Millennium Pipeline Company, L. L. C.

Original Volume No. 1

Effective Date: 12/22/2008, Docket: CP98-150-011, Status: Effective

Original Sheet No. 586 Original Sheet No. 586

FORM OF ASSIGNMENT AGREEMENT

(Continued)

(b) Replacement Shipper shall comply with (i) the terms and

conditions of the assigned Service Agreement or Assignment Agreement

described in Section 1 above, (ii) Transporter's applicable Rate Schedule,

(iii) Appendix A attached hereto, and (iv) the General Terms and Conditions

of Transporter's Tariff, under which Replacement Shipper shall be deemed to

be a "Shipper".

of $______ or a percentage of the maximum rate per Dth/day per month. In

addition, Replacement Shipper shall pay to Transporter (i) all commodity

charges (or all payments under one-part volumetric rates of ______¢/Dth or a

percentage of the maximum rate per/Dth), (ii) any commodity surcharges, (iii)

any penalties or imbalance correction costs associated with the capacity and

service rights assigned under this Agreement, and (iv) any applicable overrun

charges, as set forth in Transporter's currently-effective Tariff, as any of

these charges may be adjusted from time to time upon approval of the

Commission. As provided in Section 14.8(b) of the General Terms and

Conditions of Transporter's Tariff, in the event of termination of Releasor's

Service Agreement with Transporter under Section 10.4 of the General Terms

and Conditions, Replacement Shipper's Service Agreement with Transporter is

deemed terminated unless Replacement Shipper agrees to pay the lower of: (1)

the former Releasing Shipper's contract rate or (2) the maximum tariff rate

for the service for the remainder of the Replacement Shipper's Service

Agreement.

3. Obligations of Transporter. Transporter shall provide service to

Replacement Shipper and shall bill Releasor and Replacement Shipper in

accordance with (i) the assigned Service Agreement or Assignment Agreement

described in Section 1 above, (ii) Transporter's applicable Rate Schedule,

(iii) Appendix A attached hereto, and (iv) the General Terms and Conditions

of Transporter's Tariff.

4. Term. Service under this Agreement shall commence as of

_________________________, 20____, and shall continue in full force and

effect until _________________________, 20____.

5. Releasor's Recall Rights. This Agreement and the assignment herein

shall be subject to Releasor's rights to recall in accordance with the

following requirements:

(a) The frequency with which Releasor may recall the capacity shall

be:

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