Exhibit 10.22


 


TRANSPORTATION SERVICE AGREEMENT

Contract Identification FT4760


 


This
Transportation Service Agreement (Agreement) is entered into by Great Lakes Gas
Transmission Limited Partnership (Transporter) and TRANSCANADA PIPELINES
LIMITED (Shipper).


 


WHEREAS,
Shipper has requested Transporter to transport Gas on its behalf and
Transporter represents that it is willing to transport Gas under the terms and
conditions of this Agreement.


 


NOW,
THEREFORE, Transporter and Shipper agree that the terms below constitute the
transportation service to be provided and the rights and obligations of Shipper
and Transporter.


 


1.             EFFECTIVE
DATE: November 26, 2008


 


2.             CONTRACT IDENTIFICATION:
FT4760


 


3.             RATE SCHEDULE: FT


 


4.             SHIPPER TYPE: Other


 


5.             STATE/PROVINCE OF INCORPORATION: Canada


 


6.             TERM: November 01,
2005 to October 31, 2010


 


7.             EFFECT ON PREVIOUS CONTRACTS:


 


This
Agreement supersedes, cancels and terminates, as of the effective date stated
above, the following contract(s): Service Agreement dated December 7, 2007
with Contract Identification FT4760.


 


Shipper’s
obligations to Transporter arising for periods prior to the effective date
stated above, remain in effect and are not being terminated by any provision of
this Agreement.


 


8.             MAXIMUM
DAILY QUANTITY (Dth/Day):
25,000


 


Please
see Appendix A for further detail.


 


9.             RATES:


 


Unless
Shipper and Transporter have agreed to a rate other than the maximum rate,
rates shall be Transporter’s maximum rates and charges plus all applicable
surcharges in effect from time to time under the applicable Rate Schedule (as
stated above) on file with the Commission unless otherwise agreed to by the
parties in writing. Provisions governing a rate other than maximum shall be set
forth in this Paragraph 9 and/or on Appendix B hereto.


 


10.           POINTS OF RECEIPT AND DELIVERY:


 


The
primary receipt and delivery points are set forth on Appendix A.


 


11.           RELEASED
CAPACITY:


 


N/A


 


12.           INCORPORATION
OF TARIFF INTO AGREEMENT:


 


This
Agreement shall incorporate and in all respects be subject to the “General
Terms and Conditions” and the applicable Rate Schedule (as stated above) set
forth in Transporter’s FERC Gas Tariff, Second Revised Volume No. 1, as
may be revised from time to time. Transporter may file and seek Commission
approval under Section 4 of the Natural Gas Act (NGA) at any time and from
time to time to change any rates, charges or provisions set forth in the
applicable Rate Schedule (as stated above) and the “General Terms and
Conditions” in Transporter’s FERC Gas Tariff, Second Revised Volume No. 1,
and Transporter shall have the right to place such changes in effect in
accordance with the NGA, and this Agreement shall be deemed to include such
changes and any such changes which become effective by operation of law and
Commission Order, without prejudice to Shipper’s right to protest the same.


 

















 


13.           MISCELLANEOUS:


 


No
waiver by either party to this Agreement of any one or more defaults by the
other in the performance of this Agreement shall operate or be construed as a
waiver of any continuing or future default(s), whether of a like or a different
character.


 


Any
controversy between the parties arising under this Agreement and not resolved
by the parties shall be determined in accordance with the laws of the State of
Michigan.


 


14.           OTHER
PROVISIONS:


 


It
is agreed that no personal liability whatsoever shall attach to, be imposed on
or otherwise be incurred by any Partner, agent, management official or employee
of the Transporter or any director, officer or employee of any of the
foregoing, for any obligation of the Transporter arising under this Agreement
or for any claim based on such obligation and that the sole recourse of Shipper
under this Agreement is limited to assets of the Transporter.


 


Upon
termination of this Agreement, Shipper’s and Transporter’s obligations to each
other arising under this Agreement, prior to the date of termination, remain in
effect and are not being terminated by any provision of this Agreement.


 


15.           NOTICES AND COMMUNICATIONS:


 


All
notices and communications with respect to this Agreement shall be in writing
and sent to the addresses stated below or at any other such address(es) as may
be designated in writing:


 


ADMINISTRATIVE MATTERS


 


	
  Great
  Lakes Gas Transmission Limited

  	
  TRANSCANADA
  PIPELINES LIMITED

  
	
  Partnership

  	
  450
  - 1st Street S.W.

  
	
  5250
  Corporate Drive

  	
  Calgary,
  AB T2P 5H1

  
	
  Troy,
  MI 48098

  	
  Canada

  
	
  Attn:
  Transportation Services

  	
  Attn:
  Steve Pohlod

  



 


PAYMENT BY ELECTRONIC TRANSFER


 


	
  Great
  Lakes Gas Transmission Limited

  	
  TRANSCANADA
  PIPELINES LIMITED

  
	
  Partnership

  	
  Attn:
  Angie Czenczek

  
	
  Citibank,
  NA, New York, NY

  	
   

  
	
  ABA
  No:   021000089

  	
   

  
	
  Account
  No: 3076-5207

  	
   

  



 


 


AGREED TO BY:


 


	
  GREAT
  LAKES GAS TRANSMISSION

  	
   

  
	
  LIMITED
  PARTNERSHIP

  	
   

  
	
  By:
  Great Lakes Gas Transmission Company

  	
  TRANSCANADA
  PIPELINES LIMITED

  



 


 


Operator and Agent for Great Lakes Gas


Transmission Limited Partnership


 


 


	
  By:

  	
  /s/ Joseph E. Pollard

  	
   

  	
  By: 

  	
  /s/
  Steve Pohlod

  
	
  Joseph
  E. Pollard

  	
  Steve
  Pohlod

  
	
  Title: Director,
  Transportation Services

  	
  Title: Vice President,
  Commercial East

  
	
   

  	
  Canadian Pipelines

  



 


 


	
   

  	
  By: 

  	
  /s/ Max Feldman

  
	
   

  	
   

  	
  Max
  Feldman

  
	
   

  	
  Title: Senior Vice
  President, Canadian and

  Eastern U.S. Pipelines

  



 

















 


APPENDIX A


Contract Identification FT4760


 


Date: November 26. 2008


Supersedes Appendix Dated: December 07,
2007


 


Shipper:
TRANSCANADA PIPELINES LIMITED


 


Maximum
Daily Quantity (Dth/Day) per Location:


 


	
  Begin
  Date

  	
   

  	
  End Date

  	
   

  	
  Point(s) of Primarv Receipt

  	
   

  	
  Point(s) of Primarv Delivery

  	
   

  	
  MDQ

  	
   

  	
  (MAOP)

  
	
  11/01/2005

  	
   

  	
  10/31/2010

  	
   

  	
  EMERSON

  	
   

  	
   

  	
   

  	
  25,000

  	
   

  	
  974

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  11/01/2005

  	
   

  	
  10/31/2010

  	
   

  	
   

  	
   

  	
  SAULT
  STE. MARIE TCPL

  	
   

  	
  25,000

  	
   

  	
  1142