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Home My WebLink AboutNegotiated Contract - Interstate Gas Supply - Natural Gas Hedging Services1316 CO,UNTY-CITY BUILDING 227 W, JEFFERSON BOULUARD S01 JTH REND. INDIANA 46601-1830 CITY OF Sou n-i BEND PETE BUTTIGIEG, MAYOR BOARD OF PUBLIC WORKS June 12, 2018 Scott Arthur Interstate Gas Supply 6100 Emerald Parkway Dublin, OH 43016 RE: Negotiated Contract Dear Mr. Arthur: PHONE 574/235-9251 FAX 574/ 235-9171 The Board of Public Works, at its meeting held on June 12, 2018, approved the above referenced contract for natural gas hedging services in the an-iount of $0.45 per dekatherm. Enclosed please find a copy of the agreement for your records. If you have any further questions regarding this matter, please call this office at (574) 235- 9251, Sincerely, Linda M. Martin, Clerk Enclosure c: Adam Parsons, Sustainability GARY A. Ga-o'r SUZANNA M. FiurzinRG ELIZABE'n-i A. MARADIK JAMEs A. MUELLER Ti-jERESE J. DORAU Natural Gas Purchase Contract: ACAP IN ACAP V 1.1 For Office Use: ToP-xl Seller., interstate Gas Supply, Inc. Fax: 614-659-5126 Attu: Commercial & Industrial Sales, 6100 Emerald Parkway, Dublin, Ohio 43016 Phone: 877-923-4447 Buyer: The City of South Bend Contact Name Adam Parsons Confirmation Email aparsonis@southbenidini.gov Phone (574) 235-91302 Fax 54-23,5-9171 Street Address city State ZI 1) Mailing 10451 West Sample South Bend! IN 46619 Billing Same as Mailing Facility See Exhibit A See Exhibit A See Exhibit A See Exhibit A Account Num,berls See Exhibit A or Z see the attached Ekh1bit A This Confirmation Con.fir..matio_n .is.... .. subject jo"I'ltl"hII-e1-attached Terms ms and Conditions .("Contract) whichjsjqcop2Egeq in its entirety hereinNatural � aFas Distrbution Compapy.("NGDCjNot ern Indiana Public Service Company Initial . ........... This Contract will begin with the September _, 2018 NGDC billing cycle and continue through the March _, 2023 NGDC billing cycle. Buyer understands that there may be delays in starting gas service under this Contract and will not hold Seller responsible for any such delay. .. ......... r-- ................ .. ..... .. ............... . inkfi arm Price . . per DTH shall , i, b , e determined .. . - .. .. .. to - r - each , ch m . onth by the following calculation: ([(Hedged Vol, x Wtd. Avg. Hedged Purchase Price: Price)/Estimated Usage] + [(Variable Vol. x NYMEX Settlement Price)/Est. Usage] + Fixed Adder), wherein "Hedged Vol." Is the amount of gas hedged by Seller on behalf of Buyer, `Wtd. Avg, Hedged Price" is the average price per DTH for hedged volumes, and "i Vol." is the volume of gas consumed by Buyer but not hedged by Seller. 'NYMEX Set- tlement Price" shall be determined by either the utility's deadline or NY EX monthly settlement for that month, whichever comes first. "Fixed Adder' for the Initial Term will be $0.09. Price per DTH shall include cost of gas, basis, applicable shrink/fuel to the delivery point, BTU conversion, Seller's margin, and broker commissions (if applicable). In addition, Seller will charge Buyer for interstate transportation and storage at a rate of $gja per Dth. Taxes (where applicable), distribution fees, and/or other utility charges may also apply. For all services provided under this agreement, Buyer will continue to be responsible for all charges assessed by the NGDC including any other fees or taxes associated with _....prvrdirng B . ........ 11 — - ----- ......... ..... . Gas Procurement Buyer explicitly permits Seller to, purchase gas on a forward basis in order to mitigate risks associated with the Procedure: volatility of the natural gas market. Forward purchases will be communicated with Buyer via the Confirmation Email ad- dress, identified above and will be binding without conflicting communications provided by Buyer within one business day, - — -------- .. .. ...... - I ............. 11 1 .......... - ....... ......... .. Early Termination Hedged Volumes: At the end of this Contract, whether expired, terminated, or a party has provided notice of its intent Damages: not to renew, Buyer will be responsible for the positive difference, if any, between Seller's cost for all hedges during the current Term and any future Terms (Including but not limited to NYIMEX and basis) purchased by Seller on behalf of _.Pyye�'Tinus the then current market price. . ..... ......... .. ---------- . ............ .. _ ....... .. .. .. .. .. --- 1 - price .. ........ ------- Tir e Estimated Usage is calculated using each Account's historical monthly consumption, as provided to Seller by the NGDC, multiplied by weather normalization factors and are set forth in the table below. Estimated. Usage In DTH at the BurnertIR t U! Month I Jan Feb Mar Apr may 1 Jun i July Aug Sept Oct Nov Dec ...................... ............ I .......... - ..... . ............... ............ ......... ....... — 1 19,,422 15,973 12,514'1 6,812 3,606 1 2,261 2,084 i 2,138 i 2,733 �� 5,921 10,948 i 16,888 ............... ............ ..... .. ................... ....... ----...------ This Contract, including any Exhibits) may be signed in counterparts. If Buyer and Seller execute more than one Contract with respect to any Account(s), the terms of the most recent Contract will supersede and take priority over all previous Contracts with regard to the same Account(s). Any signature on this Contract and any Exhibit(s) will be considered valid for all purposes and have the same, effect whether it is an ink -signed original, e-signed, a photocopy, or a facsimile representation of the original document. -1-1 .. .... . ..... . .. .. .. ....... .. . - ........ .... .. 11 1..__..._._ . ..... . ........... . . -.1-1-1 1 . ....................... ..... .......... ...... .. .. . .. ...... . . ...... Buyer agrees and consents to receive electronically any notices from Seller via the Confirmation Email address !identified above in connection with this Contract. Buyer may withdraw this consent to receive notices electronically by contacting Seller at ACAP@Igsen- ergy.com. The signers below personally certify that they have all requisite authority to sign and enter Into this, Contract on behalf of the parties identified adjacent to their signatures. Further, they acknowledge that on behalf of their respective parties, they have read, understood, and voluntarily agreed to every proof ion of this Contract, the attached Terms and Conditions, and any Exhibit A. Accepted by Buyer: Name: Title . Chat Accepted by Seller: - � /)1111 VP of C&I Sates . . .... 7'7�)� - N*5�6,W�Ahur Title Ute ""I A Page 1 of 5 Natural Gas Purchase Contract: ACAP Master Terms and Conditions 1. ELIGIBILITY: This Contract is exclusively for mercantile customers that consume more than 500 MCFs per year. 2. NATURAL GAS SUPPLY: Seller will supply and deliver to Buyer the full natural gas requirements for all Accounts under this Contract and Buyer will accept and pay for all such deliveries according to this Contract. Seiler will act as Buyer's agent for the limited purposes of working with Buyer's NGDC in order to: (a) obtain the Accounts' us- age, billing, and payment histories; (b) effect the transfer of natural gas supply service to Seller; and (c) perform Seller's obligations un- der this Contract. Buyer will execute all documents and be responsi- ble for all services and equipment required by the NGDC in order for Buyer to receive service under this Contract. 3. BILLING: The NGDC will issue consolidated monthly invoices which will contain Seller's natural gas charges plus applicable taxes and all of the NGDC's distribution and transportation and other appli- cable charges. Buyer will pay to the NGDC the entire amount of each gas bill under the NGDC's payment terms and conditions. Seller re- serves the right to invoice Buyer directly for (a) Seller's charges only, plus applicable taxes; or (b) for the NGDC's charges, as well as Seller's charges, plus all applicable taxes. Late charges will apply for all past -due amounts owed to Seller at the rate set forth in the NGDC's tariff for its charges. The NGDC is solely responsible for reading Buyer's meter(s), and all disputes that Buyer has with respect to meter readings and related adjustments will be addressed by Buyer solely to the NGDC, If Buyer fails to pay either the NGDC or Seller timely, a late fee of 1.5% per month will apply for all past -due amounts. 4. LIMITATION OF LIABILITY: Seller will not be liable for any losses arising from Buyer's use of natural gas or for losses arising from any pipeline or the NGDC, including but not limited to: operations and maintenance of the NGDC's system; any NGDC interruption of ser- vice; NGDC termination of service; NGDC events of force majeure; or deterioration of NGDC service. Except as otherwise set forth in this Contract, neither party will be liable for any losses arising from the use of natural gas or any indirect, consequential, special, or puni- tive damages, whether arising under contract, tort (including negli- gence or strict liability), or any other legal theory. 5. CREDIT: Upon Seller's reasonable request, Buyer will provide to Seller financial statements and other credit -related information, all of which will be treated as confidential by Seller. If Seller reasonably deems Buyer's financial condition inadequate to extend credit for gas sales, including the risk associated with a fixed price under this con- tract, Seller may require security sufficient to cover volumes for the two largest months listed under "Full Contract Volumes" in the form of either a deposit or an irrevocable letter of credit. Furthermore, if Buyer (i) makes an assignment or general contract for the benefit of creditors, (ii) defaults in any payment or other obligation to Seller (in- cluding any obligation to provide security as provided above), (iii) files a petition or acquiesces in the commencement of a case under any bankruptcy or similar law for the protection of creditors or has such petition filed against it, or (iv) is unable to pay its debts as they fall due or fails to pay its obligations as required under this contract according to the payment terms, then Seller may suspend deliveries and termi- nate this Contract 10 days after delivering written notice to Buyer. Seller's rights under this credit section are in addition to all other rem- edies available under this contract. 6. CROSS DEFAULT: If Buyer is a party to more than one natural gas purchase contract with Seller, a breach by Buyer under such other contract(s) may be treated by Seller as a breach by Buyer under this Contract. 7. DAMAGES. If (a) Buyer terminates any or all accounts under this Contract before the expiration of any Term; or (b) Seller terminates this Contract as to any or all Accounts before the expiration of any Term as a result of Buyer's breach of this Contract, or (c) the NGDC terminates any or all Accounts from under this Contract before the expiration of any Term as a result of late or non-payment, then Buyer will pay to Seller Early Termination Damages, if any, as set forth on Page 1. Seller may increase the price charged to Buyer for accounts that have not defaulted in order to cover the charges described above; in such instance, Seller will send to Buyer an informational invoice to supplement the NGDC's bill. Nothing herein limits Buyer's obligation to pay for all gas delivered as metered by the NGDC. If Seller falls to perform its delivery obligations under this contract, Seller will pay to Buyer the amount equal to the positive difference, if any, between Buyer's reasonable cost of cover minus the then -cur- rent price for all hedged volumes Seller failed to deliver. The prevail- ing party in any lawsuit under this contract will be entitled to collect from the breaching party the prevailing party's costs of enforcing this contract, including reasonable attorneys' fees and all other litigation expenses. 8. WARRANTY: Seller warrants that all gas delivered to the NGDC for its distribution to Buyer will meet the NGDC's quality standards and that title to such gas is free from liens and adverse claims. Seller makes no other warranties or representations of any kind, expressed or implied, including any warranty of merchantability or warranty that the goods are fit for any particular purpose. 9. REGULATORY: The choice program is subject to ongoing utili- ties commission jurisdiction and NGDC rules. Seller may pass through to Buyer any additional charges/ fees imposed on suppliers through a regulatory and/or utility proceeding. If the choice program is terminated or materially changed, this Contract may be modified accordingly or terminated by Seller without penalty to either party. 10.ASSIGNMENT: This Contract may be assigned by Buyer only with express written consent of Seller, which consent will not be un- reasonably withheld, conditioned, or delayed. 11. WAIVER: Failure to enforce any provision of this Contract will not be deemed a waiver of any right to do so, and an express waiver of any breach will not operate as a waiver of any other breach or of the same breach on a future occasion. 12. CHOICE OF LAW JURISDICTION VENUE AND JURY TRI- ALS: This Contract will be governed by the applicable laws of the State of Indiana, without regard to Indiana's principles of conflicts of law. All legal actions involving all disputes arising underthis Contract will be brought exclusively in a court of the State of Indiana sitting in St. Joseph County, Indiana, or in the United States District Court for the Northern District of Indiana sitting in South Bend, Indiana. Buyer and Seller waive all of their rights to a trial by jury in any legal action related to this Contract. 13. SEVERABILITY: If any provision of this contract is held unen- forceable by any court having jurisdiction, no other provisions will be affected, and the court will modify the unenforceable provision (con- sistent with the intent of the parties as evidenced in this Contract) to the minimum extent necessary so as to render it enforceable. 14. BUYER INFORMATION. Buyer certifies that Seller may continue to rely on the Confirmation Email address on Page 1 as the current and proper email address for notices and communication to Buyer. Buyer will update Seller if there is a change in the Confirmation Email, 15. COUNTERPARTS & SIGNATURES: This Contract, including any Confirmation and Exhibits, may be signed in counterparts which, when taken together, will comprise the entire Contract. Faxed, pho- tocopied, or scanned copies of this Contract which contain faxed, photocopied, or scanned images of the signers' signatures may be used for all purposes under which an original agreement bearing orig- inal signatures could be used. 16. ENTIRE CONTRACT: This Contract, collectively with all of the Confirmation and Exhibits, contains the entire agreement between Seller and Buyer regarding the Accounts under this Agreement, and it supersedes all prior and contemporaneous written and oral agree- ments and understandings between them with respect to those Ac- counts. This Contract cannot be modified in any way except by a writing signed by both Seller and Buyer. Page 2 of 5 Exhibit A to Natural Gas Purchase Confirmation Form IN ACAP V 1.1 Account Numbers & Facility Addresses Seller: Interstate Gas Supply, Inc. Buyer: The City of South Bend Following are the Account/Meter Numbers and Addresses included under the above -mentioned contract between Seller and Buyer: 1 2 3 4 s 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 33 34 35 36 37 38 39 Account Number Meter Number Service Address Service Ci Service State Service Zip Code 016860009 0943396 123 south bend st South Bend IN 46601 017346008 9600270 123 south bend st South Bend IN 46601 134570005 9465921 123 South Bend St SOUTH BEND IN 46601 134570008 9429488 123 south bend st South Bend IN 46601 136450009 8994663 123 south bend st South Bend IN 46601 276891005 9440820 123 south bend st South Bend IN 46601 547740006 0499251 123 south bend st South Bend IN 46601 596100001 9462793 123 south bend st South Bend IN 46601 797456004 G0060594 3113 Riverside Dr South Bend IN 46628 947640009 9478105 123 South Bend St SOUTH BEND IN 46601 016860008 9993838 4200 Miami St South Bend IN 46614 016971004 0588236 123 south bend st South Bend IN 46601 O17544005 7994185 123 south bend st South Bend IN 46601 074801009 7876584 123 south bend st South Bend IN 46601 085410001 8197019 120 S St. Joseph St South Bend IN 46601 087592009 9478127 123 south bend st South Bend IN 46601 121080002 7762298 123 south bend sl South Bend IN 46601 134570004 0750144 123 south bend st South Bend IN 46601 134570005 9398149 123 south bend st South Bend IN 46601 134570005 9421456 123 South Bend St SOUTH BEND IN 46601 134570005 9425021 123 South Bend St SOUTH BEND IN 46601 134570006 9008589 123 south bend st South Bend IN 46601 134570007 0758808 123 south bend st South Bend IN 46601 134570008 9455829 123 South Bend St SOUTH BEND IN 46601 134570008 9599421 123 South Bend St SOUTH BEND IN 46601 134570009 9995294 123 south bend st South Send IN 46601 136450007 9478139 3113 Riverside Dr. South Bend IN 46628 136450008 8976896 123 south bend st South Bend IN 46601 140740009 9001485 123 south bend st South Bend IN 46601 143856003 9519716 710 E Sample St South Bend IN 46601 155590009 9519614 123 south bend st South Bend IN 46601 165790006 0954082 123 south bend st South Bend IN 46601 189570006 9979263 123 south bend st South Bend IN 46601 205540002 9440978 123 south bend st South Bend IN 46601 207340009 9440981 123 south bend st South Bend IN 46601 211063007 0866191 123 south bend st South Bend IN 46601 233804009 9486980 123 south bend st South Bend IN 46601 234570000 9407212 123 south bend st South Bend IN 46601 236450001 9504653 123 south bend St South Bend IN 46601 Page 3 of 5 Natural Gas Purchase Contract: ACAP Master Terms and Conditions 40 41 42 43 44 45 46 47 48 49 50 51 52 53 54 55 56 57 58 59 60 61 62. 63 64 65 66 67 68 69 70 71 72 73 74 75 76 236450002 9075991 123 south bend st South Bend IN 46601 236450003 9084034 123 south bend st South Bend IN 46601 236450005 0892958 123 south bend st South Bend IN 46601 278920001 9957457 123 south bend st Soulth Bend IN 46601 289960007 9477507 123 south bend st South Bend IN 46601 320916007 G0015614 123 south bend st South, Bend IN 46601 330030001 7876438 123 south bend st South Bend IN 46601 350241001 G0042352 123 south bend st South Bend' IN 46601 375256005 G0060595 2221 Prairie Ave South Bend IN 46614 402653004 9490335 123 south bend st South Bend IN 46601 419382000 9462786 123 south bend st South Bend IN 46601 461501002 8776568 123 south bend st South Bend IN 46601 474801001 9408873 123 south bend st South Bend IN 46601 474801001 9580234 123 South Bend St SOUTH BEND IN 46601 515321007 9424125 123 south bend st South Bend IN 46601 532800001 8197012 123 south bend' st South Bend IN 46601 574551001 9437646 123 south bend st South Bend IN 46601 575070005 0664728 123 south bend st South Bend IN 46601 593420009 8094292 123 south bend st South Bend IN 46601 596100000 0834536 123 south bend st South Bend IN 46601 653830006 0676512 123 south bend st South Bend IN 46601 655236005 9580051 123 south bend 51 South Bend IN 46601 655710005 8705797 123 south bend st South Bend IN 46601 656160002 0531617 3702 W Sample St South Bend IN 46619 673456009 9599430 123 south bend st South Bend IN 46601 741560005 9504041 123 south bend st South Bend IN 46601 753710002 9584855 123 south bend st South Bend IN 46601 774870008 0670216 123 south bend st South Bend IN 46601 777481004 8197054 123 south bend st South Bend IN 46601 802730007 G0032555 123 south bend st South Bend IN 46601 815950004 0513642 123 south bend st South Bend IN 46601 823784007 8794559 123 south bend st South Bend IN 46601 828763002 0879355 123 south bend st South Bend IN 46601' 853620008 0881698 123 south bend st South Bend IN 46601 854930009 0972989 123 south bend st South Bend I IN 46601 944325008 9970453 123 south bend st South Bend IN 46601 947640009 066882:2 123 south bend st South Bend IN 46601 AGREED. Seller: Name: Scbtfi XrttK,u t Title: VP of C&I Sales Buyer: Date Name BOARD OF PUBLIC WORKS AGENDA ITEM REVIEW REQUEST FORM 5/31/2018 Adam Parsons Department Central Services BPW Date June 12, 2018 Phone Extension 9302 Legal Attorney Name Clara McDaniels Controller review is required for all Contracts $5,000,00 or more Controller ® and greater than one year in length per the City Purchasing Policy Purchasing ❑ ❑ Agreement ® Contract ❑ Proposal ❑ Addendum ❑ Professional Services ❑ Amendment ❑ Bid Opening ❑ Bid Award ❑ Req. to Advertise ❑ Title Sheet ❑ Quote Opening ❑ Quote Award ❑ Chg Order No. ❑ C/O & PCA No. ❑ PCA ❑ Ease./Encroach. ❑ Traffic Control ❑ Resolution (-1 Other: ❑ Claim Company or Vendor Name New Vendor MBEIWBE Contractor Project Name Project Number Funding Source Account No. Interstate Gas Supply (IGS) ❑ Yes ❑ If Yes, Approved by Purchasing ® No ❑ WBE BE Completed E-Verify Form Attached ❑ Nos Natural Gas Supply 17-019 222-06-17-419.35-02, Natural Gas Previous Amount Current Percent of Change: _ New Amount Total Percent of Change: Time Extension: Copy Original ® ❑ ❑ ❑ ❑ ❑ Dispersal After Approval Therese Dorau, Office of Sustainabili