Millennium Pipeline Company, L. L. C.

Original Volume No. 1

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Effective Date: 02/18/2010, Docket: RP10-325-000, Status: Effective

Second Revised Sheet No. 484 Second Revised Sheet No. 484

Superseding: First Revised Sheet No. 484

GENERAL TERMS AND CONDITIONS

(Continued)

48. OFFSYSTEM CAPACITY

48.1 From time to time, Transporter may enter into transportation and/or

storage agreements with upstream and downstream entities, including other

interstate and intrastate pipelines and storage providers ("offsystem

capacity"). When Transporter acquires such offsystem capacity, it may

utilize the offsystem capacity for its operational needs or to provide

service to Transporter's Shippers under its FERC Gas Tariff and subject to

Third Party Charges as described below. For use of such offsystem capacity

to provide service to Transporter's Shippers, the "shipper must have title"

policy is waived. This Section 48 does not preclude Transporter from seeking

case specific authorization for the utilization of offsystem capacity by

Transporter for other purposes.

48.2 In the event that offsystem capacity used to render service to

Transporter's Shippers is subject to renewal limitations, consistent with the

offsystem capacity provider's tariff or operating statement or as provided by

FERC Regulations, Transporter will indicate, in any posting of capacity

available for service, any limitation to extension rights that will apply as

a result of the limitation on the offsystem capacity. This provision does not

impact any right of first refusal Shipper may have pursuant to this FERC Gas

Tariff, except that extension of the affected Service Agreement is limited to

the term of Transporter's contract or service agreement with the offsystem

capacity provider.

48.3 In the event the offsystem capacity used to render service to

Transporter's Shippers is interrupted by the offsystem capacity provider,

Transporter's obligation to provide service utilizing that offsystem capacity

will be suspended without liability of Transporter, until the offsystem

capacity provider recommences service to Transporter.

48.4 Third Party Charges. Any Shipper that schedules service under

Transporter's FERC Gas Tariff that requires Transporter to utilize offsystem

capacity to render such service will, in addition to any applicable rates and

charges assessed pursuant to this FERC Gas Tariff, be required to pay

Transporter the rates and charges Transporter is obligated to pay such third

party(s) for the offsystem capacity as set forth below ("Third Party

Charges"). Such Third Party Charges, unless otherwise agreed, will be

separately stated on the monthly invoice submitted to Shippers pursuant to

Section 10 of these General Terms and Conditions. In addition, Transporter

will post the applicable rates and charges and fuel retention rates for all

offsystem locations on its EBB.