El Paso Natural Gas Company

Second Revised Volume No. 1A

Effective Date: 07/09/1997, Docket: RP97- 20-007, Status: Effective

Original Sheet No. 452 Original Sheet No. 452 : Effective

TRADING PARTNER AGREEMENT

for the Electronic Data Interchange

of Information Over the Public Internet

(Continued)

Section 4. Miscellaneous. (Continued)

4.6. Exclusion of Damages. Neither party shall be liable to the other

for any special, incidental, exemplary or consequential damages arising from

or as a result of any delay, omission or error in the electronic

transmission or receipt of any Documents pursuant to this Agreement, even if

either party has been advised of the possibility of such damages and

REGARDLESS OF FAULT. Damages are limited to direct damages to software and

hardware arising from this Agreement and shall be set forth in the Appendix.

4.7. Notices. Unless otherwise provided in this Agreement, all

notices required or permitted to be given with respect to this Agreement

shall be given by mailing the same postage prepaid, or given by fax or by

courier, or by other methods specified in the Appendix to the addressee

party at such party's address as set forth in the Appendix. Either party may

change its address for the purpose of notice hereunder by giving the other

party no less than five (5) days prior written notice of such new address in

accordance with the preceding provisions.

4.8. Assignment. This Agreement may not be assigned or transferred by

either party without the prior written approval of the other party, which

approval shall not be unreasonably withheld; provided, any assignment or

transfer, whether by merger or otherwise, to a party's affiliate or

successor in interest shall be permitted without prior consent if such party

assumes this Agreement.

4.9. Waivers. No forbearance by any party to require performance of

any provision of this Agreement shall constitute or be deemed a waiver of

such provision or any other or the right thereafter to enforce it.

4.10. Counterparts. This Agreement may be executed in any number of

original counterparts all of which shall constitute but one and the same

instrument.