Columbia Gulf Transmission Company

Second Revised Volume No. 1

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Effective Date: 06/01/1997, Docket: RP97-166-005, Status: Effective

Original Sheet No. 413 Original Sheet No. 413 : Effective

 

TRADING PARTNER AGREEMENT

FOR

ELECTRONIC DATA INTERCHANGE (Cont'd)

 

 

3.3.3. The conduct of the parties pursuant to this Agreement, including the use of Signed Documents properly

transmitted pursuant to this Agreement, shall, for all legal purposes, evidence a course of dealing and a

course of performance accepted by the parties in furtherance of this Agreement, any Transaction and any other

written agreement described in Section 3.1.

 

3.3.4. The parties agree not to contest the validity or enforceability of Signed Documents under the

provisions of any applicable law relating to whether certain agreements are to be in writing or signed by the

party to be bound thereby. Signed Documents, if introduced as evidence on paper in any judicial, arbitration,

mediation or administrative proceedings, will be admissible as between the parties to the same extent and under

the same conditions as other business records originated and maintained in documentary form. Neither party

shall contest the admissibility of copies of Signed Documents under either the business records exception to

the hearsay rule or the best evidence rule on the basis that the Signed Documents were not originated or

maintained in documentary form.

 

Section 4. Miscellaneous.

 

4.1. Termination. This Agreement shall be effective as of the date first set forth above and shall remain

in effect until terminated by any party with not less than 30 days prior written notice specifying the

effective date of termination; provided, however, that written notice for purposes of this paragraph shall

not include notice provided pursuant to an EDI transaction; further provided, however, that any termination

shall not affect the respective obligations or rights of the parties arising under any Documents or otherwise

under this Agreement prior to the effective date of termination.

 

4.2. Severability. Any provision of this Agreement which is determined to be invalid or unenforceable will

be ineffective to the extent of such determination without invalidating the remaining provisions of this

Agreement or affecting the validity or enforceability of such remaining provisions.

 

4.3. Entire Agreement. This Agreement, the Appendix and Pipeline's FERC Gas Tariff constitute the complete

agreement between the parties relating to the matters specified in this Agreement and supersede all prior

representations or agreements, whether oral or written, with respect to such matters. No oral modification

or waiver of any of the provisions of this agreement shall be binding on either party. No obligation to enter

into any Transaction is to be implied from the execution or delivery of this Agreement. This Agreement is

solely for the benefit of, and shall be binding solely upon, the parties, their agents and their respective

successors and permitted assigns. This Agreement is not intended to benefit and shall not be for the benefit

of any party other than the parties hereto and no other party shall have any right, claim or action as a result

of this Agreement. In the event of any conflict between this Agreement, including the Appendix, and the

Pipeline's FERC Gas Tariff, the Pipeline's FERC Gas Tariff provisions shall control.

 

4.4. Governing Law. This Agreement, and all of the rights and duties of the Parties arising from or relating

in any manner to the subject of this Agreement or the transactions completed hereby, shall be governed by,

construed and enforced in accordance with the laws of the State of West Virginia.

 

4.5. Force Majeure. No party shall be liable for any failure to perform its obligations in connection with

any Transaction or any Document, where such failure results from any act of God or other cause beyond such

party's reasonable control (including, without limitation, any mechanical, electronic or communications

failure) which prevents such party from transmitting or receiving any documents and which, by the exercise

of due diligence, such party is unable to prevent or overcome.