Freebird Gas Storage, L.L.C.

First Revised Volume No. 1

 Contents / Previous / Next / Main Tariff Index

 

 

Effective Date: 10/01/2008, Docket: RP08-304-000, Status: Effective

Original Sheet No. 149 Original Sheet No. 149 : Suspended

 

or its Credit Support

Provider shall be the subject of a Bankruptcy, as defined in Section 23.7

below; (B) the Party shall fail to perform any material covenant or obligation

imposed upon it under a Service Agreement (or in the case of Delivery Defaults

or Receipt Defaults, the Defaulting Party commits several such defaults of a

repetitive, consistent and on-going basis, and, as a result of such defaults,

the other Party’s benefit of the bargain under a Service Agreement is

materially diminished in the Non-Defaulting Party’s reasonable judgment); or

(C) the Party’s Credit Support Provider shall fail to perform any material

covenant or obligation imposed upon it under any credit support agreement

provided pursuant to a Service Agreement.

 

23.3 Termination of Service. If at any time an Event of Default with respect

to a Party ("Defaulting Party") has occurred and is continuing, the other

Party ("Non-Defaulting Party") may, at its option, terminate all Service

Agreements (except Hub Service Agreements for which the "Beginning Date of

Service" has already occurred, for which the Defaulting Party will be allowed

to offer adequate assurance of performance, with the adequacy of such

assurance being determined by the Non-Defaulting Party in its reasonable

discretion, provided that if the Defaulting Party fails to provide adequate

assurance of performance, the Non-Defaulting Party may (but will not be

required to) then terminate such contracts) by proceeding as follows: (a) the

Non-Defaulting Party shall provide written notice (by electronic mail and/or

facsimile, promptly followed by courier or overnight mail) to the Defaulting

Party stating specifically the cause for terminating the Service Agreement(s)

and declaring it to be the intention of the Non-Defaulting Party to terminate

the same on a designated date not earlier than thirty (30) days thereafter

(the "Early Termination Date"); thereupon the Defaulting Party 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-day period the

Defaulting Party does so remove and remedy said cause or causes and fully

indemnifies the Non-Defaulting Party for any and all consequences of such

Event of Default, by good and sufficient means acceptable to the

Non-Defaulting Party, on or before the Early Termination Date, then such

notice shall be withdrawn and the Service Agreement shall continue in full

force and effect; (b) in case the Defaulting Party does not remedy and remove

the cause or causes and does not indemnify the Non-Defaulting Party for any

and all consequences of such Event of Default within the thirty-day period,

then, after any necessary notice to regulatory bodies having jurisdiction

(which notice may be given at the same time as the termination notice to

Defaulting Party), the Service Agreement shall be terminated as of the Early

Termination Date, provided that notice of termination has not been withdrawn

prior thereto, with such termination being effectuated pursuant to the further

terms of these General Terms and Conditions; (c) if termination occurs

pursuant to subsection (b) above, all Service Agreements (except currently

performing Hub Services Agreements, as set forth above) between Shipper and

Freebird then outstanding will be subject to termination as of the Early

Termination Date (i.e., there will be no "cherry-picking") in accordance with

the further provisions of this Section 23; and (d) any termination of such

Service Agreement(s) pursuant to the provisions of this Section shall be

without prejudice to the right of Freebird to collect any amounts then due to

it for services rendered prior to the time of termination, and shall be without

prejudice to the right of Shipper to

receive any service for which it has paid and is entitled but has not received

prior to the time of termination, and without waiver of any remedy, at law or

in equity, to which the Non-Defaulting Party may be otherwise entitled,

including, without limitation, the right to off-set any amount owing by the

Defaulting Party to the Non-Defaulting Party under the Service Agreement(s)

against any amount owing by the Non-Defaulting Party to the Defaulting Party

under the Service Agreement(s) or under any other agreement.

 

23.4 Suspension of Service. Prior to a termination for Event of Default, upon

written notice detailing Freebird’s reasons for suspension, Freebird may

suspend service to any Shipper who fails to comply with the terms of a Service

Agreement. Freebird’s failure to invoke its rights to suspend or terminate

service at any time shall not be construed as a waiver of Freebird’s right to

suspend or terminate service at any other time Shipper is in breach of the

terms of a Service Agreement. During any period of