Midwestern Gas Transmission Company
SECOND REVISED VOLUME NO. 1
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Effective Date: 06/01/1997, Docket: RP97- 59-003, Status: Effective
Original Sheet No. 228 Original Sheet No. 228 : Superseded
ELECTRONIC DATA INTERCHANGE
TRADING PARTNER AGREEMENT
THIS ELECTRONIC DATA INTERCHANGE TRADING PARTNER AGREEMENT (the "Agreement") is
made as of _______________________, 19___, by and between Tennessee Gas Pipeline Company
("TGPC"), a corporation with offices at 1001 Louisiana, Houston, Texas, and
_____________________________ ("Trading Partner"), a(n) ________________ corporation
with offices at ________________________ (together, the "parties").
WHEREAS, for the mutual benefit of the parties, the parties desire to facilitate
transactions, reports, and other information exchanged ("Transactions") by use of
available means of electronic communication and linkage services ("Third Party
Services") which electronically transmit and receive data in agreed formats in
substitution for on-line transmittal and/or conventional paper-based documents;
WHEREAS, Third Party Services will be provided by a third party provider;
WHEREAS, the parties desire to enter into this Agreement to govern their
relationship with respect to electronic data interchange ("EDI") Transactions; and
WHEREAS, the parties desire to assure that such Transactions are not legally
invalid or unenforceable as a result of there not being a handwritten, original
signature of an authorized agent of one of the parties attesting to the validity of such
NOW, THEREFORE, in consideration of the mutual benefits to be derived and the
representations and warranties, conditions and promises herein contained, and other good
and valuable consideration, the receipt and sufficiency of which are hereby
acknowledged, and intending to be legally bound hereby, the parties hereto agree as
Section 1. Definitions.
If not elsewhere defined in this Agreement, capitalized terms used in this
Agreement shall have the meaning ascribed to them below:
"Acceptance Document" is defined in Section 3.3.
"Affiliate" means any person that, directly or indirectly, controls, or is
controlled by, or under common control with, another person. For the purposes of this
definition, "control" (including the terms "controlled by" and "under common control
with"), as used with respect to any person, means the power to direct or cause the
direction of the management and policies of such person, directly or indirectly, whether
through the ownership of voting securities or by contract or otherwise.
"Agent" means an employee of a party which the party has authorized to sign EDI
Agreements on behalf of such party.
"Agreement" is defined in the recitals above.
"Documents" is defined in Section 2.1.
"EDI" is defined in the recitals above.
"EDMs" is defined in Section 2.4.