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1989-1932796L ORDINANCE NO &--41--3- AN ORDINANCE AUTHORIZING THE MAYOR TO EXECUTE A CONTRACT WITH LONE STAR GAS COMPANY AND THE CITIES OF BRYAN, GREENVILLE AND GARLAND FOR THE TRANSFER OF GAS, PROVIDING EXPENDITURE OF FUNDS, AND DECLARING AN EFFECTIVE DATE THE CITY COUNCIL OF THE CITY OF DENTON, TEXAS HEREBY ORDAINS SECTION I That the Mayor is hereby authorized to execute a contract w-t-h Lone Star Gas Company and the cities of Bryan, Greenville and Garland, a copy of which is attached hereto and incorporated by reference herein SECTION II That the City Council hereby authorizes the expenn t-funda in the manner and amount as specified in the agreement SECTION III That this ordinance shall become effective imme atT e y upon its passage and approval PASSED AND APPROVED this the/1?10---day of k9sad " A , 1989 RAY ST ,P NS, YOR ATTEST .44 4111 jll~ TERS, CITY SECRETARY ROVED AS TO LEGAL FORM DEBRA ADAMI DRAYOVITCH, CITY ATTORNEY BY ZJ RECEIVED JUN 4 1990 TRANSFER OF GAS AGREEMENT THIS AGREEMENT, made and entered into by and between the CITY OF DENTON a municipal corporation, hereinafter referred to as "Buyer, and LONE STAR GAS COMPANY hereinafter referred to as "Seller " W I T N E S S E T H. WHEREAS, Buyer and Seller have entered into a Gas Sales Contract dated January 1, 1990 (herein "Gas Sales Contract ) and a Gas Transportation Agreement dated January 1 1990 (herein "Gas Transportation Agreement"), and WHEREAS, the City of Bryan, the City of Greenville, the City of Garland and Brazos Fuel Company, Inc , hereinafter collectively referred to as "Cities" own and operate the following electric generating stations Roland C Dansby Power Plant, the Ray Olinger Power Plant and the Greenville Steam Power Plant Such electric generating stations and the intersection of Seller s Line X(36 ) and Brazos Fuel Company Inc 's 12-inch pipeline near Huckabay in Erath County Texas (hereinafter referred to as the "Huckabay Point of Interconnection") are hereinafter collectively referred to as "Other Cities' Plants ' and WHEREAS Buyer and Seller desire to enter into a "Transfer of Gas Agreement" as hereinafter provided NOW, THEREFORE, in consideration of the mutual covenants and agreements herein contained, together with other good and valuable consideration the receipt and sufficiency of which is hereby acknowledged Seller and Buyer do hereby contract and agree with each other as follows 1 ARTICLE I SUBJECT MATTER It is agreed that from time to time Buyer may elect to take and receive a quantity of gas that is less than the "Maximum Daily Volume" or "Maximum Annual Volume" provided in the Gas Sales Contract, or the maximum daily volume provided in the Gas Transportation Agreement, between Buyer and Seller under the terms and conditions of such agreements and may elect instead to receive such quantity of gas (on an equivalent MMBtu basis) at any of the Other Cities' Plants which shall be hereinafter referred to as a "transfer of gas" subject to the following conditions a Buyer shall notify Seller by telephone through normal dispatching procedures a reasonable amount of time in advance of its desire to make such a transfer of gas and shall designate (i) the quantity of gas (in MMBtu) by sales or transportation category, (ii) which of the Other Cities' Plants that such gas will be transferred to as well as (iii) the period of time during which such transfer shall take place b Seller shall agree to such a transfer of gas except when Seller determines that to do so would interfere with Seller's curtailment program or with Seller's ability to provide adequate service to customers accorded an equal or higher priority than Buyer by Seller's curtailment program, provided, however, Buyer shall never receive curtailment credit under the Gas Sales Contract for curtailment of gas transferred hereunder 2 c This Agreement shall never be construed to give Buyer the right to deliver gas at rates in excess of any contractual limitations provided for any of the Other Cities Plants d All such quantities of gas transferred from Buyer as provided herein shall be credited toward the Demand Charge under Buyer's Gas Sales Contract with Seller as such credits are set forth in such Gas Sales Contract as if such gas had been delivered to Buyer at Buyer's plants Notwithstanding anything to the contrary Buyer shall never have the right to transfer (i) any quantities of gas which are sold by Seller under paragraph 4(b) of Article III of the Gas Sales Contract or (ii) any quantities of gas which are delivered under agreements other than the Gas Sales Contract or the Gas Transportation Agreement e The heating value to be used for measurement and billing purposes of the gas transferred hereunder shall be the heating value of such gas as delivered at the Other Cities' Plant(s) f The total annual volume of all gas transferred under this Agreement by Buyer during any Year of the term of the Gas Transportation Agreement shall not exceed twenty five percent (258) of the combined total volume of gas transported by Seller for Buyer to any and all delivery points during such Year Such twenty five percent (258) limit shall apply only to gas volumes transferred to such Other Cities' Plant(s) where such Other City(s) does not have both a gas sales contract and a gas transportation agreement with Seller which is then currently in effect However, without obligating Seller in any way to transfer gas for Buyer in excess of the limit set forth 3 in this paragraph, if Buyer should transfer quantities of gas in excess of such limit Buyer shall pay Seller for any such gas an additional amount of twenty (20(,) per MMBtu in addition to the sales price or transportation fee provided in the Gas Sales Contract and Gas Transportation Agreement whichever agreement/contract is applicable g Buyer shall be allowed to transfer gas to any of the Other Cities' Plants provided such City has both a gas sales contract and a gas transportation agreement with Seller which is then currently in effect However, if any of such Cities does not have both a gas sales contract and a gas transportation agreement in effect with Seller at such time and Seller should desire to allow Buyer to transfer gas to such City then Seller may elect to allow such transfer for any time period Seller chooses, all at Seller's sole option Therefore, on or before each April 1 and October 1 of any Contract Year during the term of the Gas Sales Contract Seller shall inform Buyer of each City which does not have both a gas sales contract and a gas transportation agreement in effect with Seller at such time and Seller shall also then inform Buyer of (i) which of such Other Cities' Plant(s) shall be allowed to receive gas transferred hereunder for the consecutive six (6) month period beginning on such April 1 or October 1 and (ii) the maximum hourly and daily volumes Seller may deliver hereunder at each such Plant(s) during such period However, if any City(s)'s gas sales contract and/or gas transportation agreement terminates during such six (6) month period, Seller shall not be obligated to deliver gas 4 transferred hereunder to such City(s) Provided however if Seller fails to submit to Buyer on or before April 1 or October 1 of any Contract Year the allowed Plant(s) and volumes as provided in the previous sentence, then such allowed Plant(s) and volumes for the immediately preceding consecutive six (6) month period shall apply h Buyer may terminate such a transfer of gas at any time by giving reasonable advance notice to Seller of its desire to do so and Seller may likewise terminate a transfer of gas by giving Buyer reasonable advance notice if Seller has determined that to continue a transfer would interfere with Seller's curtailment program or with Seller's ability to provide service to customers accorded an equal or higher priority than Buyer under Seller s curtailment program ARTICLE II TERM Subject to the other terms and provisions hereof this Agreement shall be effective on the 1st day of January, 1990 and shall thereafter continue and remain in full force and effect for a period and term extending until the termination of the Gas Sales Contract between Buyer and Seller ARTICLE III PAYMENT All quantities of gas transferred from Buyer to one of the Cities as provided for herein, shall be deemed to have been purchased by Buyer or transported for Buyer, whichever is applicable, and such quantities transferred shall not be credited in any way toward any agreement in effect for the City to which the transfer is made The sales price or transportation fee for such volume of transferred gas the rendering of statements and bills and the 5 payments for same and any other similar matters shall be according to the terms and conditions of Buyer's Gas Sales Contract or Gas Transportation Agreement whichever is applicable ARTICLE IV NOTICES The parties hereto recognize that in order to determine and allocate sales and/or transport volumes delivered each billing month under (i) the Gas Sales Contract and/or the Gas Transportation Agreement and (ii) the aforesaid Cities' contracts, it is necessary for Seller to deduct the transferred volume(s) of gas which was delivered under the Gas Sales Contract and/or the Gas Transportation Agreement at each Other Cities' Plants during each billing month from total deliveries to such plant(s) Therefore for confirmation purposes Buyer agrees to furnish to Seller at its office in Dallas Texas, a written report of all gas transferred hereunder during each billing month within four (4) working days following the end of each such billing month Only transferred volumes so reported each month shall be considered as gas volumes transferred hereunder The parties hereto agree that this Agreement may be executed in one or more copies, or counterparts, each of which, when executed by Seller and Buyer as well as any of the parties listed below as Other Cities shall constitute and be an original effective agreement between Buyer and Seller and such Other Cities 6 RECEIVED JPN IN WITNESS WHEREOF, this Agreement has been executed in duplicate originals by the parties hereto on the -t_ day of D 4j.M Lam , , 1989 Aiiz3i 2- `a ~ ATTEST i ATTEST ATTEST ATTEST ATTEST SELLER LONE STAR GAS COMPANY a Division of ENSERCH)WRPORATION n G M Lyons U Vice President BUYER CITY OF DENTON, TEXAS OTHER CITIES CITY OF BRYAN TEXAS CITY OF GARLAND TEXAS CITY OF GREENVILLE TEXAS BRAZOS FUEL COMPANY INC 7 4 199r TRANSFER OF GAS AGREEMENT THIS AGREEMENT made and entered into by and between the CITY OF DENTON a municipal corporation hereinafter referred to as 'Buyer " and LONE STAR GAS COMPANY, hereinafter referred to as "Seller WHEREAS, Buyer and Seller have entered into a Gas Sales Contract dated January 1, 1990 (herein "Gas Sales Contract') and a Gas Transportation Agreement dated January 1 1990 (herein "Gas Transportation Agreement and WHEREAS the City of Bryan, the City of Greenville the City of Garland and Brazos Fuel Company,Inc hereinafter collectively referred to as "Cities" own and operate the following electric generating stations Roland C Dansby Power Plant, the Ray Olinger Power Plant and the Greenville Steam Power Plant Such electric generating stations and the intersection of Seller's Line X(36") and Brazos Fuel Company, Inc 's 12 inch pipeline near Huckabay in Erath County Texas (hereinafter referred to as the "Huckabay Point of Interconnection") are hereinafter collectively referred to as "Other Cities' Plants " and WHEREAS, Buyer and Seller desire to enter into a "Transfer of Gas Agreement" as hereinafter provided, NOW, THEREFORE in consideration of the mutual covenants and agreements herein contained together with other good and valuable consideration the receipt and sufficiency of which is hereby acknowledged, Seller and Buyer do hereby contract and agree with each other as follows 1 ARTICLE I SUBJECT MATTER It is agreed that from time to time Buyer may elect to take and receive a quantity of gas that is less than the "Maximum Daily Volume" or "Maximum Annual Volume" provided in the Gas Sales Contract, or the maximum daily volume provided in the Gas Transportation Agreement between Buyer and Seller under the terms and conditions of such agreements and may elect instead to receive such quantity of gas (on an equivalent MMBtu basis) at any of the Other Cities Plants, which shall be hereinafter referred to as a "transfer of gas" subject to the following conditions a Buyer shall notify Seller by telephone through normal dispatching procedures a reasonable amount of time in advance of its desire to make such a transfer of gas and shall designate (i) the quantity of gas (in MMBtu) by sales or transportation category (ii) which of the Other Cities' Plants that such gas will be transferred to, as well as (iii) the period of time during which such transfer shall take place b Seller shall agree to such a transfer of gas except when Seller determines that to do so would interfere with Seller's curtailment program or with Seller's ability to provide adequate service to customers accorded an equal or higher priority than Buyer by Seller's curtailment program, provided, however, Buyer shall never receive curtailment credit under the Gas Sales Contract for curtailment of gas transferred hereunder 2 c This Agreement shall never be construed to give Buyer the right to deliver gas at rates in excess of any contractual limitations provided for any of the Other Cities' Plants d All such quantities of gas transferred from Buyer as provided herein shall be credited toward the Demand Charge under Buyer's Gas Sales Contract with Seller as such credits are set forth in such Gas Sales Contract as if such gas had been delivered to Buyer at Buyer's plants Notwithstanding anything to the contrary Buyer shall never have the right to transfer (i) any quantities of gas which are sold by Seller under paragraph 4(b) of Article III of the Gas Sales Contract or (ii) any quantities of gas which are delivered under agreements other than the Gas Sales Contract or the Gas Transportation Agreement e The heating value to be used for measurement and billing purposes of the gas transferred hereunder shall be the heating value of such gas as delivered at the Other Cities' Plant(s) f The total annual volume of all gas transferred under this Agreement by Buyer during any Year of the term of the Gas Transportation Agreement shall not exceed twenty five percent (258) of the combined total volume of gas transported by Seller for Buyer to any and all delivery points during such Year Such twenty five percent (258) limit shall apply only to gas volumes transferred to such Other Cities' Plant(s) where such Other City(s) does not have both a gas sales contract and a gas transportation agreement with Seller which is then currently in effect However without obligating Seller in any way to transfer gas for Buyer in excess of the limit set forth 3 in this paragraph, if Buyer should transfer quantities of gas in excess of such limit, Buyer shall pay Seller for any such gas an additional amount of twenty (20C) per MMBtu in addition to the sales price or transportation fee provided in the Gas Sales Contract and Gas Transportation Agreement, whichever agreement/contract is applicable g Buyer shall be allowed to transfer gas to any of the Other Cities Plants provided such City has both a gas sales contract and a gas transportation agreement with Seller which is then currently in effect However, if any of such Cities does not have both a gas sales contract and a gas transportation agreement in effect with Seller at such time and Seller should desire to allow Buyer to transfer gas to such City, then Seller may elect to allow such transfer for any time period Seller chooses, all at Seller's sole option Therefore, on or before each April 1 and October 1 of any Contract Year during the term of the Gas Sales Contract, Seller shall inform Buyer of each City which does not have both a gas sales contract and a gas transportation agreement in effect with Seller at such time and Seller shall also then inform Buyer of (i) which of such Other Cities' Plant(s) shall be allowed to receive gas transferred hereunder for the consecutive six (6) month period beginning on such April 1 or October 1 and (ii) the maximum hourly and daily volumes Seller may deliver hereunder at each such Plant(s) during such period However, if any City(s)'s gas sales contract and/or gas transportation agreement terminates during such six (6) month period, Seller shall not be obligated to deliver gas 4 transferred hereunder to such City(s) Provided however if Seller fails to submit to Buyer on or before April 1 or October 1 of any Contract Year the allowed Plant(s) and volumes as provided in the previous sentence, then such allowed Plant(s) and volumes for the immediately preceding consecutive six (6) month period shall apply h Buyer may terminate such a transfer of gas at any time by giving reasonable advance notice to Seller of its desire to do so and Seller may likewise terminate a transfer of gas by giving Buyer reasonable advance notice if Seller has determined that to continue a transfer would interfere with Seller's curtailment program or with Seller's ability to provide service to customers accorded an equal or higher priority than Buyer under Seller's curtailment program ARTICLE II TERM Subject to the other terms and provisions hereof this Agreement shall be effective on the 1st day of January, 1990 and shall thereafter continue and remain in full force and effect for a period and term extending until the termination of the Gas Sales Contract between Buyer and Seller ARTICLE III PAYMENT All quantities of gas transferred from Buyer to one of the Cities as provided for herein, shall be deemed to have been purchased by Buyer or transported for Buyer, whichever is applicable, and such quantities transferred shall not be credited in any way toward any agreement in effect for the City to which the transfer is made The sales price or transportation fee for such volume of transferred gas, the rendering of statements and bills, and the 5 payments for same and any other similar matters shall be according to the terms and conditions of Buyer's Gas Sales Contract or Gas Transportation Agreement whichever is applicable ARTICLE IV NOTICES The parties hereto recognize that in order to determine and allocate sales and/or transport volumes delivered each billing month under (i) the Gas Sales Contract and/or the Gas Transportation Agreement and (ii) the aforesaid Cities' contracts it is necessary for Seller to deduct the transferred volume(s) of gas which was delivered under the Gas Sales Contract and/or the Gas Transportation Agreement at each Other Cities' Plants during each billing month from total deliveries to such plant(s) Therefore, for confirmation purposes Buyer agrees to furnish to Seller at its office in Dallas, Texas, a written report of all gas transferred hereunder during each billing month within four (4) working days following the end of each such billing month Only transferred volumes so reported each month shall be considered as gas volumes transferred hereunder The parties hereto agree that this Agreement may be executed in one or more copies or counterparts, each of which when executed by Seller and Buyer as well as any of the parties listed below as Other Cities, shall constitute and be an original effective agreement between Buyer and Seller and such Other Cities 6 IN WITNESS WHEREOF, this Agreement has been executed in duplicate originals by the parties hereto on the day of ATTEST 1989 SELLER LONE STAR GAS COMPANY a Division of ENSERCH CORPORATION G M Lyons Vice President ATTEST U fl BUYER CITY OF DENTON, TEXAS ATTEST ATTEST ATTEST OTHER CITIES CITY OF BRYAN, TEXAS CITY OF GARLAND, TEXAS CITY OF GREENVILLE TEXAS ATTEST BRAZOS FUEL COMPANY, INC 7 RE rEI", V i En J IN WITNESS WHEREOF, this Agreement has been executed in duplicate originals by the parties hereto on the _L- day of DL gz.1" _ , 1989 AfIz5f ATTEST ATTEST ATTEST ATTEST SELLER LONE STAR GAS COMPANY a Division of ENSERCH DRPORATION ' G M Lyons Vice President BUYER CITY OF DENTON, TEXAS OTHER CITIES CITY OF BRYAN TEXAS CITY OF GARLAND, TEXAS CITY OF GREENVILLE TEXAS ATTEST BRAZOS FUEL COMPANY INC 7 4 ;oar- } t s I I i t E I