Iroquois Gas Transmission System, L.P.

FIRST REVISED VOLUME NO. 1

Effective Date: 04/15/2010, Docket: RP10-489-000, Status: Effective

THIRD REVISED SHEET NO. 146 THIRD REVISED SHEET NO. 146

Superseding: SECOND REVISED SHEET NO. 146

ARTICLE VII - TRANSFER AND ASSIGNMENT OF CONTRACT

Any entity which shall succeed by purchase, merger or

consolidation to the properties, substantially as an entirety,

of either Transporter or Shipper, as the case may be, shall be

entitled to the rights and shall be subject to the obligations

of its predecessor in title under this Contract. [Any party

may, without relieving itself of its obligations under this

Contract, assign any of its rights hereunder to an entity with

which it is affiliated, but otherwise no assignment of this

Contract or of any of the rights or obligations hereunder shall

be made unless there first shall have been obtained the written

consent thereto of Shipper in the event of an assignment by

Transporter or Transporter in the event of an assignment by

Shipper, which consents shall not be unreasonably withheld.]

[Any party may, without relieving itself of its obligations

under this Contract, assign any of its rights hereunder to an

entity if that party first obtains the written consent thereto

of the other party and such consents shall not be unreasonably

withheld.] It is agreed, however, that the restrictions on

assignment contained in