Perryville Gas Storage LLC Section 7.2 FERC Gas Tariff Form of

Perryville Gas Storage LLC
FERC Gas Tariff
Section 7.2
Form of Service Agreement
Interruptible Storage Service
FORM OF SERVICE AGREEMENT
INTERRUPTIBLE STORAGE SERVICES AGREEMENT
(For Use Under Rate Schedule ISS)
This Agreement is made as of the ___day of __________________, ____, by
and between PERRYVILLE GAS STORAGE LLC, a Delaware limited liability
company,
herein
called
“PERRYVILLE
STORAGE,”
and
__________________________ a _________________, herein called “Customer,”
pursuant to the following recitals and representations:
NOW, THEREFORE, PERRYVILLE STORAGE and Customer agree as follows:
ARTICLE I - SCOPE OF AGREEMENT
Following the commencement of service hereunder, in accordance with the
terms of PERRYVILLE STORAGE’s Rate Schedule ISS and of this Agreement,
PERRYVILLE STORAGE shall provide Interruptible service for Customer and
shall receive, inject, store, withdraw, and/or deliver, as the case may
be, quantities of Gas up to the Customer’s MDIQ, MDWQ, and MSQ, as
applicable, as set forth on Exhibit A hereto.
ARTICLE II – POINTS OF RECEIPT AND DELIVERY
The point(s) at which the Gas is to be tendered by Customer to PERRYVILLE
STORAGE under this Agreement (Customer’s Point(s) of Receipt) and the
point(s) at which the Gas is to be tendered by PERRYVILLE STORAGE to
Customer under this Agreement (Customer’s Point(s) of Delivery) shall be
the point(s) designated on Exhibit “A” hereto.
ARTICLE III - PRICE
1.
Customer agrees to pay PERRYVILLE STORAGE the charges for the Gas
services requested by Customer as set forth on Exhibit A hereto.
2.
Where applicable, Customer agrees to pay in kind or dollars the Fuel
Reimbursement amount as set forth on Exhibit A hereto.
3.
Customer further agrees to pay PERRYVILLE STORAGE all other
applicable fees and charges as set forth in the General Terms and
Conditions of this FERC Gas Tariff and in Rate Schedule ISS, as
applicable.
ARTICLE IV - INCORPORATION OF RATE SCHEDULES AND TARIFF PROVISIONS
The terms and conditions specified in PERRYVILLE STORAGE’s Rate Schedule
ISS and the provisions of PERRYVILLE STORAGE’s FERC Gas Tariff as filed
with the FERC, together with the General Terms and Conditions applicable
thereto (including any changes in said Rate Schedules, Tariff or General
Terms and Conditions as may from time to time be filed and made effective
by PERRYVILLE STORAGE) are hereby incorporated into this Agreement and
made applicable to each term, condition, and obligation hereof.
ARTICLE V - TERM OF AGREEMENT
This Agreement shall become effective on ____________, ______, and shall
remain in force and effect on a Month to Month basis unless terminated by
either party upon at least thirty (30) Days’ prior written notice to the
other party.
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Perryville Gas Storage LLC
FERC Gas Tariff
Section 7.2
Form of Service Agreement
Interruptible Storage Service
ARTICLE VI - NOTICES
Except as otherwise provided in the General Terms and Conditions
applicable to this Agreement, any notice under this Agreement shall be in
writing and mailed to the post office address of the party intended to
receive the same, as follows:
PERRYVILLE STORAGE NOTICES:______________________________
______________________________
______________________________
Attention: ___________________
CUSTOMER NOTICES:_______________________________
_______________________________
_______________________________
_______________________________
Attention: ____________________
BILLINGS:_______________________________
_______________________________
_______________________________
_______________________________
Attention: ____________________
or to such other address as either party shall designate by formal written
notice to the other.
ARTICLE VII - TRANSFER AND ASSIGNMENT OF ALL AGREEMENTS
Any company that succeeds by purchase, merger, or consolidation to the
properties, substantially as an entirety, of PERRYVILLE STORAGE or of
Customer, as the case may be, shall be entitled to the rights and shall be
subject to the obligations of its predecessor in title under this
Agreement. Otherwise no assignment of the Agreement or any of the rights
or obligations hereunder shall be made by Customer, except pursuant to the
General Terms and Conditions of PERRYVILLE STORAGE’s FERC Gas Tariff.
It is agreed, however, that the restrictions on assignment contained in
this Article shall not in any way prevent either party to the Agreement
from pledging or mortgaging its rights hereunder as security for its
indebtedness.
ARTICLE VIII - LAW OF AGREEMENT
THE INTERPRETATION AND PERFORMANCE OF THIS AGREEMENT SHALL BE IN
ACCORDANCE WITH AND CONTROLLED BY THE LAWS OF THE STATE OF TEXAS, WITHOUT
REGARD TO DOCTRINES GOVERNING CHOICE OF LAW.
ARTICLE IX - LIMITATION OF REMEDIES, LIABILITY AND DAMAGES
Unless expressly herein provided, neither Party shall be liable to the
other for indirect, special, consequential, incidental, punitive or
exemplary damages.
ARTICLE X - PRIOR AGREEMENTS CANCELLED
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Perryville Gas Storage LLC
FERC Gas Tariff
Section 7.2
Form of Service Agreement
Interruptible Storage Service
PERRYVILLE STORAGE and Customer agree that this Agreement, as of the date
hereof, shall supersede and cancel the following Agreement(s) between the
parties hereto:
_______________________
ARTICLE XI - WAREHOUSEMEN’S LIEN
11.1 CUSTOMER HEREBY ACKNOWLEDGES THAT PERRYVILLE STORAGE SHALL BE
ENTITLED TO, AND PERRYVILLE STORAGE HEREBY CLAIMS, A LIEN ON ALL GAS
RECEIVED BY PERRYVILLE STORAGE FROM CUSTOMER, AND ALL PROCEEDS THEREOF,
UPON SUCH RECEIPT BY PERRYVILLE STORAGE, AS PROVIDED IN SECTION 7-209 OF
THE TEXAS UNIFORM COMMERCIAL CODE WITH THE RIGHTS OF ENFORCEMENT AS
PROVIDED THEREIN AND HEREIN. IN NO WAY LIMITING THE FOREGOING, CUSTOMER
HEREBY ACKNOWLEDGES THAT PERRYVILLE STORAGE SHALL BE ENTITLED TO, AND
PERRYVILLE STORAGE HEREBY CLAIMS, A LIEN FOR ALL CHARGES FOR STORAGE OR
TRANSPORTATION (INCLUDING DEMURRAGE AND TERMINAL CHARGES), INSURANCE,
LABOR, OR CHARGES PRESENT OR FUTURE IN RELATION TO THE RECEIVED GAS, AND
FOR EXPENSES NECESSARY FOR PRESERVATION OF THE RECEIVED GAS OR REASONABLY
INCURRED IN THE SALE THEREOF, PURSUANT TO LAW, AND THAT SUCH LIEN SHALL
EXTEND TO LIKE CHARGES AND EXPENSES IN RELATION TO ALL SUCH RECEIVED GAS.
11.2 IF DEEMED NECESSARY BY A COURT OF LAW, PURSUANT TO SECTION 7-202(2)
OF THE TEXAS UNIFORM COMMERCIAL CODE, CUSTOMER HEREBY AGREES THAT:
(i) THIS AGREEMENT, WITH ALL SCHEDULES AND EXHIBITS HERETO, AND ALL OF
THE MONTHLY STATEMENTS RENDERED BY PERRYVILLE STORAGE TO CUSTOMER
PURSUANT TO THE GENERAL TERMS AND CONDITIONS CONTAINED IN PERRYVILLE
STORAGE’s TARIFF, SHALL BE DEEMED A “WAREHOUSE RECEIPT” FOR ALL
PURPOSES WITH RESPECT TO ARTICLE 7 OF THE TEXAS UNIFORM COMMERCIAL
CODE, REGARDLESS OF WHEN THE GAS STORED PURSUANT TO THE CONTRACT IS
RECEIVED;
(ii) THE LOCATION OF THE WAREHOUSE, TO WHOM THE GAS WILL BE DELIVERED,
RATE OF STORAGE AND HANDLING CHARGES, AND DESCRIPTION OF THE GOODS ARE
AS SET FORTH, RESPECTIVELY, IN THE PREAMBLE OF THIS AGREEMENT, EXHIBIT
A OF THIS AGREEMENT, AND THE MONTHLY INVOICE (AS DESCRIBED IN SECTION
6.14.1 OF THE GENERAL TERMS AND CONDITIONS);
(iii) THE ISSUE DATE OF THE WAREHOUSE RECEIPT WITH RESPECT TO EACH
RECEIPT OF GAS SHALL BE DEEMED TO BE THE DATE SUCH GAS WAS RECEIVED;
(iv) THE CONSECUTIVE NUMBER OF THE RECEIPT SHALL BE DEEMED BASED ON THE
DATES OF RECEIPT WHEN LISTED IN CHRONOLOGICAL ORDER, BEGINNING WITH THE
FIRST RECEIPT OF GAS UNDER THE TERMS OF THE CONTRACT; AND
(v) THE SIGNATURE OF PERRYVILLE STORAGE ON THE CONTRACT SHALL BE DEEMED
TO BE THE SIGNATURE OF THE WAREHOUSEMAN.
IN WITNESS WHEREOF, the parties to this Agreement have caused this
Agreement to be duly executed in several counterparts by their proper
officers thereunto duly authorized as of the date first hereinabove
written.
131
Perryville Gas Storage LLC
FERC Gas Tariff
Section 7.2
Form of Service Agreement
Interruptible Storage Service
PERRYVILLE GAS STORAGE LLC
By ___________________________________
Title ________________________________
Customer _____________________________
By ___________________________________
Title ________________________________
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Perryville Gas Storage LLC
FERC Gas Tariff
Section 7.2
Form of Service Agreement
Interruptible Storage Service
EXHIBIT A
to the Agreement between PERRYVILLE STORAGE and _________________
(Customer)
Point(s) of Receipt and Point(s) of Delivery:
(Pipeline ___________):
Maximum Daily Injection Quantity (MDIQ)
Maximum Daily Withdrawal Quantity (MDWQ)
__________
__________
(Pipeline ___________):
Maximum Daily Injection Quantity (MDIQ)
Maximum Daily Injection Quantity (MDWQ)
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__________
__________
Perryville Gas Storage LLC
FERC Gas Tariff
Section 7.2
Form of Service Agreement
Interruptible Storage Service
EXHIBIT A (Continued)
1. Maximum Contract Quantities (Dth):
__________ Maximum Storage Quantity (MSQ)
__________ Maximum Daily Injection Quantity (MDIQ)
__________ Maximum Daily Withdrawal Quantity (MDWQ)
2. Rates and Charges:
Customer agrees to pay PERRYVILLE STORAGE the following charges for the
Interruptible service furnished by PERRYVILLE STORAGE to Customer
hereunder:
__________ Interruptible Capacity Charge ($/Dth)
__________ Interruptible Injection Charge ($/Dth)
__________ Interruptible Withdrawal Charge ($/Dth)
__________ Fuel reimbursement ($/Dth) or (in kind)
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