Filed by Bowne Pure Compliance





Exhibit
10.5





	 	 	 
	 

	 	SERVICE
AGREEMENT NO. 49788

CONTROL NO. 1995-04-30 — 0022







SST SERVICE AGREEMENT




THIS
AGREEMENT, made and entered into this 20th day of
November,
1995, by and between:




COLUMBIA GAS TRANSMISSION CORPORATION

(“SELLER”)

AND

PENN FUEL GAS, INC.

(“BUYER”)



WITNESSETH: That in consideration of the mutual covenants herein contained, the parties hereto
agree as follows:



Section 1.
Service to be Rendered. Seller shall perform and Buyer shall receive
service in accordance with the provisions of the effective SST Rate Schedule and applicable
General Terms and Conditions of Seller’s FERC Gas Tariff, Second Revised Volume No. 1
(Tariff), on file with the Federal Energy Regulatory Commission (Commission), as the same may
be amended or superseded in accordance with the rules and regulations of the Commission. The
maximum obligation of Seller to deliver gas hereunder to or for Buyer, the designation of the
points of delivery at which Seller shall deliver or cause gas to be delivered to or for
Buyer, and the points of receipt at which Buyer shall deliver or cause gas to be delivered,
are specified in Appendix A, as the same may be amended from time to time by agreement
between Buyer and Seller, or in accordance with the rules and regulations of the Commission.
Service hereunder shall be provided subject to the provisions of Part 284.223 of Subpart G of
the Commission’s regulations. Buyer warrants that service hereunder is being provided on
behalf of BUYER.



Section 2.
Term. Service under this Agreement shall commence as of NOVEMBER 01,
1997, or upon completion of facilities and shall continue in full force and effect until
OCTOBER 31, 2012, and from YEAR-to-YEAR thereafter unless terminated by
either party upon 2 YEARS’ written notice to the other prior to the end of the initial term granted or any anniversary
date thereafter. Pre-granted abandonment shall apply upon termination of this Agreement,
subject to any right of first refusal Buyer may have under the Commission’s regulations and
Seller’s Tariff.



Section
3.
Rates. Buyer shall pay Seller the charges and furnish Retainage as described
in the above-referenced Rate Schedule, unless otherwise agreed to by the parties in writing
and specified as an amendment to this Service Agreement.



Section 4.
Notices. Notices to Seller under this Agreement shall be addressed to it
at Post Office Box 1273. Charleston, West Virginia 25325-1273. Attention: Manager — Agreements
Administration and notices to Buyer shall be addressed to it at:




PENN
FUEL GAS, INC.

ATTN: VP GAS SUPPLY

55 SOUTH 3RD STREET

OXFORD, PA 19363



until
changed by either party by written notice.





 


 









 





	 	 	 
	 

	 	SERVICE
AGREEMENT NO. 49788

CONTROL NO. 1995-04-30 — 0022







SST SERVICE AGREEMENT




Section 5.
Superseded Agreements. This Service Agreement supersedes and cancels, as of
the effective date hereof, the following Service Agreements: N/A.



	 	 	 	 	 
	PENN FUEL GAS INC	 	 
	 
	 	 	 	 
	By: 

Name:

	 	/s/ Terry H. Hunt
 

Terry H. Hunt
	 	 
	Title:

	 	President and CEO	 	 
	Date:

	 	November 14, 1995	 	 
	 
	 	 	 	 
	COLUMBIA GAS TRANSMISSION CORPORATION	 	 
	 
	 	 	 	 
	By: 

Name:

	 	/s/ Stephen M. Warnick
 

Stephen M. Warnick
	 	 
	Title:

	 	Vice President	 	 
	Date:

	 	November 20, 1995	 	 







 


 











 





	 	 	 
	 

	 	Revision No.
	 

	 	Control No. 1995-04-[ILLEGIBLE] —
 0022





Appendix A to Service Agreement No.
49788
Under Rate Schedule sst


Between
(Seller) columbia gas transmission corporation


        and (Buyer)
penn fuel gas, inc.






	 	 	 	 	 
	October through
March Transportation Demand
	 	471
	 	Dth/day
	 
	 	 	 	 
	April through September Transportation Demand

	 	235
	 	Dth/day





Primary Receipt Points



	 	 	 	 	 	 	 
	Scheduling	 	Scheduling	 	Maximum Daily	 
	Point No.	 	Point Name	 	Quantity
(Dth/Day)	 
	 
	 	 	 	 	 	 
	STOW
	 	STORAGE   WITHDRAWALS	 	 	471	 





 


 








 





	 	 	 
	 

	 	Revision No.
Control No.
1995-04-[ILLEGIBLE] — 0022
	 

	 	






Appendix A to Service Agreement No. 49788

Under Rate Schedule sst



Between
(Seller) columbia gas transmission corporation


        and (Buyer)
penn fuel gas, inc.




Primary Delivery Points




	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	Maximum
S1/	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	Delivery	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	Maximum Daily	 	 	Pressure	 
	Scheduling	 	Scheduling	 	 	Measuring	 	 	 	 	 	 	Measuring	 	 	Delivery Obligation	 	 	Obligation	 
	Point No.	 	Point Name	 	Point No.	 	 	Footnotes	 	 	Point Name	 	 	(Dth/Day)	 	 	(PSIG)	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	56
	 	PENN FUEL OP-04	 	600017	 	 	 	 	 	 	OXFORD NORTH	 	 	 	471	 	 	 	75	 






 


 









 




	 	 	 
	 

	 	Revision No.
	 

	 	Control No. 1995-04-[ILLEGIBLE] — 0022






Appendix A to Service Agreement No. 49788

Under Rate Schedule sst




Between
(Seller) columbia gas transmission corporation


        and (Buyer)
penn fuel gas, inc.



			
	S1	/ 	 IF A MAXIMUM PRESSURE IS NOT SPECIFICALLY STATED, THEN SELLER’S OBLIGATION SHALL BE
AS STATED IN SECTION 13 (DELIVERY PRESSURE) OF THE GENERAL TERMS AND CONDITIONS.







			
	GFNT	/ 	THIS SERVICE AGREEMENT AND
ITS EFFECTIVENESS ARE SUBJECT TO A PRECEDENT AGREEMENT BETWEEN BUYER AND SELLER DATED MAY
18, 1995.







UNLESS STATION SPECIFIC MDDOS ARE SPECIFIED IN A SEPARATE FIRM SERVICE AGREEMENT BETWEEN
SELLER AND BUYER, SELLER’S AGGREGATE MAXIMUM DAILY DELIVERY OBLIGATION, UNDER THIS AND ANY OTHER
SERVICE AGREEMENT BETWEEN SELLER AND BUYER, AT THE STATIONS LISTED
ABOVE SHALL NOT EXCEED THE MDDO
QUANTITIES SET FORTH ABOVE FOR EACH STATION. ANY STATION SPECIFIC MDDOS IN A SEPARATE FIRM SERVICE
AGREEMENT BETWEEN SELLER AND BUYER SHALL BE ADDITIVE TO THE INDIVIDUAL STATION MDDOS SET FORTH
ABOVE.


 


 









 







	 	 	 
	 

	 	Revision No.
	 

	 	Control No. 1995-04-[ILLEGIBLE] — 0022






Appendix A to Service Agreement No. 49788

Under Rate
Schedule sst


Between
(Seller) columbia gas transmission corporation


        and (Buyer)
penn fuel gas, inc.




The Master List of Interconnects (MLI) as defined in Section 1 of the General Terms and
Conditions of Seller’s Tariff is incorporated herein by reference for the purposes
of listing valid secondary receipt and delivery points.



Service changes pursuant to this Appendix A shall become effective as of NOVEMBER 01,
1997, or upon completion of facilities. This Appendix A shall
cancel and supersede the previous Appendix A effective as
of N/A, to the Service
Agreement referenced above. With the exception of this
Appendix A, all other terms and conditions of said Service Agreement shall remain in full
force and effect.



	 	 	 	 	 
	PENN
FUEL GAS, INC.	 	 
	 
	 	 	 	 
	By: 

Name:

	 	/s/ Terry H. Hunt
 

Terry H. Hunt
	 	 
	Title:

	 	President and CEO	 	 
	Date:

	 	November 14, 1995	 	 
	 
	 	 	 	 
	COLUMBIA
GAS TRANSMISSION CORPORATION	 	 
	 
	 	 	 	 
	By: 

Name:

	 	/s/ Stephen M. Warnick
 

Stephen M. Warnick
	 	 
	Title:

	 	Vice President	 	 
	Date:

	 	November 20, 1995	 	 







 


 











 




	 	 	 
	 

	 	Revision No. 1

Control No. 1999-[ILLEGIBLE] — 0031
	 

	 	







Appendix A to Service Agreement No. 49788


Under Rate Schedule sst





Between
(Transporter) columbia gas transmission corporation


            and (Shipper) penn fuel gas, inc.




	 	 	 	 	 
	October through March Transportation Demand

	 	471
	 	Dth/day
	 
	 	 	 	 
	April through September Transportation Demand

	 	235
	 	Dth/day






Primary Receipt Points




	 	 	 	 	 	 	 
	Scheduling	 	Scheduling	 	Maximum Daily	 
	Point No.	 	Point Name	 	Quantity (Dth/Day)	 
	 	 	 
	 	 	 	 
	STOW	 	STORAGE WITHDRAWALS
	 	 	471	 







 


 









 






	 	 	 
	 

	 	Revision No. 1

Control No. 1999-[ILLEGIBLE] — 0031
	 

	 	







Appendix A to Service Agreement No. 49788

Under Rate Schedule sst




Between
(Transporter) columbia gas transmission corporation


            and (Shipper) penn fuel gas, inc.




Primary Delivery Points




	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	Maximum
S1/	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	Delivery	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	Maximum Daily	 	Pressure	 
	Scheduling	 	Scheduling	 	Measuring	 	 	 	 	 	 	Measuring	 	Delivery Obligation	 	Obligation	 
	Point No.	 	Point Name	 	Point No.	 	 	Footnote	 	 	Point Name	 	(Dth/Day)	 	(PSIG)	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	56-29
	 	PENN FUEL OP 04-29	 	 	600017	 	 	 	 	 	 	MT. VERNON	 	471	 	 	75	 






 


 









 





	 	 	 
	 

	 	Revision No. 1

Control No. 1999-[ILLEGIBLE] — 0031
	 

	 	








Appendix A to Service Agreement No. 49788

Under Rate Schedule sst


Between
(Transporter) columbia gas transmission corporation


            and   (Shipper) penn fuel gas, inc.





	 	 	 	 	 
	S1

	 	/
	 	IF A MAXIMUM PRESSURE IS NOT SPECIFICALLY STATED, THEN TRANSPORTER’S OBLIGATION SHALL BE
AS STATED IN SECTION 13 (DELIVERY PRESSURE) OF THE GENERAL TERMS AND CONDITIONS.

	 
	 	 	 	 
	GFNT

	 	/
	 	THIS SERVICE AGREEMENT AND ITS EFFECTIVENESS ARE SUBJECT TO A PRECEDENT AGREEMENT
BETWEEN BUYER AND SELLER DATED MAY 18, 1995.

	 
	 	 	 	 
	 

	 	 	 	UNLESS STATION SPECIFIC MDDOS ARE SPECIFIED IN A SEPARATE FIRM SERVICE AGREEMENT BETWEEN
SELLER AND BUYER, SELLER’S AGGREGATE MAXIMUM DAILY DELIVERY OBLIGATION, UNDER THIS AND ANY
OTHER SERVICE AGREEMENT BETWEEN SELLER AND BUYER, AT THE STATIONS LISTED ABOVE SHALL NOT
EXCEED THE MDDO QUANTITIES SET FORTH ABOVE FOR EACH STATION. ANY STATION SPECIFIC MDDOS IN
A SEPARATE FIRM SERVICE AGREEMENT BETWEEN SELLER AND BUYER SHALL BE ADDITIVE TO THE
INDIVIDUAL STATION MDDOS SET FORTH ABOVE.






 


 








 





	 	 	 
	 

	 	Revision No. 1

Control No. 1999-[ILLEGIBLE] —  0031
	 

	 	








Appendix A to Service Agreement No. 49788

Under Rate Schedule sst


Between (Transporter) columbia
gas transmission
corporation
             

and (Shipper) penn fuel gas, inc.


The Master List of Interconnects (MLI) as defined in Section 1 of the General Terms and Conditions
of Transporter’s Tariff is incorporated herein by reference for the purposes of listing valid
secondary receipt and delivery points.



Service
changes pursuant to this Appendix A shall become effective as of NOVEMBER 01,
1999, or upon completion of facilities. This Appendix A shall cancel and supersede the previous
Appendix A effective as of OCTOBER 01, 1999, to the Service Agreement referenced above.
With the exception of this Appendix A, all other terms and conditions of said Service Agreement
shall remain in full force and effect.



	 	 	 	 	 
	PENN FUEL GAS, INC.	 	 
	 
	 	 	 	 
	By: 

Name:

	 	/s/ John F. Sipics
 

John F. Sipics
	 	 
	Title:

	 	President	 	 
	Date:

	 	10/26/99	 	 
	 
	 	 	 	 
	COLUMBIA
GAS TRANSMISSION CORPORATION	 	 
	 
	 	 	 	 
	By: 

Name:

	 	/s/ G. Todd Lilly
 

G. Todd Lilly
	 	 
	Title:

	 	Manager — Commercial Services	 	 
	Date:

	 	October 13, 1999	 	 





 


 









 






	 	 	 
	 

	 	Revision

No. 2

Control No. 2004-03-15 — 0011
	 

	 	






Appendix A to Service Agreement No. 49788

Under Rate Schedule SST


Between
(Transporter) Columbia Gas Transmission
Corporation
            

and
(Shipper) PPL Gas Utilities
Corporation







The Master list of Interconnects (MLl) as defined in Section 1 of the General Terms and
Conditions of Transporter’s Tariff is incorporated herein by reference for purposes of listing
valid secondary receipt and delivery points.



o
Yes þ No (Check applicable blank) Transporter and Shipper have mutually agreed to a
Regulatory Restructuring Reduction Option pursuant to Section 42 of the General Terms and
Conditions of Transporter’s FERC Gas Tariff.



o Yes þ No (Check applicable blank) Shipper has a contractual right of first refusal
equivalent to the right of first refusal set forth from time to time in Section 4 of the
General Terms and Conditions of Transporter’s FERC Gas Tariff.



Service
pursuant to this Appendix A, Revision No. 2 shall be effective November 1, 2012 through
March 31, 2013.



þ Yes o No (Check applicable blank) This Appendix A, Revision No. 2 shall cancel and supersede
the Previous Appendix A, Revision No. 1 effective as of November 1, 1999, to the Service
Agreement referenced above.



þ Yes o No (Check applicable blank) All Gas shall be delivered at existing points of
interconnection within the MDDO’s, and/or ADQ’s, and/or
DDQ’s,  as applicable, set forth in
Transporter’s currently effective Rate Schedule SST Appendix A, Revision No. 2 with Shipper,
which for such points set forth are incorporated herein by reference.



With the exception of this Appendix A, Revision No. 2 all other terms and conditions of said
Service Agreement shall remain in full force and effect.



	 	 	 	 	 
	PPL Gas Utilities Corporation	 	 
	 
	 	 	 	 
	By: 

Name:

	 	/s/ Robert M. Geneczko
 

Robert M. Geneczko
	 	[SEAL]
	Title:

	 	President PPL Gas Utilities	 	 
	Date:

	 	10/21/04	 	 
	 
	 	 	 	 
	Columbia Gas Transmission Corporation	 	 
	 
	 	 	 	 
	By: 

Name:

	 	/s/ T. N. Brasselle
 

T. N. Brasselle
	 	 
	Title:

	 	MGR Customer Services	 	 
	Date:

	 	NOV 05 2004