Midwestern Gas Transmission Company
SECOND REVISED VOLUME NO. 1
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Effective Date: 06/01/1997, Docket: RP97- 59-005, Status: Effective
Substitute Original Sheet No. 233 Substitute Original Sheet No. 233 : Superseded
Superseding: Original Sheet No. 233
ELECTRONIC DATA INTERCHANGE
TRADING PARTNER AGREEMENT (Continued)
constitute an "original" when printed from electronic files or records established and
maintained in the normal course of business.
5.3.3. 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 5.1.
5.3.4. Documents Hierarchy. It is the express intent of the parties that
Documents which are transacted and maintained according to this Agreement be given the
same evidentiary weight as the physically signed originals of corresponding documents
related to the same Transaction.
5.3.5. 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 hearsay rule, or the best evidence rule on the basis that the
Signed Documents were not originated or maintained in documentary form.
Section 6. Miscellaneous.
6.1. Term. This Agreement shall be effective as of the date first set forth
above and shall remain in effect until terminated by either 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.
Notwithstanding any other provision of this Agreement, a party shall be entitled to
immediately terminate this Agreement, upon delivery of notice of termination, if the
other party (i) breaches the covenants of Section 5.2, (ii) uses the EDI for purposes
other than those Transactions contemplated by the parties when entering into this
Agreement unless by mutual agreement of the parties, or (iii) uses the EDI either
illegally or for illegal purposes.
6.2. Exclusion of Certain Damages. Neither party shall be liable to the other
for any special, incidental, exemplary, or consequential damages arising from or as a
result of any delay, omission or error in the electronic transmission or receipt of any
Documents pursuant to this Agreement, even if either party has been advised of the
possibility of such damages and REGARDLESS OF FAULT. Any limitation on direct damages
to software and hardware arising from this Agreement shall be set forth in the Appendix.
6.3. Notice. Any notice provided or permitted to be given under this Agreement
must be in writing, but may be served by deposit in the mail, addressed to the party to
be notified, postage prepaid, and registered or certified, with a return receipt
requested. Notice given by registered mail shall be deemed delivered and effective on
the date of delivery shown on the return receipt. Notice may be served in any other
written manner, including telex, telecopy, telegram, E-mail, etc., but shall be deemed
delivered and effective as of the time of actual delivery. Either party may change
its address for the purpose of notice hereunder by giving the other party no less than
five (5) days prior written notice of such new address in accordance with the preceding
provisions. For purposes of notice, the addresses of the parties shall be as set forth
in the Appendix.