Freebird Gas Storage, L.L.C.

First Revised Volume No. 1

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Effective Date: 10/01/2008, Docket: RP08-304-002, Status: Effective

Substitute Original Sheet No. 148 Substitute Original Sheet No. 148

Superseding: Superseding Original Sheet No. 148

 

shall be reasonable for

Freebird to withhold consent if (a) Shipper requests consent to assign less

than its entire interest in a Service Agreement, or (b) the proposed assignee

does not meet Freebird's creditworthiness requirements as described in this

Gas Tariff. Notwithstanding the foregoing, Freebird may assign its rights and

obligations under a Service Agreement to an affiliate without the prior

consent of Shipper. 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 (but never in contravention of

Freebird's liens and security interest on Shipper's Gas in storage). Any

direct or indirect assignment of Service Agreement rights by Shipper under

this Section shall be made in good faith and not for the purpose of avoiding

the requirements of the capacity release provisions of this Gas Tariff.

 

22.6 Imbalance Management Services Provided by Third Parties.

Nothing in this FERC Gas Tariff is intended to inhibit the development of or

discriminate against the use of, imbalance management services provided by

third parties or Freebird's Shippers. Any party interested in providing

imbalance management services must coordinate with

Freebird.

 

22.7 Forward Contracts; Eligible Contract Participants

Each parking transaction and loaning transaction entered into subject to this

Tariff which has a maturity date more than two Days after the date the

transaction is entered into will constitute a "forward contract" pursuant to

Section 101(25) of Title 11 of the United States Code, 11 U.S.C. §§ 101, et

seq. (as amended, the "United States Bankruptcy Code"); the Parties to such

transactions are each "forward contract merchants" within the meaning

of Section 101(26) of the United States Bankruptcy Code; and the payments made

to each Party with respect to such transactions constitute "settlement

payments" within the meaning of Section 101(51A) of the United States

Bankruptcy Code. To the extent any transaction under any Service Agreement is

deemed to be a forward contract, each Party shall be deemed to represent at

the time it enters into such transaction that it is an "eligible contract

participant," as defined in the Commodity Exchange Act, 7 U.S.C. § 1a(12).

Notwithstanding the other terms of this Section 22.7 or any other section of

this Tariff, this Tariff shall at all times be construed consistently with the

United States Bankruptcy Code, provided that if any aspect of this Tariff is

deemed to be inconsistent with the United States Bankruptcy Code, it may be

reformed to the extent necessary to make it fully consistent with the United

States Bankruptcy Code. To the extent that both Freebird and/or its

customer(s) are not in bankruptcy, Freebird does not intend for this

provision to override the Commission's regulations and policies.

 

22.8 Severability

If any provision of any Service Agreement is declared null and void, or

voidable, by a regulatory body or court of competent jurisdiction, then that

provision will be considered severable at either Party's option; and if the

severability option is exercised, the remaining provisions of the Service

Agreement shall remain in full force and effect.

 

23. TERMINATION FOR DEFAULT

23.1 Delivery and Receipt Defaults. Except as set forth in Section 23.2

below, Delivery Defaults and Receipt Defaults by either Party shall be

addressed in the manner set forth in Section 8.8 of this

Tariff.

 

23.2 Event of Default. The occurrence at any time with respect to a Party of

any of the following events shall constitute an event of default ("Event of

Default") with respect to such Party:- (A) The Party