Ex. 10.2 3-31-14 UGI Utilities 10Q




EXHIBIT 10.2


Service Agreement No. 79133
Revision No. 4




SST SERVICE AGREEMENT




THIS AGREEMENT is made and entered into this 21st day of March, 2014, by and between COLUMBIA GAS TRANSMISSION, LLC (“Transporter”) and UGI UTILITIES, INC. (“Shipper”).
WITNESSETH:  That in consideration of the mutual covenants herein contained, the parties hereto agree as follows:
Section 1.    Service to be Rendered.  Transporter shall perform and Shipper shall receive service in accordance with the provisions of the effective SST Rate Schedule and applicable General Terms and Conditions of Transporter’s FERC Gas Tariff, Fourth 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No. 1 (“Tariff”), on file with the Federal Energy Regulatory Commission (“Commission”), as the same may be amended or superseded in accordance with the rules and regulations of the Commission.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 Transporter to deliver gas hereunder to or for Shipper, the designation of the points of delivery at which Transporter shall deliver or cause gas to be delivered to or for Shipper, and the points of receipt at which Shipper 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 Shipper and Transporter, or in accordance with the rules and regulations of the Commission.
Section 2.    Term.  Service under this Agreement shall commence as of April 1, 2014, and shall continue in full force and effect until March 31, 2017.  Pre-granted abandonment shall apply upon termination of this Agreement, subject to any right of first refusal Shipper may have under the Commission’s regulations and Transporter’s Tariff.
Section 3.    Rates.  Shipper shall pay Transporter the charges and furnish Retainage as described in the above-referenced Rate Schedule, unless otherwise agreed to by the parties in writing specified as an amendment to this Service Agreement.  Transporter may agree to discount its rate to Shipper below Transporter’s maximum rate, but not less than Transporter’s minimum rate.  Such discounted rate may apply to: (a) specified quantities (contract demand or commodity quantities); (b) specified quantities above or below a certain level or all quantities if quantities exceed a certain level; (c) quantities during specified time periods; (d) quantities at specified points, locations, or other defined geographical areas; (e) that a specified discounted rate will apply in a specified relationship to the quantities actually transported (i.e., that the reservation charge will be adjusted in a specified relationship to quantities actually transported); (f) production and/or reserves committed by the Shipper; and (g) based on a formula including, but not limited to, published index prices for specific receipt and/or delivery points or other agreed-upon pricing points, provided that the resulting rate shall be no lower than the minimum nor higher than the maximum applicable rate set forth in the Tariff.  In addition, the discount agreement may include a provision that if one rate component which was at or below the applicable maximum rate at the time the discount agreement was executed subsequently exceeds the applicable maximum rate due to a change in Transporter’s maximum rate so that such rate component must be adjusted downward to equal the new applicable maximum rate, then other rate components may be adjusted upward to achieve the agreed overall rate, so long as none of the resulting rate components exceed the maximum rate applicable to that rate component.  Such changes to rate components shall be applied prospectively, commencing with the date a Commission order accepts revised tariff sections.  However, nothing contained herein shall be construed to alter a refund obligation under applicable law for any period during which rates, which had been charged under a discount agreement, exceeded rates which ultimately are found to be just and reasonable.







Section 4.    Notices.  Notices to Transporter under this Agreement shall be addressed to it at 5151 San Felipe, Suite 2500, Houston, Texas 77056, Attention: Customer Services and notices to Shipper shall be addressed to it at UGI Utilities, Inc., 2525 N. 12th Street, Reading, PA 19605, Attention: Claire Neri, until changed by either party by written notice.
Section 5.    Superseded Agreements.  This Service Agreement supersedes and cancels, as of the effective date hereof, the following Service Agreement(s): SST No. 79133, Revision No. 3.






UGI UTILITIES, INC.                    COLUMBIA GAS TRANSMISSION, LLC
By                            By                        
Title                            Title                        
Date                            Date                        









Revision No. 4




Appendix A to Service Agreement No. 79133
Under Rate Schedule SST
between Columbia Gas Transmission, LLC (“Transporter”)
and UGI Utilities, Inc. (“Shipper”)




Transportation Demand


	
				
	Begin
Date
	End
Date
	Transportation
Demand (Dth/day)
	Recurrence
Interval

	April 1, 2014
	March 31, 2017
	93,867
	10/1 – 3/31

	April 1, 2014
	March 31, 2017
	46,933
	4/1 – 9/30






Primary Receipt Points


	
						
	



Begin
Date
	



End
Date
	



Scheduling
Point No.
	



Scheduling
Point Name
	Maximum
Daily
Quantity
(Dth/day)
	



Recurrence
Interval

	April 1, 2014
	March 31, 2017
	STOR
	RP Storage Point TCO
	93,867
	10/1 – 3/31

	April 1, 2014
	March 31, 2017
	STOR
	RP Storage Point TCO
	46,933
	4/1 – 9/30






Primary Delivery Points







	
										
	





Begin
Date
	





End
Date
	





Scheduling
Point No.


	





Scheduling
Point Name
	





Measuring
Point No.
	





Measuring
Point Name
	Maximum
Daily
Delivery
Obligation
(Dth/day) 1/
	

Design
Daily
Quantity
(Dth/day) 1/
	Minimum
Delivery
Pressure
Obligation
(psig) 1/
	





Recurrence
Interval

	April 1, 2014
	March 31, 2017
	72-23
	UGI CORP-23
	600012
	ROSEDALE
	6,170
	 
	100
	10/1 – 3/31

	April 1, 2014
	March 31, 2017
	72-23
	UGI CORP-23
	600013
	TATAMY
	7,800
	 
	400
	10/1 – 3/31

	April 1, 2014
	March 31, 2017
	72-23
	UGI CORP-23
	600018
	BOYERTOWN
	4,050
	 
	400
	10/1 – 3/31











Primary Delivery Points
	
										
	





Begin
Date
	





End
Date
	





Scheduling
Point No.
	





Scheduling
Point Name
	





Measuring
Point No.
	





Measuring
Point Name
	Maximum
Daily
Delivery
Obligation
(Dth/day) 1/
	

Design
Daily
Quantity
(Dth/day) 1/
	Minimum
Delivery
Pressure
Obligation
(psig) 1/
	





Recurrence
Interval

	April 1, 2014
	March 31, 2017
	72-23
	UGI CORP-23
	600020
	BIRDSBORO
	22,340
	 
	400
	10/1 – 3/31

	April 1, 2014
	March 31, 2017
	72-23
	UGI CORP-23
	600021
	 
	20,811
	 
	 
	10/1 – 3/31

	April 1, 2014
	March 31, 2017
	72-23
	UGI CORP-23
	600023
	Bally
	11,000
	 
	 
	10/1 – 3/31

	April 1, 2014
	March 31, 2017
	72-23
	UGI CORP-23
	600032
	 
	20,811
	 
	 
	10/1 – 3/31

	April 1, 2014
	March 31, 2017
	72-23
	UGI CORP-23
	637254
	UGI/CONECTIV
	85,000
	 
	430
	10/1 – 3/31

	April 1, 2014
	March 31, 2017
	72-23
	UGI CORP-23
	600012
	ROSEDALE
	4,381
	 
	100
	4/1 – 9/30

	April 1, 2014
	March 31, 2017
	72-23
	UGI CORP-23
	600013
	TATAMY
	5,538
	 
	400
	4/1 – 9/30

	April 1, 2014
	March 31, 2017
	72-23
	UGI CORP-23
	600018
	BOYERTOWN
	2,876
	 
	400
	4/1 – 9/30

	April 1, 2014
	March 31, 2017
	72-23
	UGI CORP-23
	600020
	BIRDSBORO
	15,861
	 
	400
	4/1/ - 9/30

	April 1, 2014
	March 31, 2017
	72-23
	UGI CORP-23
	600021
	 
	14,776
	 
	 
	4/1 – 9/30

	April 1, 2014
	March 31, 2017
	72-23
	UGI CORP-23
	600023
	Bally
	7,810
	 
	 
	4/1 – 9/30

	April 1, 2014
	March 31, 2017
	72-23
	UGI CORP-23
	600032
	 
	14,776
	 
	 
	4/1 – 9/30

	April 1, 2014
	March 31, 2017
	72-23
	UGI CORP-23
	637254
	UGI/CONECTIV
	60,350
	 
	430
	4/1 – 9/30

	April 1, 2014
	March 31, 2017
	72-25
	UGI CORP-25
	600019
	MILLWAY
	15,376
	 
	400
	10/1 – 3/31

	April 1, 2014
	March 31, 2017
	72-25
	UGI CORP-25
	600030
	HARRISBURG
	30,005
	 
	400
	10/1 – 3/31

	April 1, 2014
	March 31, 2017
	72-25
	UGI CORP-25
	600033
	MT. JOY
	1,686
	 
	100
	10/1 – 3/31

	April 1, 2014
	March 31, 2017
	72-25
	UGI CORP-25
	600036
	LITITZ
	2,976
	 
	300
	10/1 – 3/31

	April 1, 2014
	March 31, 2017
	72-25
	UGI CORP-25
	600037
	MANHEIM
	1,488
	 
	150
	10/1 – 3/31

	April 1, 2014
	March 31, 2017
	72-25
	UGI CORP-25
	600038
	NEW HOLLAND
	22,356
	 
	200
	10/1 – 3/31

	April 1, 2014
	March 31, 2017
	72-25
	UGI CORP-25
	603470
	MARIETTA
	13,800
	 
	400
	10/1 – 3/31

	April 1, 2014
	March 31, 2017
	72-25
	UGI CORP-25
	604626
	LOCUST POINT
	27,700
	 
	500
	10/1 – 3/31









	
										
	April 1, 2014
	March 31, 2017
	72-25
	UGI CORP-25
	630112
	UGI Morgantown
	2,500
	 
	60
	10/1 – 3/31

	April 1, 2014
	March 31, 2017
	72-25
	UGI CORP-25
	600019
	MILLWAY
	10,917
	 
	400
	4/1 – 9/30

	April 1, 2014
	March 31, 2017
	72-25
	UGI CORP-25
	600030
	HARRISBURG
	21,304
	 
	400
	4/1 – 9/30

	April 1, 2014
	March 31, 2017
	72-25
	UGI CORP-25
	600033
	MT. JOY
	1,197
	 
	100
	4/1 – 9/30









Primary Delivery Points
	
										
	





Begin
Date
	





End
Date
	





Scheduling
Point No.
	





Scheduling
Point Name
	





Measuring
Point No.
	





Measuring
Point Name
	Maximum
Daily
Delivery
Obligation
(Dth/day) 1/
	

Design
Daily
Quantity
(Dth/day) 1/
	Minimum
Delivery
Pressure
Obligation
(psig) 1/
	





Recurrence
Interval

	April 1, 2014
	March 31, 2017
	72-25
	UGI CORP-25
	600036
	LITITZ
	2,113
	 
	300
	4/1 – 9/30

	April 1, 2014
	March 31, 2017
	72-25
	UGI CORP-25
	600037
	MANHEIM
	1,056
	 
	150
	4/1 – 9/30

	April 1, 2014
	March 31, 2017
	72-25
	UGI CORP-25
	600038
	NEW HOLLAND
	15,873
	 
	200
	4/1 – 9/30

	April 1, 2014
	March 31, 2017
	72-25
	UGI CORP-25
	603470
	MARIETTA
	9,798
	 
	400
	4/1 – 9/30

	April 1, 2014
	March 31, 2017
	72-25
	UGI CORP-25
	604626
	LOCUST POINT
	19,667
	 
	500
	4/1 – 9/30

	April 1, 2014
	March 31, 2017
	72-25
	UGI CORP-25
	630112
	UGI Morgantown
	1,775
	 
	60
	4/1 – 9/30

	April 1, 2014
	March 31, 2017
	C22
	EAGLE-25
	632170
	EAGLE C.S. 
(74-0000
	0
	 
	 
	10/1 – 3/31

	April 1, 2014
	March 31, 2017
	C22
	EAGLE-25
	632170
	EAGLE C.S.
(74-0000
	0
	 
	 
	4/1 – 9/30

	April 1, 2014
	March 31, 2017
	C23
	PENNSBURG-23
	631929
	PENNSBURG
(74-0000
	0
	 
	 
	10/1 – 3/31

	April 1, 2014
	March 31, 2017
	C23
	PENNSBURG-23
	631929
	PENNSBURG
(74-0000
	0
	 
	 
	4/1 – 9/30






1/    Application of MDDOs, DDQs and ADQs, minimum pressure and/or hourly flowrate shall be as follows:


FN01     Transporter’s historic practice of providing Shipper flexibility in meeting the hourly variations in its requirements at city-gate delivery points under its service agreements, within the daily firm obligations set forth in Shipper’s contracts, will continue unless it becomes inconsistent with the terms of Transporter’s FERC Gas Tariff, as that Tariff may be changed from time to time, or unless Transporter issues an operational flow chart (“OFO”) limiting hourly deliveries in the manner described herein.  If such an OFO is issued, Shipper will be entitled to receive hourly deliveries of 110% of 1/24th of the quantity of gas scheduled on a Gas Day, or such higher quantity as may be specified in the OFO, at its primary delivery points during any five hours falling between 5 a.m. and 9 a.m. eastern clock time or between 5 p.m. and 9 p.m. eastern clock time, respectively, as determined by Shipper (the “Hourly Flow Rate”).  Notwithstanding the foregoing, Transporter may issue an OFO directed at Shipper’s delivery points and requiring a lower Hourly Flow Rate based upon the occurrence of an event specified in Section 17 of the General Terms and Conditions of Transporter’s FERC Gas Tariff that materially affects Transporter’s ability to serve Market Areas 23 and/or 25 and requiring the issuance of an OFO specifically limiting the Hourly Flow Rate to Shipper.  Transporter reserves the right, if operationally necessary, to require that Shipper take its Hourly Flow Rate at its citygate delivery points on a pro rata basis based on the MDDOs at those delivery points.









FN02    [POINTS: 600013, 600023, 600021, 600020, 600018, 600012, 637254, 632710, 631929, 600032] Measuring Point No. 600021, 600023, 600032, 631929, and 632170 (Group No. 1) are in the Texas Eastern Directs Aggregate Area and the Line 1278 North Aggregate Area.


Measuring Point Nos. 600012, 600013, 600018, 600020, and 637254 (Group No. 2) are in the Line 1278 North Aggregate Area.


Unless station specific MDDOs are specified in a separate firm service agreement between Transporter and Shipper, Transporter’s Aggregate Maximum Daily Delivery Obligation, under this and any other service agreement between Transporter and Shipper, at the stations listed above shall not exceed the MDDO quantities set forth above for each station.  In addition, Transporter shall not be obligated on any day to deliver more than the Aggregate Daily Quantities (ADQ) listed below in the Aggregate Areas listed below.  The stations in Group Nos. 1 or 2 are in the Aggregate Areas set forth in greater detail below.  Any station specific MDDOs in a separate firm service agreement between Transporter and Shipper shall be additive both to the individual station MDDOs set forth herein and to any applicable Aggregate Daily Quantity set forth below.


	
			
	Group
No.       
	

Aggregate Area Name
	Aggregate
Daily Quantity

	1
	Texas Eastern Directs Aggregate Area
(From November 1 – March 31)


	20,811 DTH/D

	1
	Texas Eastern Directs Aggregate Area
(From April 1 – October 31)


	22,524 DTD/D

	1 + 2
	ADQ for Aggregate Area Group Nos. 1 and 2
	100,000 DTD/D















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




    X     Yes       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.


         Yes      X     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.


         Yes      X     No (Check applicable blank) The MDDOs, ADQs, and/or DDQs set forth in Appendix A to Shipper’s _______ Service Agreement No. _______ are incorporated herein by reference.


         Yes     X     No (Check applicable blank) This Service Agreement covers interim capacity sold pursuant to the provisions of General Terms and Conditions Section 4.  Right of first refusal rights, if any, applicable to this interim capacity are limited as provided for in General Terms and Conditions Section 4.


         Yes     X     No (Check applicable blank) This Service Agreement covers offsystem capacity sold pursuant to Section 47 of the General Terms and Conditions.  Right of first refusal rights, if any, applicable to this offsystem capacity are limited as provided for in General Terms and Conditions Section 47.




UGI UTILITIES, INC.                            COLUMBIA GAS TRANSMISSION, LLC
By                                    By                            
Title                                    Title                            
Date                                    Date