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
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