Dominion South Pipeline Co., LP

Original Volume No. 1

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Effective Date: 12/16/2005, Docket: CP05- 77-001, Status: Effective

Original Sheet No. 1071 Original Sheet No. 1071 : Effective

GENERAL TERMS AND CONDITIONS

PREGRANTED ABANDONMENT AND RIGHT OF FIRST REFUSAL

25. PREGRANTED ABANDONMENT AND RIGHT OF FIRST REFUSAL

25.1 Pregranted Abandonment. Upon expiration and/or termination of any Service Agreement for

services rendered pursuant to Part 284 of the Commission's regulations, Pipeline is

entitled to pre-granted abandonment of service under the expired and/or terminated Service

Agreement, without further application to the Commission for abandonment authority,

subject to any right of first refusal (ROFR) Customer may have pursuant to this Section

25.

25.2 Right of First Refusal.

A. Customer shall have a ROFR as set forth in this Section 25 only where Customer's

Service Agreement or amendment thereto provides for services rendered pursuant to Part

284 of the Commission's regulations and under Firm Transportation Rate Schedules:

(A) with a term of twelve or more consecutive months of service; or (B) provides for

services under Firm Transportation Rate Schedules that are not available for twelve

consecutive months, with a multiyear term. Furthermore, unless otherwise agreed

between Pipeline and Customer, no ROFR shall apply to any such Service Agreement, or

amendment thereto, entered into after March 27, 2000, that includes a negotiated or

discounted rate. Customer's ROFR gives it the right to continue service under

Customer's existing Rate Schedule and service rights, except as modified by this

Section, to the extent that Customer matches competing bids as set forth hereunder.

Pipeline and Customer may also agree to expressly provide for a ROFR in a Service

Agreement not otherwise described in this Section 25.

B. Customer shall notify Pipeline in writing of its intent to exercise its ROFR within

one month from the date that either party gives notice of termination relating to all

or portion of the quantities under the service agreement. When providing notice of its

intent, Customer may elect to exercise its ROFR with respect to a portion of its

capacity and to have pre-granted abandonment apply to the remainder. For any eligible

Service Agreement that terminates by its own terms, with no prior notification

required by either party, Customer shall be presumed to have elected to retain the

right to exercise its ROFR for the entire amount of the capacity, unless Customer has

informed Pipeline otherwise in writing.

C. If a Customer elects to exercise the ROFR as to only a portion of its capacity, its

rights under its contracts shall be reduced as follows: (1) Customer's maximum

entitlement shall be reduced in the same proportion on each Day that Customer is

entitled to receive service during the year; (2) to the extent that Customer had

rights at Points of Receipt and Delivery (including MDDOs) in excess of its maximum

transportation entitlements, the aggregate point rights shall be reduced in proportion

to the reduction in transportation capacity; and (3) Customer shall retain the same

Points of Receipt and Delivery with a proportionate reduction in its rights at each

Point unless Customer requests a disproportionate reduction, which Pipeline will honor

unless Customer's request is operationally infeasible or would adversely affect system

operations.

D. To the extent that Customer elects not to exercise its option to exercise its ROFR or

waives its ROFR pursuant to GT&C Section 25.2.G, or fails to give timely notice to

Pipeline, Pipeline shall post the availability of such capacity in accordance with the

provisions of GT&C Section 25.

E. In the event that a Service Agreement is permanently released pursuant to GT&C Section

15, the Replacement Shipper shall succeed to all of the elements of the ROFR

originally held by the Releasing Shipper. In the event that a Service Agreement is

released on a temporary basis, the Releasing Shipper's ROFR shall not be affected and

the Replacement Shipper shall have no ROFR.