PetroLogistics Natural Gas Storage LLC

Original Volume No. 1

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Effective Date: 06/03/2009, Docket: RP09-577-000, Status: Effective

Original Sheet No. 139 Original Sheet No. 139

 

the other in the performance of any provision of the Service Agreement between Shipper and PetroLogistics

shall operate or be construed as a waiver of any future default or defaults, whether of a like or of a

different character.

22. MODIFICATION

22.1 No modification to the terms and provisions of any Service Agreement of exhibit thereto shall

be or become effective except by the execution of a superseding Service Agreement or exhibit thereto.

23. SUCCESSORS IN INTEREST

23.1 Any company that succeeds by purchase, merger, consolidation or otherwise to the properties

substantially as an entirety, of PetroLogistics or of Shipper, used or intended to be used for rendering

gas services authorized by the Commission, shall be entitled to the rights and shall be subject to the

obligations of its predecessors in title under a Service Agreement. In accordance with the capacity release

procedures set forth in Section 8 of the General Terms and Conditions, Shipper may, without relieving itself

of its obligations under such agreement, assign any of its rights and obligations thereunder to another

shipper, but otherwise no assignment of such agreement, or of any of the rights or obligations thereunder

shall be made unless there first shall have been obtained the consent thereto of PetroLogistics, in the event

of any assignment by Shipper, or the consent thereto of Shipper, in the event of an assignment by

PetroLogistics. Notwithstanding the foregoing, Shipper may, upon notice to PetroLogistics but without the

need for PetroLogistics' consent, assign all or part of its right, interest and obligations under this

Agreement to any wholly-owned affiliate(s) of Shipper that has a credit rating equal to or higher than

Shipper's but in no event lower than the Minimum Acceptable Credit Rating (or that has been provided a

guarantee in PetroLogistics' favor from an affiliated entity with such a rating). In the event of a sale

of a generating unit or units at any of Shipper's generating facilities which are supplied gas from

PetroLogistics' storage facilities, Shipper may, upon notice to PetroLogistics but without the need for

PetroLogistic' consent, assign all or part of its right, interest and obligations under this Agreement

(except for the assignment rights under this Section 23) to any third party (or parties) that: (i) has a

credit rating equal to or better than the Minimum Acceptable Credit Rating, and (ii) purchases said generating

unit or units. No assignment by Shipper pursuant to this Section 23 shall relieve Shipper of its obligations

under a Service Agreement unless such release is specifically granted by PetroLogistics. In the event there

is a request for a permanent release of Shipper's obligations, PetroLogistics will agree to discharge

Shipper of liability, on a prospective basis, in whole or in part, provided the assignee Shipper meets the

minimum acceptable credit standard set forth in Section 2.3(b)(1) of these General Terms and Conditions.

If Shipper's request for a permanent release from liability is denied by PetroLogistics, PetroLogistics shall

notify Shipper via e-mail and shall include in the notification the reasons for such denial. These

restrictions on assignment shall not in any way prevent any Party from pledging or mortgaging its rights under

a Service Agreement as security for its indebtedness.

24. DEFAULT

24.1 Termination. If either PetroLogistics or Shipper shall fail to perform any of the covenants

or obligations imposed upon it or them under and by virtue of this Tariff or any effective Service Agreement

except due to causes excused by Force Majeure, then the other party may at its option terminate such agreement

by proceeding as follows. The party not in default shall provide written notice to the party in default stating

specifically the cause for terminating the agreement and declaring it to be the intention of the party giving

the notice to terminate the same; thereupon the party in default shall have thirty (30) days after receipt of

such notice to remedy or remove the cause or causes stated in the notice, and if within the thirty (30) day

period the party in default does so remove and remedy said cause or causes and fully indemnifies the party not

in default for any and all consequences of such breach, by a good and sufficient indemnity bond or otherwise,

then such notice shall be withdrawn and the agreement shall continue in full force and effect. In case the

party in default does not so remedy and remove the cause or causes or does not so indemnify the party giving

the notice for any and all consequences of such breach, within the thirty (30) day period, then, after any

necessary authorization by regulatory bodies having jurisdiction, the agreement shall become void at the

expiration of said period, provided that notice of termination has not been withdrawn prior thereto. Any

cancellation of such agreement pursuant to the provisions of this Section shall be without prejudice to

the right of PetroLogistics to collect any amounts then due to it for the provision of any natural gas service

prior to the time of cancellation, and shall be without prejudice to the right of Shipper to receive any

service for which it has paid but has not received, although