TSP Name: ENABLE GAS TRANSMISSION, LLC
TSP: 87-267-0161
Amend Rptg Desc: All Data
Svc Req K: 1011022
K Holder Name: OVINTIV MARKETING INC.
K Holder: 147 35 0552
Affil Desc: NONE
Tracking No: 0049199
K Stat: A Post Date: 3/29/2022 Post Time: 2250222
K Qty-K: 120000 Contract Duration Contract Entitlement
IT Qty-K: 0 K Beg Date K End Date K Ent Beg Date K Ent Beg Time
K Roll: Y 10/1/2018 9/30/2028 4/1/2022 0900000
Min Vol Qty - Non-Cap Rel: K Ent End Date K Ent End Time
Min Vol Pct - Non-Cap Rel: 0.00 10/1/2028 0859000
Cap Type Name: Primary Transaction Term Begin Date Transaction Term End Date:
4/1/2022 5/31/2022
Loc Purp
Loc Zn Loc Loc Name Desc
------- ------ ------------------------- -----------------------------------------------------------------
West 1 290506 OKARCHE AGGREGATE POINT Receipt Location
Loc K Max Press: Loc K Min Press:
K Qty - Loc: 160000 It Qty - Loc:
West 1 810010 MARKWEST ARAPAHO PLANT Receipt Location
Loc K Max Press: Loc K Min Press:
K Qty - Loc: 30000 It Qty - Loc:
West 1 730040 MARKWEST BUFFALO CRK PL Receipt Location
Loc K Max Press: Loc K Min Press:
K Qty - Loc: 15000 It Qty - Loc:
West 2 290482 EGT GLF CROSS BENNINGTN Delivery Location
Loc K Max Press: Loc K Min Press:
K Qty - Loc: 120000 It Qty - Loc:
CP 013548 CGT CP DEL Delivery Location
Loc K Max Press: Loc K Min Press:
K Qty - Loc: 45000 It Qty - Loc:
North 801530 TGT@HELENA,AR TG-9303 Delivery Location
Loc K Max Press: Loc K Min Press:
K Qty - Loc: 40000 It Qty - Loc:
Rate Sch: FT
Seasnl St: 0/0/0
Seasnl End: 0/0/0
Rpt Lvl Desc: Point
Res Rate Basis Desc: Per Day
Rate Form/Type Desc: Blended Rate(combination of reservation and volumetric charges)
Rate
Rate Chgd Max Trf Max Trf Rate Ngtd Rate Mkt Based
Chgd Ref Rate Ref Desc Ind Desc Rate Ind Disc Beg Date Disc End Date
--------- --- ------- -------------- --------- --------- ------------- -------------
00.252800 SPT 0.2528 Tariff Yes N
Loc/QTI Desc: Receipt point(s) to delivery point(s) quantity
Rate ID: 141
Surchg ID Desc: Compressor Usage Surcharge
Surchg Ind Desc:
Rate(s) stated do not include any applicable surcharges; surcharge detail and surcharge total provided
Tot Surchg: 0.00380
Cap Type Name: Primary Transaction Term Begin Date Transaction Term End Date:
6/1/2022 9/30/2028
Loc Purp
Loc Zn Loc Loc Name Desc
------- ------ ------------------------- -----------------------------------------------------------------
West 1 290506 OKARCHE AGGREGATE POINT Receipt Location
Loc K Max Press: Loc K Min Press:
K Qty - Loc: 160000 It Qty - Loc:
West 1 810010 MARKWEST ARAPAHO PLANT Receipt Location
Loc K Max Press: Loc K Min Press:
K Qty - Loc: 30000 It Qty - Loc:
West 1 730040 MARKWEST BUFFALO CRK PL Receipt Location
Loc K Max Press: Loc K Min Press:
K Qty - Loc: 15000 It Qty - Loc:
West 2 290482 EGT GLF CROSS BENNINGTN Delivery Location
Loc K Max Press: Loc K Min Press:
K Qty - Loc: 120000 It Qty - Loc:
South 801532 TGT PV CORE DEL Delivery Location
Loc K Max Press: Loc K Min Press:
K Qty - Loc: 45000 It Qty - Loc:
North 801530 TGT@HELENA,AR TG-9303 Delivery Location
Loc K Max Press: Loc K Min Press:
K Qty - Loc: 40000 It Qty - Loc:
Rate Sch: FT
Seasnl St: 0/0/0
Seasnl End: 0/0/0
Rpt Lvl Desc: Point
Res Rate Basis Desc: Per Day
Rate Form/Type Desc: Blended Rate(combination of reservation and volumetric charges)
Rate
Rate Chgd Max Trf Max Trf Rate Ngtd Rate Mkt Based
Chgd Ref Rate Ref Desc Ind Desc Rate Ind Disc Beg Date Disc End Date
--------- --- ------- -------------- --------- --------- ------------- -------------
00.252800 SPT 0.2528 Tariff Yes N
Loc/QTI Desc: Receipt point(s) to delivery point(s) quantity
Rate ID: 141
Surchg ID Desc: Compressor Usage Surcharge
Surchg Ind Desc:
Rate(s) stated do not include any applicable surcharges; surcharge detail and surcharge total provided
Tot Surchg: 0.00380
Cap Type Name: Secondary Transaction Term Begin Date Transaction Term End Date:
4/1/2022 5/31/2022
Loc Purp
Loc Zn Loc Loc Name Desc
------- ------ ------------------------- -----------------------------------------------------------------
West 1 290506 OKARCHE AGGREGATE POINT Receipt Location
Loc K Max Press: Loc K Min Press:
K Qty - Loc: It Qty - Loc:
West 1 810010 MARKWEST ARAPAHO PLANT Receipt Location
Loc K Max Press: Loc K Min Press:
K Qty - Loc: It Qty - Loc:
West 1 730040 MARKWEST BUFFALO CRK PL Receipt Location
Loc K Max Press: Loc K Min Press:
K Qty - Loc: It Qty - Loc:
West 1 290644 EGT WEST TRANSFER Receipt Location
Loc K Max Press: Loc K Min Press:
K Qty - Loc: It Qty - Loc:
West 2 290482 EGT GLF CROSS BENNINGTN Delivery Location
Loc K Max Press: Loc K Min Press:
K Qty - Loc: It Qty - Loc:
CP 013548 CGT CP DEL Delivery Location
Loc K Max Press: Loc K Min Press:
K Qty - Loc: It Qty - Loc:
North 801530 TGT@HELENA,AR TG-9303 Delivery Location
Loc K Max Press: Loc K Min Press:
K Qty - Loc: It Qty - Loc:
West 2 290483 EGT NGPL BRYAN Delivery Location
Loc K Max Press: Loc K Min Press:
K Qty - Loc: It Qty - Loc:
West 2 302020 EGT/MEP BENNINGTON Delivery Location
Loc K Max Press: Loc K Min Press:
K Qty - Loc: It Qty - Loc:
Rate Sch: FT
Seasnl St: 0/0/0
Seasnl End: 0/0/0
Rpt Lvl Desc: Point
Res Rate Basis Desc: Per Day
Rate Form/Type Desc: Blended Rate(combination of reservation and volumetric charges)
Rate
Rate Chgd Max Trf Max Trf Rate Ngtd Rate Mkt Based
Chgd Ref Rate Ref Desc Ind Desc Rate Ind Disc Beg Date Disc End Date
--------- --- ------- -------------- --------- --------- ------------- -------------
00.252850 SPT 0.2528 Tariff Yes N
Loc/QTI Desc: Receipt point(s) to delivery point(s) quantity
Rate ID: 141
Surchg ID Desc: Compressor Usage Surcharge
Surchg Ind Desc:
Rate(s) stated do not include any applicable surcharges; surcharge detail and surcharge total provided
Tot Surchg: 0.00380
Cap Type Name: Secondary Transaction Term Begin Date Transaction Term End Date:
6/1/2022 9/30/2028
Loc Purp
Loc Zn Loc Loc Name Desc
------- ------ ------------------------- -----------------------------------------------------------------
West 1 290506 OKARCHE AGGREGATE POINT Receipt Location
Loc K Max Press: Loc K Min Press:
K Qty - Loc: It Qty - Loc:
West 1 810010 MARKWEST ARAPAHO PLANT Receipt Location
Loc K Max Press: Loc K Min Press:
K Qty - Loc: It Qty - Loc:
West 1 730040 MARKWEST BUFFALO CRK PL Receipt Location
Loc K Max Press: Loc K Min Press:
K Qty - Loc: It Qty - Loc:
West 1 290644 EGT WEST TRANSFER Receipt Location
Loc K Max Press: Loc K Min Press:
K Qty - Loc: It Qty - Loc:
West 2 290482 EGT GLF CROSS BENNINGTN Delivery Location
Loc K Max Press: Loc K Min Press:
K Qty - Loc: It Qty - Loc:
South 801532 TGT PV CORE DEL Delivery Location
Loc K Max Press: Loc K Min Press:
K Qty - Loc: It Qty - Loc:
North 801530 TGT@HELENA,AR TG-9303 Delivery Location
Loc K Max Press: Loc K Min Press:
K Qty - Loc: It Qty - Loc:
West 2 290483 EGT NGPL BRYAN Delivery Location
Loc K Max Press: Loc K Min Press:
K Qty - Loc: It Qty - Loc:
West 2 302020 EGT/MEP BENNINGTON Delivery Location
Loc K Max Press: Loc K Min Press:
K Qty - Loc: It Qty - Loc:
Rate Sch: FT
Seasnl St: 0/0/0
Seasnl End: 0/0/0
Rpt Lvl Desc: Point
Res Rate Basis Desc: Per Day
Rate Form/Type Desc: Blended Rate(combination of reservation and volumetric charges)
Rate
Rate Chgd Max Trf Max Trf Rate Ngtd Rate Mkt Based
Chgd Ref Rate Ref Desc Ind Desc Rate Ind Disc Beg Date Disc End Date
--------- --- ------- -------------- --------- --------- ------------- -------------
00.252800 SPT 0.2528 Tariff Yes N
Loc/QTI Desc: Receipt point(s) to delivery point(s) quantity
Rate ID: 141
Surchg ID Desc: Compressor Usage Surcharge
Surchg Ind Desc:
Rate(s) stated do not include any applicable surcharges; surcharge detail and surcharge total provided
Tot Surchg: 0.00380
Terms/Notes:
Max Trf Rate and Rate Chgd expressed as blended rates
derived by adding the Commodity Charge and the unitized
Reservation Charge, calculated on an assumed 100% load factor
basis based on K Holder's K Qty-K, unless otherwise stated.
K Holder pays Reservation Charge regardless of quantities
transported.
Subject to receipt of necessary FERC approvals.
After Contract Duration/Entitlement End Date, transaction continues
year-to-year unless and until terminated by written notice given by
either party to the other party at least 180 days prior to the end of
the primary term or any extended term thereafter.
Compressor Usage Surcharge (CUS), if applicable, is subject to change
semi-annually and/or subject to FERC approval.
Receipts from points and/or pools listed above as Cap Type Name:
Secondary are applicable only to the Delivery Points listed in this
posting at the rate(s) stated. Deliveries to points listed above as
Cap Type Name: Secondary are applicable only from receipt points
and/or pools listed in this posting at the rate(s) stated.
Shipper's Name:
Ovintiv Marketing Inc., formerly Encana Marketing (USA) Inc.
The rate which Transporter shall bill and Shipper
shall pay under the Agreement for services up to
Contract Demand (as in effect on the Effective Date
hereof) shall be achieved by adjusting, if required,
Transporter's then-effective applicable maximum Tariff
rates to a level which yields a unit rate (Transmission
Allowance), of $0.2528 per Dth, when calculated on an
assumed 100% load factor basis, based on Shipper's
Contract Demand and the average number of Days in
the Service Month during a calendar year regardless
of the quantity of gas transported. The applicable
Maximum Commodity Rate shall be paid for each Dth
delivered hereunder. The applicable Transmission
Allowance shall not be subject to refund or reduction
if it exceeds the applicable maximum Tariff rate.
Shipper hereby elects to be billed on a levelized
basis to the extent Transporter so determines and
such option is available under the Tariff.
As described above, the Transmission Allowance
includes a Reservation Charge. Shipper shall
pay the Reservation Charge each Month based on
the Dth of Contract Demand specified in the
Agreement, regardless of the quantity of gas
transported during the Service Month.
The Reservation Charge (expressed as a unit
rate on an assumed 100% load factor basis) will
be calculated by subtracting the applicable
Maximum Commodity Rate from the applicable
Transmission Allowance. Notwithstanding anything
to the contrary in this Agreement, if Transporter
revises the gas quality specifications contained
in Section 4 of the Tariff and: (a) gas tendered
by Shipper hereunder meets the gas quality
specifications existing as of March 8, 2017;
(b) gas tendered by Shipper fails to meet the
revised gas quality specifications; and (c) Transporter
refuses to accept such gas tendered by Shipper,
then Transporter shall credit to Shipper an amount
equal to the applicable 100 percent load factor
based unit rate Reservation Charge multiplied by
the volume of gas which Transporter refuses to accept.
Shipper shall provide or pay and Transporter shall
retain or charge system Fuel Use and LUFG allowances
or charges (including the EPC surcharge), calculated
pursuant to Section 27 of the Tariff and set forth
in the Statement of Effective Rates and Charges for
Transportation of Gas for Rate Schedule FT service,
as revised from time to time.
The Receipt Point(s) eligible for the rates specified
herein shall be those listed in above and all other
generally available points and Pools, including
EGT West Transfer (Meter No. 290644).
The Delivery Point(s) eligible for the rates specified
herein shall be those listed in above and all generally
available Secondary Delivery Points on Transporter's system,
including EGT NGPL Bryan (Meter No. 290483) and EGT/MEP
Bennington (Meter No. 302020).
If scheduled maintenance or other operational circumstances
adversely affect the availability of primary firm capacity
under the Agreement and Transporter notifies Shipper of the
availability of non-primary capacity to receive and/or deliver
other than at the points specified above, then such optional
non-primary points as designated by Transporter shall be deemed
eligible for the rates, quantities, and the period specified in
the notice. Transporter may make such notification via email,
in writing or via Internet Web Site posting and the document
in which such notice appears shall be deemed to amend this
Agreement for the purposes hereof.
Authorized Overrun: Unless Transporter agrees otherwise,
the rate for any authorized overrun quantities shall be
the greater of the maximum Tariff rate or the rate(s)
described above. Forty percent (40%) of the charges for
Authorized Overrun service paid by Shipper during the term
of this Agreement shall be credited to Shipper on the invoice
for the final month of service of the Primary Term of this
Agreement (AOR Credit) as long as, for any given Day in
which Authorized Overrun Charges were incurred, all the
receipts used on that Day were from the receipt points
listed above. The AOR Credit shall be first applied
as an offset against invoiced charges for service for the
final month of service of the Primary Term of this Agreement
and will then be applied against any remaining unpaid charges
for service under this Agreement. Transporter shall pay to
Shipper the AOR Credit remaining, if any, after such application.
Effective April 1, 2022 this Agreement amends and restates
Transportation Service Agreement No. 1011022, originally
effective October 1, 2018, as subsequently amended, restated
and/or superseded prior to or as of the effective date hereof.
In accordance with Section 21.1 of the GT&C of the Tariff,
the parties hereby agree that Shipper shall have a contractual
right of first refusal (ROFR) which will provide to it
the same rights and obligations regarding extending service
under the Agreement as to reserved capacity on Transporter's
system beyond the termination or expiration date as would be
available to Shippers eligible to invoke the provisions of
Section 21 of the GT&C of the Tariff, as on file and in
effect from time to time.
Shipper's Credit Support Obligation. Shipper shall maintain
creditworthiness consistent with the terms below throughout
the term of this Transportation Service Agreement.
Shipper must demonstrate creditworthiness as provided below
or shall undertake other actions, also as provided below,
to provide required credit support.
1. Credit Support
(a) Definitions. The following definitions will apply:
"Adequate Assurance of Performance" means sufficient
security in the form, amount, for a term, and from an
issuer, all as reasonably acceptable to EGT, including,
but not limited to a cash security deposit or a standby
irrevocable letter of credit.
"Creditworthy" or "Creditworthiness" means maintaining a
Minimum Credit Rating or, in the alternative, notwithstanding
the failure to meet or maintain a Minimum Credit Rating,
if EGT determines that the financial position of Shipper
or its Guarantor is and remains reasonably acceptable to EGT,
as determined in accordance with the criteria set forth in
Section 2 below, during the term of this Agreement.
"Guarantor" means Ovintiv Inc.
"Minimum Credit Rating" means a long-term senior
unsecured debt rating from either (1) Moody's
or an applicable successor agency of Baa3 or higher,
or (2) S&P or an applicable successor agency of BBB-
or higher.
"Moody's" means Moody's Investors Service, Inc.
or any successor thereto.
"S&P" means Standard & Poor's Financial
Services LLC or any successor thereto.
(b) If Shipper is not Creditworthy, Shipper's
Guarantor must provide a guaranty in a form
acceptable to Enable upon the Effective Date
in the amount of $116.65 million, provided,
if Shipper later becomes Creditworthy, any
guaranty provided hereunder shall terminate
immediately and have no further force or effect
and Transporter shall return such guaranty to
Guarantor; provided further that, if Shipper fails
to maintain Creditworthiness, the guaranty provided
for hereunder shall be reinstated immediately.
This maximum guarantee amount shall be adjusted
downward as necessary such that at any time the
maximum guarantee amount shall not exceed the
total demand charges remaining under the primary
term and any extension term of this Agreement.
(c) Adequate Assurance. If Guarantor, beginning
on the Effective Date, at any time fails to maintain
Creditworthiness, EGT may demand Adequate Assurance
of Performance in an amount equal to the lesser of:
(i) $36,529,565.00; or (ii) all of the reservation
charges that will be payable during the remaining
term of this Agreement. If Transporter demands
Adequate Assurance of Performance, Shipper shall
provide Adequate Assurance of Performance within
five (5) business days after receipt of a written
demand from Transporter.
(d) Default. If Shipper fails to provide Adequate
Assurance of Performance as and when due at any time
after the commencement of service under this Agreement,
Transporter shall have the right, at its sole election,
to terminate or suspend this Agreement in accordance
with the provisions of Transporter's FERC Gas Tariff
in addition to any other remedies Transporter may have
under this Transportation Service Agreement,
Transporter's FERC Gas Tariff, at law or in equity.
(e) Security Interest. Shipper hereby grants to Transporter
a continuing first priority security interest in, lien on,
and right of setoff against all Adequate Assurance of
Performance in the form of cash transferred by Shipper
to Transporter. Upon the return by Transporter to Shipper
of such Adequate Assurance of Performance, the security interest
and lien granted hereunder on that Adequate Assurance of
Performance shall be released automatically and, to the
extent possible, without any further action by either party.
(f) Return of Adequate Assurance. If Shipper provides Adequate
Assurance of Performance, and if Shipper or Guarantor
subsequently achieves Creditworthiness, then Shipper will
no longer be required to provide Adequate Assurance of
Performance for so long as Guarantor maintains Creditworthiness.
In such event, if Shipper has provided Adequate Assurance of
Performance in the form of cash, Transporter shall return such
Adequate Assurance of Performance to Shipper within five (5)
business days after receipt of a written demand from Shipper.
(g) Transporter Tariff Obligation. These terms shall be in
addition to, and not in lieu of, any requirements under
Transporter's FERC Gas Tariff.
2. Determination of Reasonably Acceptable Financial Position
The financial position of Shipper shall be deemed to be
reasonably acceptable to Transporter as long as each of
the following criteria is satisfied with respect to
Encana Marketing (USA) Inc., a Delaware corporation
and Shipper's ultimate parent company (Parent),
as of such time:
(a) Parent shall have provided and maintained a guaranty
in a form acceptable to Transporter in the amount set
forth in Section 1 (b) above.
(b) Parent shall maintain a long-term senior unsecured
debt rating from either (1) Moody's Investors Services, Inc.
or an applicable successor agency of Ba3 or higher, or
(2) Standard & Poor's Financial Services, LLC or any
applicable successor agency of BB- or higher.
Governing Law
GOVERNING LAW, JURISDICTION AND VENUE:
THE INTERPRETATION AND PERFORMANCE OF THIS AGREEMENT
SHALL BE IN ACCORDANCE WITH AND CONTROLLED BY THE LAWS
OF THE STATE OF TEXAS WITHOUT REGARD TO PRINCIPLES OF
CONFLICTS OF LAWS. BOTH PARTIES HEREBY IRREVOCABLY
CONSENT TO THE PERSONAL JURISDICTION AND VENUE IN
THE STATE AND FEDERAL COURTS OF HARRIS COUNTY, TEXAS.
