, Division of Records and Reporting, 2540 ORDER NO. PSC-00-0371-PAA-GU DOCKET NO. 991758-GU PAGE 4 Shumard Oak Boulevard, Tallahassee, Florida 32399-0850, by the close of business on the date set forth in the "Notice of Further Proceedings" attached hereto. It is further ORDERED that in the event this Order becomes final, this docket shall be closed. By ORDER of the Florida Public Service Commissiop this 21st day of February, 2000. BLANCA S. BAYO, Director Division of Records and Reporting By: /~ ~ Kci.y FI n, Ch'ef Bureau of Records SEAL) SAC NOTICE OF FURTHER PROCEEDINGS OR JUDICIAL REVIEW The Florida Public Service Commission is required by Section 120.569 (1) , Florida Statutes, to notify parties of any administrative hearing that is available under Section 120.57, Florida Statutes, as well as the procedures and time limits that apply. This notice should not be construed to mean all requests for an administrative hearing will be granted or result in the relief sought. Mediation may be available on a mediation is conducted, it does not interested person's right to a hearing. case-by-case basis. If affect a substantially The action proposed herein is preliminary in nature. Any person whose substantial interests are affected by the action proposed by this order may file a petition for a formal proceeding, ORDER NO. PSC-00-0371-PAA-GU DOCKET NO. 991758-GU PAGE 5 in the form provided by Rule 28-106.201, Florida Administrative Code. This petition must be received. by the Director, Division of Records and Reporting, 2540 Shumard Oak Boulevard, Tallahassee, Florida 32399-0850, by the close of business on March 13. 2000. In the absence of such a petition, this order shall become final and effective upon the issuance of a Consummating Order. Any obj ection or protest filed in this docket before the issuance date of this order is considered abandoned unless it satisfies the foregoing conditions and is renewed within the specified protest period. ORDER NO. PSC-OO-0371-PAA-GU DOCKET NO. 991758-GU PAGE 6 r'" I AGREEMENT Section 0.1 ~ This AGREEMENT is made and entered into this ~ day of ----' . ~~~-,' J . 1999, by arid between the CLEARWATER GAS SYSTEM, a depanment of the CITY OF CLEAR WATER, a municipal corporation organized and existing under the laws of the State of Florida ("Clearwater"), and PEOPLES GAS SYSTEM, a division of Tampa Electric Company, a corporation organized and existing under the laws of the State of Florida ("POS"). Clearwater and PGS are hereinafter sometimes referred to singularly as "Party" and collectively referred to as "Parties." WITNESSETH: Section 0.2 WHEREAS, Clearwater is presently providing natural gas service-to private individuals, finns, corporations and governmental entities in portions of Pin ell as County, both within and without the corporate limits of the City of Clearwater, and in portions of Pasco County; and Section 0.3 WHEREAS, PGS is presently providing natural gas service to persons, firms, corporations and governmental entities throughout portions of the State of Florida, including portions of both Pinellas and Pasco Counties, Florida; and Section 0.4 WHEREAS, a potential dispute has arisen between Clearwater and POS . regarding service to potential natural gas customers located in Pinellas County; and Section 0.5 WHEREAS, Clearwater and PGS desire to resolve the potential dispute between them in order that present and future applicants for natural gas service may expeditiously obtain such service from one or the other of them; and ' Section 0.6 WHEREAS, the respective areas of retail service of the Parties are contiguous in certain places with the result that duplication of service facilities may occur in the future unless ORDER NO. PSC-OO-0371-PAA-GU DOCKET NO. 991758-GU PAGE 7 such duplication is precluded by virtue of this Agreement; and Section 0.7 WHEREAS, the Panies recognize that any duplication of said service facilities may result in needless and wasteful expenditures that are detrimental to the public interest; and Section 0.8 WHEREAS, the Parties desire to avoid and eliminate the circumstances giving rise to the aforesaid potential duplications and toward that end have established a Territorial Boundary Line to delineate their respective retail territorial areas in Pinellas County; and Section 0.9 WHEREAS, the Florida Public Service Commission ("PSC") is empowered by the legislature of the State of Florida, pursuant to section 366.04(3)(a), Florida Statutes, to approve and to supervise territorial agreements between natural gas utilities; and Section 0.10 WHEREAS, there already exists a territorial agreement approved by the PSC for Pasco County, and this Agreement will complete the delineation of the territorial boundaries between Cle3lWater and PGS, avoiding future conflicts of this nature; and Section 0.11 NOW,1HEREFORE, in fulfillment of the purposes and desires aforesaid, and in consideration of the mutual covenants and agreements herein contained, which shall be construed as being interdependent, the Parties, subject to and upon the terms and conditions herein set forth, do hereby agree as follows: ARTICLE I DEFINITIONS Section 1.1 Natural Gas As used herein, the tenn "Natural Gas" shall mean: natural gas, manufactured gas, liquefied gas with air admixture, or a similar gaseous substance furnished to the public by pipeline. 2 ORDER NO, PSC-OO-0371-PAA-GU DOCKET NO. 991758-GU PAGE 8 ,.. I Section 1.2 Clearv;ater Territorial Area As used herein, the term "Clearwater Territorial Area" shall mean the area labeled Clearv;ater Gas System PinelIas County Service Area on Exhibit "A" to this Agreement. Section l.~ PGS Territorial Area As used herein, the term "PGS Territorial Area" shall mean the area labeled Peoples Gas System Pinellas County Service Area on Exhibit" A" to this Agreement. Section 1.4 Existin~ Customers As used herein, the term "Existing Customers" shall mean those natural gas customers of either Party taking service from that Party on the effective date of this Agreement. Section 1.5 Point of Use As used herein, the tenn "Point of Use" shall mean the end-use natural gas facilities of a customer, as distinct from the point of connection or point of metering. Section 1.6 New Customers As used herein, the term "New Customers" shall mean those consumers applying for natural gas service for a Point of Use in the Territorial Area of either Party during the term of this Agreement. Section 1.7 Territorial Area As used herein, the term "Territorial Area" shall mean either or both, where appropriate, the Clearwater Territorial Area or the PGS Territorial Area. Section },8 Territorial Boundary Line As used herein, the term "Territorial Boundary Line" shall mean the boundary line so labeled, designating the dividing line between the areas shown on Exhibit" A" of this Agreement, which dividing line is further described as follows: From the Point of Beginning (P .O.B.) At the northeast comer of Section 2, Township 27 South, Range 17 East proceed generally south along the east line of Section 2, Township 27 South, Range 17 East to the point of intersect with the Hillsborough County boundary line, then generally west along the Pasco County/Hillsborough County boundary line to the point of intersect with the Pinellas County boundary line, then generally south along the Pinellas County/Hillsborough County boundary 3 ORDER NO. PSC-OO-0371-PAA-GU DOCKET NO. 991758-GU PAGE 9 line to the point ofintersect with State Road 60 (Courtney Campbell Causeway), then generally west along the irregular southerly shoreline of State Road 60 (Courttley Campbell Causeway) to the point ofintersect with the Bayside Bridge (County Road 593), then generally south along the Bayside Bridge (County Road 593) and continuing gc;nerally south along the centerline of 49th Street North (County Road 593) to the point of intersect with the centerline of State Road 686 (Roosevelt Boulevard), then generally west along the centerline of State Road 686 (Roosevelt Boulevard) to the point of intersect with the centerline of 58th Street Nonh, then generally south along the centerline of 58th Street North to the point of intersect with the projection of 146th Avenue North, then generally west along the projection of 146th Avenue North to the point of intersect with the centerline of 62nd Street North and the centerline of 146th A venue North, and continuing generally west along the centerline of 146th A venue North to the point of intersect with the centerline of 66th Street North, then generally south along the centerline of 66th Street North to the point of intersect with the centerline of 142nd Avenue North, then generally west along the centerline of 142nd Avenue North to the point of intersect with the centerline of Belcher Road, then generally south along the centerline ofBelcher Road to the point of intersect with the centerline of Ulmerton Road, then generally west along the centerline of Ulmerton Road to the point of intersect with the centerline of 113th Street North, then generally south along the centerline of 113th Street North to the point of intersect with the centerline ofWalsingham Road, then generally west along the centerline ofWalsingham Road to the point of intersect with State Road 688 (Walsingham RoadlUlmerton Road), then generally west along the centerline of State Road 688 (Walsingham Road) to the centerline of the intracoastal waterway then generally south along the center line of the intracoastal waterway to the point of intersect with the southernmost boundary of the Town of Redington Beach then generally southwesterly along the southernmost boundary of the Town of Redington Beach to the point of intersect with the shoreline of the Gulf of Mexico. The following additional territory is hereby granted to Peoples Gas System: A. Those properties abutting the north side of 142nd Avenue North from 66th Street North to Belcher Road. B. Those properties abutting the north side of Walsingham Road from 113th Street North to State Road 688 (Walsingham RoadlUlmerton Road). . The following additional territory is hereby granted to Clearwater Gas System: C. Those properties abutting the south side of State Road 688 (Walsingham Road) from 146th Street North to the centerline of the Intracoastal Waterway. 4 ORDER NO. PSC-OO-0371-PAA-GU DOCKET NO. 991758-GU PAGE 10 1. ARTICLE II RETAIL NATURAL GAS SERVICE Section 2.1 In General Except as otherwise specifically provided herein, Clearwater shall have the exclusive authority to furnish retail natural gas service to all New Customers within the Clearwater Territorial Area, and PGS shall have the exclusive authority to furnish retail natural gas service to all its Existing Customers and all New Customers in the PGS Territorial Area. Section 2.2 Existine Customer Transfer The Parties are currently serving certain Existing Customers within the Territorial Area of the other Party. Within 90 days of the effective date of this Agreement, as provided for in Section 4.1, each Party shall convey to such other Party such Existing Customers, together with such lateral gas mains, service lines, and appurtenances thereto previously used by the Party in providing service in the territory of the Party which will provide service thereafter. Such facilities shall be transferred whether or not they are necessary for the provision of service by the acquiring Party. The acquiring Party shall pay to the transferring Party a price to be mutually agreed between the Parties. lfthe Parties are unable to agree upon a price, the price shall be replacement cost less depreciation. Notwithstanding the foregoing, existing customers within the Clearwater Territorial area CUIrCDtly being served by PGS under its Rider FT A may remain with ~GS if they request, in writing, to do so. Any such customer will be allowed to remain with PGS as long as the customer maintains continuous service. If service to such a customer is terminated for any reason, including change of ownership/tenant, or i.f such a customer desires to be transferred to Clearwater at a future date, PGS and Clearwater will effect the transfer of such customer and such gas mains, service lines, and appurtenances thereto previously used by PGS in providing service to such customer according to the tenns of Section 2.5. 5 ORDER NO. PSC-OO-0371-PAA-GU DOCKET NO. 991758-GU PAGE 11 Section 2.3 Service to New Customers The Parties agree that neither of them will serve or attempt to serve any New Customer whose Point of Use is located within the Territorial Area of the other Party, except as provided in Section 2.5. If a New Customer or prospective New Customer requests or applies for service from either Party, but such Customers Point of Use is located in the Territorial Area of the other Party, the Party receiving such a request or application shall refer such New Customer or prospective New Customer to the other Party with citation to this Agreement as approved by the PSC. Section 2.4 Boundary Modifications The Parties recognize that, in specific instances, good engineering practices or economic constraints on one of the Parties may from time-to-time indicate that small service areas and/or New Customers should not be served by the Party in whose territory such areas or Customers are then located under Section 2.1. In such instances, the Parties agree to jointly and expeditiously seek approval of the PSC for modification of this Agreement in order to permit the appropriate Party to provide service to such small service areas and/or New Customers. Section 2.5 Temporarv Service To help facilitate the provision of natural gas service to Customers and to minimize costs and delays in providing such service, a Party which has a gas main installed on its side of the Territorial Boundary Line may temporarily serve Customers located on the other side of such Territorial Boundary Line in territory herein reserved to the other Party only . I (a) if requested by such other Party or (b) if such other Party is unable to provide such service within a reasonable time; provided, however, that when such temporary service is contemplated by a Party, it shall give written notice, setting forth the details of such contemplated service, to the Party in whose territory the Customer is located under Section 2.1 of this Agreement, and to the PSC, before 6 ORDER NO. PSC-OO-0371-PAA-GU DOCKET NO. 991758-GU PAGE 12 installing any additional facilities needed for the provision of such temporary service. At such time as the Party in whose territory such Customers are located under Section 2.1 has a gas main available for providing, or is otherwise able to provide, natural gas service to such Customers, the Party providing temporary service pursuant to this section shall surrender any such Customers upon the request of the Party in whose territory such Customers are located, and shall convey to such other Party, at a price to be mutually agreed between the Parties, such gas mains, service lines, and appurtenances thereto previously used by the Party in providing temporary service, whether or not such facilities are necessary for the provision of service by the acquiring Party, and located in the territory of the Party which will provide service thereafter. If the Parties are unable to agree upon a price, the price shall be replacement cost less depreciation. Any Customer who receives temporary natural gas service under the provisions of this section shall be notified in advance that when service becomes available from the Party in whose territory such Customer is located, the Customer will be required to receive service from such Party at such Party's then-current rates, and that such temporary service is provided only as a temporary convenience to the Customer. ARTICLE In OPERATION AND MAINTENANCE Section 3.1 Facilities to Remain Nothing in this Agreement is intended to affect the gate stations, regulators, or gas mains of either Party which are now or which may in the future be located in the service area of the other Party; provided, however, tq.at each Party shall operate and maintain said lines and facilities in such manner as to minimi7.e any interferences with the operations of the other Party. No such facilities shall be used by either Party to provide retail natural gas service to Customers located in the Territorial Area of the other Party except as may be necessary to implement the provisions of Section 2.4 or 2.5 hereof. 7 ORDER NO. PSC-OO-0371-PAA-GU DOCKET NO. 991758-GU PAGE 13 ARTICLE IV . PREREQUISITE APPROVAL Section 4.1 PSC Aoproval The provisions and the Parties' perfonnance of this Agreement are subject to the regulatory authority of the PSC, and appropriate approval by that body of the provisions of this Agreement shall be an absolute condition precedent to the validity, enforceability and applicability hereof. This Agreement shall have no effect whatsoever until that approval has been obtained, and the date of expiration of the appeal period following issuance of the Order granting PSC approval of this Agreement shall be deemed to be the effective date of this Agreement. Any proposed modification to this Agreement shall be submitted to the PSC for approval. In addition, the Parties agree to jointly petition the PSC to resolve any dispute concerning the provisions of this Agreement or the Parties' perfonnance of this Agreement. Section 4.2 Liability in the Event of DisaDDroval In the event approval pursuant to Section 4.1 is not obtained, neither Party will have any claim against the other arising under this Agreement. ARTICLE V DURATION Section 5.1 Review and Tenn of Al!I'eement Prior to the second anniversaIy of the .. effective date of this Agreement and no more than every fifth anniversary thereafter, the Parties shall meet to review the status of this Agreement and shall submit ajoint status report to the Commission. I After this Agreement becomes effective pursuant to Section 4.1 hereof, it shall continue in effect until modification shall be mutually agreed upon and approved by the PSC, or until tennination shall be mandated by a governmental entity or court havingjurisdiction to mandate such tennination or modification. 8 ORDER NO. PSC-OO-0371-PAA-GU DOCKET NO. 991758-GU PAGE 14 ARTICLE VI MISCELLANEOUS Section 6. I Ne20tiations Whatever terms or conditions may have been discussed during the negotiations leading up to the execution of this Agreement, the only ones agreed upon are those set forth herein, and no alteration, modification, enlargement or supplement to this Agreement shall be binding upon either of the Parties hereto unless the same shall be in writing, signed by both Parties, and approved by the PSC. Section 6.2 Successors and Assisms Nothing in this Agreement, expressed or implied, is intended or shall be construed to confer upon or give to any person or entity, other than the Parties hereto, any right. remedy or claim under or by reason of this Agreement or any provision or condition hereof; and all of the provisions, representations. covenants and conditions herein contained shall inure to the sole benefit of. and shall be binding only upon, the Parties hereto and their respective representatives. successors and assigns. Section 6,3 Notices Notices given hereunder shall be deemed to have been given to Clearwater if mailed by certified mail to: Managing Director. Clearwater Gas System. 400 N. Myrtle Avenue, Clearwater. Florida 33755, and to PGS ifmailed by certified mail to: Manager of .. Regulatory Coordination, Peoples Gas System. P.O. Box 2562, Tampa, Florida 33601-2562. Such address to which such notice shall be mailed may be, at any time, changed by designating such neW' address and giving notice thereof in writing in the manne,r herein provided. IN WITNESS WHEREOF, the Parties hereto have caused this Agreement to be executed in duplicate in their respective corporate names and their corporate seals affixed by their duly 9 ORDER NO, PSC-OO-0371-PAA-GU DOCKET NO. 991758-GU PAGE 15 authorized officers on the day and year first written above. PEOPLES GAS SYSTEM ::IViSiO~T~~mY Bruce Christmas Vice President-Operations Countersigned: Approved as to fonn and legal sufficiency: Cc:7 -~ ....,;:> ~~ - .. Pamela K. Akin City Attorney CITY OF CLEARWATER. FLORIDA By: }--- Michael 1. Roberto City Manager Attest: e \'. <;' )L .. L...~~ C. . ~~" Cyn~a E. Goudeau City Idterk 10 I ~ certi.~ that tb1s fs a true wi correct CO?V at t.ie o~ as it appeiLB izl th~. ~es Of tr.e City of C.karwaler. ,,1t:lesS D1Y hand and Offi . of :r.e 'tv Of leatW~{) This y of 99.:L. ORDER NO, PSC-OO-0371-PAA-GU DOCKET NO. 991758-GU PAGE 16 ---------- ::;<h'bii :~!::ARWA rE?'~;.S = :STt:.1 'C" -ERRITOPIA,-::]L ~!OR' ES _ES '3AS t 1~ '. ~ )"IM' t)t ~tCj""""""f; ,) f-4f ...o"",fAS' C:'WlvN ;~ qCllO." ) 'O"'lIS~'P -', ....Ot.,... ';I\~[ '; ::AS- ( :\j :1 t ;J1oI,rONl... DI)UfrtOV, ~ nle ':CIITCRl.I~ or rile 111'1tACOASTAI. ."l\lfWW^, 10 ,.. tun tJOtH' .. 1'* .; ~un 1ClIN..o~T OOuNO..., Of' nit .';W!rt .." k't1~NGION MtA(:H I:JOW IN( '~HI"1I ;r nle Ifl?'1t'COASTAI. ,,,,^,rCI'WAY ro n.c I'()IHI :;~ IN"'t':t~tcr 'M'H -lie ':'IO~::ViC :.r 9H[ cut.! JF v!:'I("; g& = A ., = B :- = C "il.~ rr-toI11OH1Al ..GRff"'FH' ~ON [) PUN. T10~ /');' OOuHOa'h 1M ruesc ^~C"$ / / i /' ,,:;"U~,..., Q, 1999 --,/,,/ "-...~ ORDER NO. PSC-OO-0371-PAA-GU DOCKET NO. 991758-GU PAGE 17 N,me long John Silver's Maria's Kitchen Two, Inc Denny's Villagernn KFC National Management Co. Angelino's Miami Subs Taco Bell Customers movln from Peo Service Address 12881 Walsingham Rd. 12931 Walsingham Rd. 12933 Walsingham Rd. 13105 Walsingham Rd. 13677 Walslngham Rd. 13883 Walsingham Rd. 8651 Ulmerton Rd. 8671 Ulmerton Rd. les to Crearwater CI largo largo Seminole Largo Largo Largo Cleatwater Largo Customers movin from Clearwater to Peo Name Service Address Cl Castilllan Lake Club Apartments 11444 1371h St. N. Largo EXHIBIT 2 St.te FL FL FL FL Fl Fl Fl Fl Zip 33774 34644 33774 33774 34644 33774 34622 33771 Stat. Fl Zip 33774 Customers who ma remain with Peo les as FT A Partlel ants Name Service Address C State Hanson Cleaners 12963 Walslngham Rd. #206 Largo FL Albertsons 13031 Walslngham Rd. Sl Petersburg Fl Customers remalnln Name Word of Faith Church Vacant Zip 34664 34664 with Peo les until availabill of Clearwater service S8IVIce Address State ZJ. 1550 Belcher Rd. S. FL 33771 2300 Belcher Rd. S. FL 33771 WILLIAM J. PEEBLES ATTORNEY AT LAW 310 WEST COLLEGE AVENUE (32301) POST OFFICE Box 10930 TAllAHASSEE, flORIDA 32302 TElEPHONE: (850) 681-7383 CElLULAR: (850) 566-3029 FACSIMILE: (850) 681-7271 November 24, 1999 Blanca S. Bayo' Director of Records and Reporting Public Service Commission 2540 Shumard Oak Blvd. Tallahassee, FL 32399-0850 RE: Joint Petition for Approval of territorial boundary agreement between Peoples Gas System and Clearwater Gas System Dear Ms. Bayo': Enclosed for filing is an original Joint Petition for Approval of Territorial Agreement between Peoples Gas System and CleaIWater Gas System and sixteen copies, Please date stamp and return one of the enclosed copies, Thank you for your assistance in this matter. i?J2 C William J. Peebles Ikjv Enclosures F<ECEIVED NOV :.;B 1999 r~' ,,<; !::..(j i\il1 N. ~(f.JI..\_~ ...i.... BEFORE THE FLORIDA PUBLIC SERVICE COMMISSION In Re: Joint Petition for approval of territorial boundary agreement in Pinellas County by Peoples Gas System and Clearwater Gas System, a department of the City of Clearwater DOCKET NO. Submitted for Filing: 11-24-99 JOINT PETITION Petitioners, Peoples Gas System ("Peoples") and Clearwater Gas System, a department of the City of Clearwater ("Clearwater Gas"), by their undersigned attorneys and pursuant to Section 366.04(3)(a), Florida Statutes, and Rule 25-7.0471, Florida Administrative Code, jointly file this petition for an order approving the territorial boundary agreement between Peoples and Clearwater attached hereto as Exhibit 1, and in support thereof state as follows: 1. The names and mailing addresses of the petitioners are: Peoples Gas System P. O. Box 2562 Tampa, Florida 33601-2562 Clearwater Gas System 400 North Myrtle Avenue Clearwater, Florida 33755 2, The names and mailing addresses of the persons authorized to receive notices and communications with respect to this petition are: Ansley Watson, Jr., Esq, Macfarlane Ferguson & McMullen P. O. Box 1531 Tampa, Florida 33601-1531 Angela Llewellyn Peoples Gas System P. O. Box 2562 Tampa, Florida 33601-2562 William J. Peebles, Esq. P. O. Box 10930 Tallahassee, Florida 32302 Chuck Warrington General Manager Clearwater Gas System 400 North Myrtle Avenue Clearwater, Florida 33755 BACKGROUND 3. Clearwater Gas presently provides natural gas service to customers in portions of Pinellas County (both within and outside the corporate limits of the City of Clearwater) and in portions of Pasco County. Peoples presently provides natural gas service throughout portions ofthe State of Florida, including portions of Pin ell as and Pasco Counties. 4. A potential dispute has arisen between Clearwater Gas and Peoples with respect to which of them should serve potential natural gas customers located in Pinellas County. In order to resolve that potential dispute, the petitioners have entered into an Agreement (the "Pinellas Territorial Boundary Agreement"), a copy of which is attached hereto as Exhibit 1 and incorporated herein by reference. The Pinellas Territorial Boundary Agreement defines the territorial service areas of each petitioner within Pinellas County. 5. By its Order No. PSC-95-0620-AS-GU, issued on May 22, 1995 in Docket No. 940660-GU, the Commission approved a territorial agreement between Clearwater and Peoples resolving an earlier dispute and defining the service areas of the petitioners within Pasco County. The Commission's approval of the Pinellas Territorial Boundary Agreement will complete the delineation of the boundaries between the service areas of the petitioners, thereby avoiding future conflicts between them. RELIEF REQUESTED 6, Petitioners seek the Commission's approval, pursuant to Section 366,04(3)(a),Florida Statutes, and Rule 25-7.0471, Florida Administrative Code, of the Pinellas Territorial Boundary Agreement, such approval being a condition precedent to the effectiveness ofthe agreement and the territorial boundaries set forth therein. Any modification of the agreement, once approved by the 2 Commission, would also require the Commission's approval prior to such modification's becoming effective. A written description ofthe Territorial Boundary Line (as defined in the agreement) is set forth in Section 1.8 of the Pinellas Territorial Boundary Agreement, and such line (as well as the service areas of each petitioner within Pinellas County) are depicted on the map attached as Exhibit A to the agreement. 7. All terms and conditions pertaining to the Pinellas Territorial Boundary Agreement, and the implementation thereof, are set forth in such agreement. 8. Attached hereto as Exhibit 2 is a summary of existing customers to be transferred from each petitioner to the other within 90 days following the effective date of the Pinellas Territorial Boundary Agreement. Each customer which will be transferred from one petitioner to the other pursuant to the agreement has been contacted, and has been provided an explanation ofthe difference between the rates currently applicable to service and the service rates which would apply following consummation of the transfer from one petitioner to the other. 9. In connection with the transfers of customers for which the agreement provides, Section 2.2 of the agreement requires that all lateral gas mains, service lines and appurtenances thereto, previously used by the transferring party in providing service to the customers to be transferred, also be transferred to the party which will provide service following the transfer. The agreement provides that the price to be paid by the transferee party to the transferring party shall be "mutually agreed." Petitioners have agreed that the price to be paid by Clearwater Gas to Peoples for such facilities will be up to $26,157.29 (depending on whether facilities currently used by Peoples to provide service to two customers receiving transportation service under Peoples' Rider FT A are transferred to Clearwater Gas), and that the price to be paid by Peoples to Clearwater Gas 3 for such facilities will be $7,091.90. Petitioners submit that each of such purchase prices is reasonable. 10. Each of Peoples and Clearwater Gas represents that approval and implementation of the Pinellas Territorial Boundary Agreement will not cause a decrease in the availability or reliability of natural gas service to existing or future ratepayers of either Peoples or Clearwater Gas. 11. Absent the Commission's approval ofthe agreement, the plans of Clearwater Gas and Peoples for providing retail natural gas service in portions of Pinellas County would overlap. Petitioners submit that approval of the agreement by the Commission will avoid the future uneconomic duplication of facilities by Peoples and Clearwater Gas, will expedite the handling of applications for service by future potential customers, and is therefore in the public interest. WHEREFORE, Clearwater Gas and Peoples respectfully request that the Commission enter its order approving and adopting the Pinellas Territorial Boundary Agreement. DATED this 24th day of November, 1999. PEOPLES GAS SYSTEM, a division of Tampa Electric Company CLEARWATER GAS SYSTEM a department of the City of Clearwater AN~y~1~ SCOTT C, DAVIS Macfarlane Ferguson & McMullen P. O. Box 1531 Tampa, Florida 33601-1531 (813) 273-4200 LLIAM J. PEEBLES, ESQ. P. 0, Box 10930 Tallahassee, Florida 32302 (850) 681-7383 4 .....-= -.--1/ ,,,. .r" }, AGREEMENT ~ Section 0.1 This AGREEMENT is made and entered into this J..'i day of c~ " ~~,k.u , 1999, by and between the CLEARWATER GAS SYSTEM, a department of the CITY OF CLEAR WATER, a municipal corporation organized and existing under the laws of the State of Florida ("Clearwater"), and PEOPLES GAS SYSTEM, a division of Tampa Electric Company, a corporation organized and existing under the laws of the State of Florida ("PGS"). Clearwater and PGS are hereinafter sometimes referred to singularly as "Party" and collectively referred to as "Parties." WITNESSETH: Section 0.2 WHEREAS, Clearwater is presently providing natural gas service to private individuals, firms, corporations and governmental entities in portions of Pin ell as County, both within and without the corporate limits ofthe City of Clearwater, and in portions of Pasco County; and Section 0.3 WHEREAS, PGS is presently providing natural gas service to persons, firms, corporations and governmental entities throughout portions of the State of Florida, including portions of both Pinellas and Pasco Counties, Florida; and Section 0.4 WHEREAS, a potential dispute has arisen between Clearwater and PGS regarding service to potential natural gas customers located in Pinellas County; and Section 0,5 WHEREAS, Clearwater and PGS desire to resolve the potential dispute between them in order that present and future applicants for natural gas service may expeditiously obtain such service from one or the other of them; and Section 0.6 WHEREAS, the respective areas of retail service ofthe Parties are contiguous in certain places with the result that duplication of service facilities may occur in the future unless . " , ' . , such duplication is precluded by virtue of this Agreement; and Section 0.7 WHEREAS, the Parties recognize that any duplication of said service facilities may result in needless and wasteful expenditures that are detrimental to the public interest; and Section 0.8 WHEREAS, the Parties desire to avoid and eliminate the circumstances giving rise to the aforesaid potential duplications and toward that end have established a Territorial Boundary Line to delineate their respective retail territorial areas in Pinellas County; and Section 0.9 WHEREAS, the Florida Public Service Commission ("PSC") is empowered by the legislature of the State of Florida, pursuant to section 366.04(3)(a), Florida Statutes, to approve and to supervise territorial agreements between natural gas utilities; and Section 0.10 WHEREAS, there already exists a territorial agreement approved by the PSC for Pasco County, and this Agreement will complete the delineation of the territorial boundaries between Clearwater and PGS, avoiding future conflicts of this nature; and Section 0.11 NOW, THEREFORE, in fulfillment of the purposes and desires aforesaid, and in consideration ofthe mutual covenants and agreements herein contained, which shall be construed as being interdependent, the Parties, subject to and upon the terms and conditions herein set forth, do hereby agree as follows: ARTICLE I DEFINITIONS Section 1.1 Natural Gas As used herein, the term "Natural Gas" shall mean: natural gas, manufactured gas, liquefied gas with air admixture, or a similar gaseous substance furnished to the public by pipeline, 2 1 ,I f. Section 1.2 Clearwater Territorial Area As used herein, the term "Clearwater Territorial Area" shall mean the area labeled Clearwater Gas System Pinellas County Service Area on Exhibit "A" to this Agreement. Section 1.3 PGS Territorial Area As used herein, the term "PGS Territorial Area" shall mean the area labeled Peoples Gas System Pinellas County Service Area on Exhibit "A" to this Agreement. Section 1.4 Existing Customers As used herein, the term "Existing Customers" shall mean those natural gas customers of either Party taking service from that Party on the effective date of this Agreement. Section 1.5 Point of Use As used herein, the term "Point of Use" shall mean the end-use natural gas facilities of a customer, as distinct from the point of connection or point of metering. Section 1.6 New Customers As used herein, the term "New Customers" shall mean those consumers applying for natural gas service for a Point of Use in the Territorial Area of either Party during the term of this Agreement. Section 1.7 Territorial Area As used herein, the term "Territorial Area" shall mean either or both, where appropriate, the Clearwater Territorial Area or the PGS Territorial Area. Section 1.8 Territorial Boundary Line As used herein, the term "Territorial Boundary Line" shall mean the boundary line so labeled, designating the dividing line between the areas shown on Exhibit "A" of this Agreement, which dividing line is further described as follows: From the Point of Beginning (p.O.B.) At the northeast comer of Section 2, Township 27 South, Range 17 East proceed generally south along the east line of Section 2, Township 27 South, Range 17 East to the point of intersect with the Hillsborough County boundary line, then generally west along the Pasco County/Hillsborough County boundary line to the point of intersect with the Pinellas County boundary line, then generally south along the Pinellas County/Hillsborough County boundary 3 ',' , ,I f line to the point of intersect with State Road 60 (Courtney Campbell Causeway), then generally west along the irregular southerly shoreline of State Road 60 (Courtney Campbell Causeway) to the point ofintersect with the Bayside Bridge (County Road 593), then generally south along the Bayside Bridge (County Road 593) and continuing generally south along the centerline of 49th Street North (County Road 593) to the point of intersect with the centerline of State Road 686 (Roosevelt Boulevard), then generally west along the centerline of State Road 686 (Roosevelt Boulevard) to the point of intersect with the centerline of 58th Street North, then generally south along the centerline of 58th Street North to the point of intersect with the projection of I 46th Avenue North, then generally west along the projection of 146th Avenue North to the point ofintersect with the centerline of62nd Street North and the centerline of 146th Avenue North, and continuing generally west along the centerline of I 46th Avenue North to the point of intersect with the centerline of 66th Street North, then generally south along the centerline of 66th Street North to the point of intersect with the centerline of 142nd Avenue North, then generally west along the centerline of 142nd Avenue North to the point of intersect with the centerline of Belcher Road, then generally south along the centerline of Belcher Road to the point of intersect with the centerline of Ulmerton Road, then generally west along the centerline ofUlmerton Road to the point ofintersect with the centerline of 113th Street North, then generally south along the centerline of 113th Street North to the point of intersect with the centerline ofWalsingham Road, then generally west along the centerline ofWalsingham Road to the point of intersect with State Road 688 (Walsingham Road/U1merton Road), then generally west along the centerline of State Road 688 (Walsingham Road) to the centerline of the intracoastal waterway then generally south along the center line of the intracoastal waterway to the point of intersect with the southernmost boundary of the Town of Redington Beach then generally southwesterly along the southernmost boundary of the Town of Redington Beach to the point of intersect with the shoreline of the Gulf of Mexico. The following additional territory is hereby granted to Peoples Gas System: A, Those properties abutting the north side of 142nd Avenue North from 66th Street North to Belcher Road. B. Those properties abutting the north side of Walsingham Road from I 13th Street North to State Road 688 (Walsingham Road/Uhnerton Road). The following additional territory is hereby granted to Clearwater Gas System: c. Those properties abutting the south side of State Road 688 (Walsingham Road) from 146th Street North to the centerline of the Intracoastal Waterway. 4 '1 .I r ARTICLE II RETAIL NATURAL GAS SERVICE Section 2.1 In General Except as otherwise specifically provided herein, Clearwater shall have the exclusive authority to furnish retail natural gas service to all New Customers within the Clearwater Territorial Area, and PGS shall have the exclusive authority to furnish retail natural gas service to all its Existing Customers and all New Customers in the PGS Territorial Area. Section 2.2 Existing Customer Transfer The Parties are currently serving certain Existing Customers within the Territorial Area ofthe other Party. Within 90 days ofthe effective date of this Agreement, as provided for in Section 4.1, each Party shall convey to such other Party such Existing Customers, together with such lateral gas mains, service lines, and appurtenances thereto previously used by the Party in providing service in the territory of the Party which will provide service thereafter. Such facilities shall be transferred whether or not they are necessary for the provision of service by the acquiring Party. The acquiring Party shall pay to the transferring Party a price to be mutually agreed between the Parties. Ifthe Parties are unable to agree upon a price, the price shall be replacement cost less depreciation, Notwithstanding the foregoing, existing customers within the Clearwater Territorial area currently being served by PGS under its Rider FTA may remain with PGS ifthey request, in writing, to do so. Any such customer will be allowed to remain with PGS as long as the customer maintains continuous service. If service to such a customer is terminated for any reason, including change of ownership/tenant, or if such a customer desires to be transferred to Clearwater at a future date, PGS and Clearwater will effect the transfer of such customer and such gas mains, service lines, and appurtenances thereto previously used by PGS in providing service to such customer according to the terms of Section 2.5. 5 ,.. , Section 2.3 Service to New Customers The Parties agree that neither of them will serve or attempt to serve any New Customer whose Point of Use is located within the Territorial Area of the other Party, except as provided in Section 2.5. If a New Customer or prospective New Customer requests or applies for service from either Party, but such Customer's Point of Use is located in the Territorial Area of the other Party, the Party receiving such a request or application shall refer such New Customer or prospective New Customer to the other Party with citation to this Agreement as approved by the PSc. Section 2.4 Boundary Modifications The Parties recognize that, in specific instances, good engineering practices or economic constraints on one of the Parties may from time-to-time indicate that small service areas and/or New Customers should not be served by the Party in whose territory such areas or Customers are then located under Section 2.1. In such instances, the Parties agree to jointly and expeditiously seek approval of the PSC for modification of this Agreement in order to permit the appropriate Party to provide service to such small service areas and/or New Customers. Section 2.5 Temporary Service To help facilitate the provision of natural gas service to Customers and to minimize costs and delays in providing such service, a Party which has a gas main installed on its side ofthe Territorial Boundary Line may temporarily serve Customers located on the other side of such Territorial Boundary Line in territory herein reserved to the other Party only (a) if requested by such other Party or (b) if such other Party is unable to provide such service within a reasonable time; provided, however, that when such temporary service is contemplated by a Party, it shall give written notice, setting forth the details of such contemplated service, to the Party in whose territory the Customer is located under Section 2.1 of this Agreement, and to the PSC, before 6 1 installing any additional facilities needed for the provision of such temporary service. At such time as the Party in whose territory such Customers are located under Section 2.1 has a gas main available for providing, or is otherwise able to provide, natural gas service to such Customers, the Party providing temporary service pursuant to this section shall surrender any such Customers upon the request of the Party in whose territory such Customers are located, and shall convey to such other Party, at a price to be mutually agreed between the Parties, such gas mains, service lines, and appurtenances thereto previously used by the Party in providing temporary service, whether or not such facilities are necessary for the provision of service by the acquiring Party, and located in the territory of the Party which will provide service thereafter. If the Parties are unable to agree upon a price, the price shall be replacement cost less depreciation. Any Customer who receives temporary natural gas service under the provisions of this section shall be notified in advance that when service becomes available from the Party in whose territory such Customer is located, the Customer will be required to receive service from such Party at such Party's then-current rates, and that such temporary service is provided only as a temporary convenience to the Customer. ARTICLE III OPERATION AND MAINTENANCE Section 3.1 Facilities to Remain Nothing in this Agreement is intended to affect the gate stations, regulators, or gas mains of either Party which are now or which may in the future be located in the service area of the other Party; provided, however, that each Party shall operate and maintain said lines and facilities in such manner as to minimize any interferences with the operations of the other Party. No such facilities shall be used by either Party to provide retail natural gas service to Customers located in the Territorial Area of the other Party except as may be necessary to implement the provisions of Section 2.4 or 2.5 hereof. 7 '; ARTICLE IV PREREQUISITE APPROVAL Section 4.1 PSC Approval The provisions and the Parties' performance of this Agreement are subject to the regulatory authority of the PSC, and appropriate approval by that body of the provisions of this Agreement shall be an absolute condition precedent to the validity, enforceability and applicability hereof. This Agreement shall have no effect whatsoever until that approval has been obtained, and the date of expiration of the appeal period following issuance of the Order granting PSC approval of this Agreement shall be deemed to be the effective date of this Agreement. Any proposed modification to this Agreement shall be submitted to the PSC for approval. In addition, the Parties agree to jointly petition the PSC to resolve any dispute concerning the provisions of this Agreement or the Parties' performance of this Agreement. Section 4.2 Liability in the Event of Disapproval In the event approval pursuant to Section 4.1 is not obtained, neither Party will have any claim against the other arising under this Agreement. ARTICLE V DURATION Section 5.1 Review and Term of Agreement Prior to the second anniversary of the effective date of this Agreement and no more than every fifth anniversary thereafter, the Parties shall meet to review the status of this Agreement and shall submit ajoint status report to the Commission. After this Agreement becomes effective pursuant to Section 4.1 hereof, it shall continue in effect until modification shall be mutually agreed upon and approved by the PSC, or until termination shall be mandated by a governmental entity or court having jurisdiction to mandate such termination or modification. 8 ARTICLE VI MISCELLANEOUS Section 6.1 Negotiations Whatever tenns or conditions may have been discussed during the negotiations leading up to the execution of this Agreement, the only ones agreed upon are those set forth herein, and no alteration, modification, enlargement or supplement to this Agreement shall be binding upon either of the Parties hereto unless the same shall be in writing, signed by both Parties, and approved by the PSC. Section 6.2 Successors and Assigns Nothing in this Agreement, expressed or implied, is intended or shall be construed to confer upon or give to any person or entity, other than the Parties hereto, any right, remedy or claim under or by reason ofthis Agreement or any provision or condition hereof; and all of the provisions, representations, covenants and conditions herein contained shall inure to the sole benefit of, and shall be binding only upon, the Parties hereto and their respective representatives, successors and assigns. Section 6.3 Notices Notices given hereunder shall be deemed to have been given to Clearwater if mailed by certified mail to: Managing Director, Clearwater Gas System, 400 N. Myrtle Avenue, Clearwater, Florida 33755, and to PGS ifmailed by certified mail to: Manager of Regulatory Coordination, Peoples Gas System, P.O. Box 2562, Tampa, Florida 33601-2562. Such address to which such notice shall be mailed may be, at any time, changed by designating such new address and giving notice thereof in writing in the manner herein provided. IN WITNESS WHEREOF, the Parties hereto have caused this Agreement to be executed in duplicate in their respective corporate names and their corporate seals affixed by their duly 9 .' . authorized officers on the day and year first written above. PEOPLES GAS SYSTEM a diViSiO;Tamp~anY By: I~~ Bruce Christmas Vice President-Operations Countersigned: Approved as to form and legal sufficiency: -~~ Pamela K. Akin City Attorney ~'-- CITY OF CLEARWATER FLORIDA BY:~ Michael J. Roberto City Manager Attest: ()l:.. [~ ut .'. A/"-.... ..~ . . Cyn,~a E. Goudeau City Clerk I hereby certl.fv that 1:lili is 0. true and: correct eopy at the original as it a,ppears in the files of the City of Clearwater, '.'.'itness my hand and offici of the 'tv of leanvatc'l'D. This a y of OO.:.J- 10 Exhibit "A" CLEARWATER GAS SYSTEM / PEOPLES TERRITORIAL BOUNDRIES ~ r TE~=;ITORI.A.L 8GU~-.1DAP) IS TH:: OF nE TO Arj EHD POih'T @ THE SOUTHERNMOST OOUNDARY OF THE TOWN OF REDlt~GTOl'l BEACH FROM THE CEtHER OF THE It-1TRACOASTA,L WATERWAY TO THE POINT Or INTERSECT WITH THE SHORELINE OF THE GULF OF MEXICO ~ = A) = B (~" = C) SEE TERRITORlt...l_ AGREEMENT EXPLANATION BOUNDARY IN THESE AREAS January" 6, 1999 ":\DraftlI1g\ C~y, \Pln",II(]~\Exhlb1t A- Z.dwg , . r , .. "" ~ ! EXHIBIT 2 Customers moving from Peoples to Clearwater Name Service Address City State Zip long John Silver's 12881 Walsingham Rd. Largo FL 33774 Maria's Kitchen Two, Inc 12931 Walsingham Rd. Largo FL 34644 Denny's 12933 Walsingham Rd. Seminole FL 33774 Village Inn 13105 Walsingham Rd. Largo FL 33774 KFC National Management Co. 13677 Walsingham Rd. Largo FL 34644 Angelino's 13883 Walsingham Rd. Largo FL 33774 Miami Subs 8651 Ulmerton Rd. Clearwater FL 34622 Taco Bell 8671 Ulmerton Rd. Largo FL 33771 Customers movina from Clearwater to Peoples Name Service Address City State Zip Castillian Lake Club Apartments 11444 137th St. N. Largo FL 337-74 Customers who mav remain with Peoples as FT A Participants Name Service Address City State Zip Hanson Cleaners 12963 Walsingham Rd. #206 Largo FL 34664 A1bertsons 13031 Walsingham Rd. St. Petersburg FL 34664 Customers remaining with Peoples until availabilitv of Clearwater service Name Service Address City State Zip Word of Faith Church 1550 Belcher Rd. S. Largo. FL 33771 Vacant 2300 Belcher Rd. S. Largo FL 33771