Centerpoint Energy - Mississippi River

Third Revised Volume No. 1

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Effective Date: 04/10/2006, Docket: RP06-267-001, Status: Effective

Substitute Fourth Revised Sheet No. 265 Substitute Fourth Revised Sheet No. 265 : Effective

Superseding: Third Revised Sheet No. 265

GENERAL TERMS AND CONDITIONS

FOR RATE SCHEDULE [FTS, SCT, ITS]

(Continued)

 

9) In the event that MRT places on file with the Commission another rate schedule which may be applicable

to service rendered hereunder, then MRT, at its option, may, from and after the effective date of such

rate schedule, utilize such rate schedule in the performance of this Agreement. Such rate schedule or

superseding rate schedule(s) and any revisions thereof which shall be filed and become effective shall

apply to and be a part of this Agreement. MRT shall have the right to propose, file and make effective

with the Commission, or other body having jurisdiction, changes and revisions of any effective rate

schedule(s) and/or General Terms and Conditions, or to propose, file, and make effective superseding

rate schedules and/or General Terms and Conditions, for the purpose of changing the rates, charges, and

other provisions thereof effective as to Customer.

 

10) Except as provided in this paragraph, this Agreement shall not be assigned by Customer in whole or in

part without MRT's prior written or electronic consent, which consent shall not be unreasonably

withheld. Customers under Rate Schedules FTS and SCT may release their capacity consistent with the

terms and conditions of the applicable rate schedule and the General Terms and Conditions of MRT's

tariff. Additionally, Customer may request that MRT consent to Customer's assignment of this

Agreement, in whole, to an entity affiliated with Customer. For firm contracts, MRT will only consent

to assignment of the contract to a Customer's affiliate, subject to the assignee's satisfaction of the

criteria in Section 5.4(k), GT&C, in the situation in which, after Customer obtains the contract, a

corporate reorganization results in a transfer to an affiliate of the function for which the capacity

was obtained. For interruptible contracts, MRT will consent to such assignment, subject to the

assignee's satisfaction of the criteria in Section 5.4(k), General Terms and Conditions, unless there

is a reasonable basis to withhold MRT's consent. Any entity that succeeds by purchase, merger,

consolidation or otherwise to the properties of Customer, substantially as an entirety, shall be

entitled to the rights and shall be subject to the obligations of its predecessors in title under this

Agreement. In addition to all other rights and remedies, MRT may terminate the Agreement immediately

if it is assigned by Customer without MRT's consent, whether the assignment or contract be voluntary or

by operation of law or otherwise. Subject to the above, the respective rights and obligations of the

parties under the Agreement shall extend to and be binding upon their heirs, successors, assigns and

legal representatives.

 

11) Any notice, statement, or bill provided for in this Agreement shall be in writing (or, if this tariff

requires, via electronic means) and shall be considered as fully delivered when hand-delivered,

telecopied, or when received by the other party if mailed by United States mail, postage prepaid, to

the addresses specified herein (unless and until either party notifies the other, in writing, of a

change in its address).

 

12) Each party shall notify the other in writing of the name, address, telephone number, telecopy number

and e-mail address of the person or persons who shall have authority to act for such party in

connection with this Agreement, and operating notices shall thereafter be served upon such person or

persons.

 

13) This Agreement constitutes the entire agreement between the parties and no waiver, representation or

agreement, oral or otherwise, shall affect the subject matter hereof unless and until such waiver,

representation or agreement is reduced to writing or, if MRT permits or requires, otherwise

memorialized via electronic means, and executed by authorized representatives of the parties. No

waiver by either Customer or MRT of any one or more defaults by the other in performance of any of the

provisions of the Agreement shall operate or be construed as a waiver of any other existing or future

default or defaults, whether of a like or of a different character.

 

14) [THE INTERPRETATION AND PERFORMANCE OF THIS AGREEMENT SHALL BE IN ACCORDANCE WITH THE LAWS OF THE STATE

OF ______________________________, EXCLUDING CONFLICTS OF LAW PRINCIPLES THAT WOULD REQUIRE THE

APPLICATION OF THE LAWS OF A DIFFERENT JURISDICTION.]

 

15) [For firm service, Exhibit(s) A [and B] attached hereto is/are incorporated into this Agreement in

its/their entirety.] [For interruptible service, Exhibit B attached hereto is incorporated into this

Agreement in its entirety.]

 

16) [This Agreement supersedes and cancels the Service Agreement dated ________________________ between the

parties hereto.] [This Agreement amends and restates the Service Agreement dated

_____________________between the parties hereto.]

 

17) [Other Tariff - Permitted Provisions.]