Carolina Gas Transmission Corporation

Original Volume No. 1

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Effective Date: 11/01/2006, Docket: CP06- 71-001, Status: Effective

Original Sheet No. 441 Original Sheet No. 441 : Effective

ARTICLE III

SERVICE AGREEMENT, RATE SCHEDULE, AND TARIFF

3.1 This Umbrella Service Agreement does not have separate terms and

conditions for particular services, but only provides a means for a

Replacement Shipper to use a service subject to the applicable provisions

of the relevant Service Agreement and rate schedule.

3.2 Pipeline’s Tariff is incorporated herein by reference.

3.3 Replacement Shipper agrees that Pipeline shall have the unilateral right

to file with the Commission and place into effect any changes in any of

the provisions of its Tariff, including, without limitation, any of

Pipeline’s rates and charges, rate schedules, GT&Cs, and forms as

Pipeline may deem appropriate in the exercise of its sole discretion.

Nothing contained herein shall prejudice the rights of Replacement

Shipper to contest at any time the changes made under this Article III;

however, Replacement Shipper agrees to pay all rates and charges, and to

comply with all terms and conditions, in effect under this Tariff.

ARTICLE IV

ASSIGNMENTS

4.1 Any entity that succeeds by purchase, merger, or consolidation to the

properties, substantially as an entirety, of Replacement Shipper or of

Pipeline will be entitled to the rights and will be subject to the

obligations of its predecessor in title under this Umbrella Service

Agreement. Either Replacement Shipper or Pipeline may assign or pledge

this Umbrella Service Agreement under the provisions of any mortgage,

deed of trust, indenture, bank credit agreement, receivable sale, or

similar instrument that it has executed or may execute hereafter without

relieving itself of its obligations under this Umbrella Service

Agreement. Except as set forth above, neither Replacement Shipper nor

Pipeline shall assign this Umbrella Service Agreement or any of its

rights hereunder without the prior written consent of the other party;

provided, however, that neither Replacement Shipper nor Pipeline shall be

released from its obligations hereunder without the written consent of

the other.