Great Lakes Gas Transmission Limited Partner

Second Revised Volume No. 1

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Effective Date: 04/18/2009, Docket: RP09-462-000, Status: Effective

Thirteenth Revised Sheet No. 45 Thirteenth Revised Sheet No. 45

Superseding: Twelfth Revised Sheet No. 45

GENERAL TERMS AND CONDITIONS

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(continued)

16. Firm Service Agreement Expiration - Right of First Refusal. Section 16 applies to Shippers

under Rate Schedule FT, Rate Schedule EFT, and Rate Schedule LFT to Transporter's FERC Gas

Tariff, Second Revised Volume No. 1 with Agreements entered into prior to March 26, 2000, for a

term of one year or more and that desire to continue Transportation Service beyond the primary

term of the Agreement. For Agreements entered into on or after March 26, 2000, Section 16

applies to any Shipper with an Agreement under Rate Schedule FT, Rate Schedule EFT, or Rate

Schedule LFT that is at the maximum applicable tariff rate and is either: (1) for a term of

twelve (12) or more consecutive months or (2) for a term of more than one (1) year for a Service

which is not available for twelve (12) consecutive months, and that desires to continue

Transportation Service beyond the primary term of the Agreement. However, this Section 16 shall

not apply (i) to an interim service agreement associated with capacity that has been reserved

for a Pre-arranged Service, for which Transporter has limited the interim service renewal

rights, as provided in Section 2.2 of the General Terms and Conditions of this FERC Gas Tariff,

Second Revised Volume No. 1, (ii)to a service agreement associated with off-system capacity, for

which Transporter has limited the renewal rights, as provided in Section 22.2 of the General

Terms and Conditions of this FERC Gas Tariff, Second Revised Volume No. 1, or (iii) to a

limited-term service agreement associated with capacity that has been reserved for a future

expansion project, for which Transporter has limited any extension rights, as provided in

Section 14 of the General Terms and Conditions of this FERC Gas Tariff, Second Revised Volume

No. 1.

Although Shippers under discounted recourse rate agreements and negotiated rate agreements do

not qualify for the right of first refusal under this Section 16, Transporter and any such

Shipper may expressly agree otherwise in Shipper's Agreement ("Contractual ROFR"), provided that

the initial term of such Agreement is either for a term of twelve (12) or more consecutive

months, or for a term of more than one (1) year for a Service which is not available for twelve

(12) consecutive months. If the terms of Shipper's Agreement include a Reduction Option, the

quantity subject to Section 16 shall be the quantity in effect on the date of termination of the

initial Agreement.

Shipper may apply the provisions of this Section 16 to all or any part of the expiring capacity

under its existing Agreement. Any quantity not subject to the provisions of this Section 16

shall be subject to the provisions of Section 2 of Rate Schedule FT, Rate Schedule EFT, or Rate

Schedule LFT of Transporter's FERC Gas Tariff, Second Revised Volume No. 1.

16.1 Notification to Shipper and Shipper Response.

a) Transporter shall notify Shipper twelve (12) months prior to the expiration of an

existing Agreement of the impending termination, or may notify Shipper of

Transporter's exercise of any contractual right to terminate the existing Agreement.

Within thirty (30) days of Transporter's notification, Shipper shall provide to

Transporter:

1) a written response stating that Shipper wishes to exercise its right of first

refusal pursuant to this Section 16, including the quantity, if any, for

which Shipper does not wish the provisions of this Section 16 to apply; or

2) a written response stating that Shipper does not wish to exercise its right

of first refusal.

Nothing in this section shall preclude Shipper from renewing the existing Agreement

pursuant to Section 2.1 (b) of Rate Schedule FT and Rate Schedule EFT or Section

2(g)(2) of Rate Schedule LFT, as applicable.

b) Shipper's failure to provide within thirty (30) days of Transporter's notification the

written response required by Subsection 16.1 (a) shall constitute an irrevocable

waiver of Shipper's right of first refusal.

c) Nothing in this section shall require Transporter to discount below the maximum rate

applicable to a Transportation Service nor shall Transporter be required to agree to

any other terms.