Rockies Express Pipeline LLC (Entrega)

Second Revised Volume No. 1

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Effective Date: 09/01/2007, Docket: CP06-354-002, Status: Effective

Original Sheet No. 153 Original Sheet No. 153 : Effective

GENERAL TERMS AND CONDITIONS

11. IMBALANCES, PURCHASE AND SALE OF GAS AND ACQUISITION OF OFF-SYSTEM

CAPACITY (Contd.)

11.7 ACQUISITION OF OFF-SYSTEM CAPACITY BY TRANSPORTER

A. Transporter may, from time-to-time, enter into

transportation or storage Agreement(s) with upstream or

downstream entities, including other interstate pipelines,

intrastate pipelines, or local distribution companies

(Acquired Capacity). Transporter may use the Acquired

Capacity for its System operational needs and/or to render

service to its customers. For purpose of any use of

Acquired Capacity covered by this Section 11.7, the "shipper

must hold title" requirement is waived.

B. Transporter states that if it provides service for others

using Acquired Capacity, it will apply to such services the

same tariff as is applicable to on-System customers, as such

tariff may change from time-to-time. Additionally, Shipper

may pay Transporter an amount equal to the charges

Transporter is obligated to pay such third party(ies) for

the Acquired Capacity, as agreed between Transporter and

Shipper. Such charges may include, but are not limited to,

reservation and/or usage charges and surcharges, Fuel

charges, compression fees, balancing or storage fees,

measurement fees, processing fees and/or facility charges.

Such Charges shall be set forth as separate items, as

necessary, on bills rendered by Transporter to Shipper.

C. Nothing herein shall be read to preclude Transporter from

filing with the Commission for different tariff provisions

applicable to any such service which Transporter provides

using Acquired Capacity; provided, however, that the waiver

of the "shipper must hold title" requirement hereunder shall

not apply in such a circumstance and Transporter will be

required to seek a case-specific waiver of that requirement

from the Commission.