EXHIBIT 10.69
AMENDED AND RESTATED FTS SERVICE AGREEMENT
THIS AGREEMENT, made and entered into this 23rd day of
March, 1995, by and between COLUMBIA GAS TRANSMISSION
CORPORATION ("Seller") and PANDA BRANDYWINE, L.P. ("Buyer").
WITNESSETH
That in consideration of the mutual covenants herein
contained, the parties hereto agree as follows:
Section 1. Service to be Rendered. Seller shall perform
and Buyer shall receive service in accordance with the
provisions of the effective FTS Rate Schedule and applicable
General Terms and Conditions of Seller's FERC Gas Tariff,
Second Revised Volume No. 1 (Tariff), on file with the
Federal Energy Regulatory Commission (Commission), as the
same may be amended or superseded in accordance with the
rules and regulations of the Commission. The maximum
obligation of Seller to deliver gas hereunder to or for
Buyer, the designation of the points of delivery at which
Seller shall deliver or cause gas to be delivered to or for
Buyer, and the points of receipt at which Buyer shall
deliver or cause gas to be delivered, are specified in
Appendix A, as the same may be amended from time to time by
agreement between Buyer and Seller, or in accordance with
the rules and regulations of the Commission. Service
hereunder shall be provided subject to the provisions of
Part 284.223 of Subpart G of the Commission's regulations.
Buyer warrants that service hereunder is being provided on
behalf of BUYER.
Section 2. Term. This Agreement is being executed
concurrently with an "Amending Agreement" between Seller and
Buyer, and shall become effective on the first date written
above. For purposes of payment of the reservation charge and
Panda's right to deliver to or cause the Transportation
Demand to be delivered by Columbia, the FTS and the primary
term of the Service Agreement shall commence on the date of
the completion of the Columbia facilities, which date shall
be no earlier than November 1, 1996; provided that such
commencement date and completion of the Columbia facilities
can be August 1, 1996, if Panda provides Columbia with
written notification by May 1, 1996, of Panda's desire for
such commencement date and completion of the Columbia
facilities to be August 1, 1996. The primary term of the
Service Agreement shall end on that date 25 years after the
"Actual Commercial Operation Date" determined pursuant to
that certain Power Purchase Agreement, dated August 9, 1991,
between Panda and Potomac Electric Power Company, which
ending date shall be no earlier than May 31, 2021. After the
initial primary term (of approximately 25 years) such
service shall continue from year to year thereafter unless
terminated by either party upon six (6) months written
notice to the other. Panda will notify Columbia of the
"Actual Commercial Operation Date" in the form of an actual
date certain as soon as it becomes known to Panda.
Pre-granted abandonment shall apply upon termination
of the agreement, subject to any right of first refusal
Buyer may have under the Commission's regulations and
Seller's Tariff.
Section 3. Rates. Buyer shall pay Seller the charges and
furnish Retainage as described in the above-referenced Rate
Schedule, unless otherwise agreed to by the parties in
writing and specified as an amendment to this Service
Agreement.
Section 4. Notices. Notices to Seller under this Agreement
shall be addressed to it at Xxxx Xxxxxx Xxx 0000,
Xxxxxxxxxx, Xxxx Xxxxxxxx 00000-0000, Attention: Manager -
Agreements Administration and notices to Buyer shall be
addressed to it at:
Panda-Brandywine, L.P.,
Suite 1001, 0000 Xxxxxx Xxxxxx,
Xxxxxx, Xxxxx 00000,
Attention: Xxxxx Xxxxxxx;
until changed by either party by written notice.
Section 5. Prior Agreements. This Amended and
Restated Service Agreement, amends and restates, as of
this Agreement's effective date that Service Agreement
entered into on February 25, 1994 and revised on
January 1, 1995.
By: PANDA-BRANDYWINE, L.P.
PANDA-BRANDYWINE CORPORATION, GENERAL PARTNER
Name: Xxxxx X. Xxxxxxx
Title: Senior Vice President
Date: March 21, 1995
COLUMBIA GAS TRANSMISSION CORPORATION By:
Name: Xxxxx X. Xxxxxx
Title: Manager, Agreements
Administration Date: March 21, 1995
